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This excerpt taken from the MEAS DEF 14A filed Jul 29, 2009. Base Salary: We
believe base salaries provide basic compensation at a level that allows us to
recruit and retain key executive talent. Base salaries are based on a
combination of factors, primarily the performance of the executive, relative
level of responsibility and experience, salaries of similarly situated executive
officers at peer companies and, with respect to the base salaries of executive
officers other than our Chief Executive Officer, the recommendations of our
Chief Executive Officer. Although our Compensation Committee annually
reviews salaries of our executive officers, our Compensation Committee does not
automatically adjust base salaries if it concludes that adjustments to other
components of the executive’s compensation would be more
appropriate. In addition, as discussed below, the employment
agreements that we have with certain of our executive officers provide for fixed
annual base salaries or minimum annual base salaries, thereby limiting the
discretion of the Compensation Committee with respect to compensation decisions
regarding base salaries. 16
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