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Strategic Advisory Committee Charter
Committee Members
Committee MemberPaul Brons
Committee MemberShira Goodman
ChairpersonBradley T. Sheares, Ph.D.
Committee MemberJoseph L. Herring
Committee MemberCarol Raphael
Committee MemberE. Dianne Rekow, DDS, Ph.D.


As of February 12, 2008

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Strategic Advisory Committee Purpose and Role
Composition and Meetings

Strategic Advisory Committee Purpose and Role

The Strategic Advisory Committee is established to assist and provide advice to the Board of Directors (the “Board”) and the Company’s management, as requested by the Board or management from time to time, regarding the monitoring and implementation of the Company’s corporate strategic plan (the “Strategic Plan”), as well as general strategic planning from time to time.

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Composition and Meetings

The Committee shall consist at all times of no fewer than two members who shall be members of the Board. The members of the Committee, including the Chairperson of the Committee, shall be appointed and replaced by the Board. The Committee will have at least two regularly scheduled meetings each year either in person or telephonically, and at such times and places as the Committee shall determine, but may meet as often as may be deemed necessary or appropriate in its judgment. The Committee may ask members of management or others to attend meetings and provide pertinent information as necessary. The Committee shall report to the Board, as requested or as the Committee deems necessary, on a regular basis but not less frequently than annually.

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The Committee shall, upon the request of the Board or management from time to time, provide advice and assistance with regard to:

  1. The Company's then current Strategic Plan.

  2. The Company’s long-term strategy, which may include goals for future years and evaluations of evolving and emerging technologies and changes in products and services in the markets the Company serves.

  3. Evaluating material acquisitions and similar transactions and other potential growth and expansion opportunities for the Company.

  4. Strategic issues or opportunities material to the Company outside the scope of the Company’s traditional business operations.

The Committee shall, on an annual basis, evaluate the performance of the Committee.

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