Common use of Average Compensation Clause in Contracts

Average Compensation. As used in this Section 7 "Average Compensation" means (A) the sum of the Executive's Salary and cash bonuses for each of the most recent three complete calendar years of Executive's employment under this Agreement -6- (or such lesser number of complete calendar years as the Executive has been employed by the Corporation) divided by (B) three (or the lesser number of complete calendar years for which the Executive has been employed by the Corporation). Average Compensation shall not include any amount, other than Salary and cash bonuses, included in Executive's taxable compensation for federal income tax purposes, such as the reporting of previously deferred compensation or gain realized upon exercise of any non qualified stock options. Provided, however, that for purposes of computing Average Compensation only Executive shall be deemed to have been employed during all of 2007, and the sum of Executive's Salary and cash bonuses for 2007 shall be deemed to be the greater of (A) Executive's actual Salary and cash bonuses under this Agreement, or (B) $160,444.

Average Compensation. As used in this Section 7 "Average Compensation" means (A) the sum of the Executive's Salary and cash bonuses for each of the most recent three complete calendar years of Executive's employment under this Agreement -6- (or such lesser number of complete calendar years as the Executive has been employed by the Corporation) divided by (B) three (or the lesser number of complete calendar years for which the Executive has been employed by the Corporation). Average Compensation shall not include any amount, other than Salary and cash bonuses, included in Executive's taxable compensation for federal income tax purposes, such as the reporting of previously deferred compensation or gain realized upon exercise of any non qualified stock options. Provided, however, that for purposes of computing Average Compensation only only, Executive shall be deemed to have been employed during all of 2007, and the sum of Executive's Salary and cash bonuses for 2007 shall be deemed to be the greater of (A) Executive's actual Salary and cash bonuses under this Agreement, or (B) $160,444.