Common use of Base Salary, Bonus and Benefits Clause in Contracts

Base Salary, Bonus and Benefits. (a) During the Employment Period, Executive's base salary shall be $185,000 per annum or such higher rate as the Board designates from time to time (the "Base Salary"). The Base Salary shall be payable in regular installments ----------- in accordance with the Company's general payroll practices. The Board shall review Executive's performance in March, 1999, and at the end of each eighteen month period thereafter during the Employment Period. Based on such review, the Board may, in its sole discretion, increase or decrease the Base Salary (but not below $185,000). Following the end of each fiscal year during the Employment Period, the Board may award the Executive a bonus for such year based on Executive's performance, the amount of which will be determined by the Board in its sole judgment. Executive's "target" under the Company's Management Incentive Plan shall be forty percent (40%) of Base Salary with a maximum of sixty percent (60%) of Base Salary. For fiscal year 1998, Executive shall receive a bonus equal to sixty percent (60%) of his Base Salary earned in fiscal year 1998. (b) In addition to the Base Salary and any bonuses payable to Executive pursuant to Section 4(a), during the Employment Period Executive shall be entitled to participate in the Company's 1995 Amended and Restated Long-Term Incentive Plan and all of the Company's other employee benefit programs for which senior executive employees of the Company are generally eligible, and Executive shall be entitled to (3) weeks of paid vacation each year. (c) The Company shall reimburse Executive for all reasonable expenses incurred by him in the course of performing his duties under this Agreement which are consistent with the Company's policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company's requirements with respect to reporting and documentation of such expenses.

Base Salary, Bonus and Benefits. (a) During Subject to the Employment Periodterms of this Agreement, in consideration of Executive's agreements contained herein, for the period beginning January 1, 2003, Executive's base salary shall be $185,000 725,000 per annum or such higher rate as the Board designates from time to time (the "Base Salary"). The Base Salary , which shall be payable in regular semi-monthly or other agreed-upon equal installments ----------- during the year and shall be subject to deductions for customary withholdings, including, without limitation, federal and state withholding taxes and social security taxes. Executive shall be entitled to the opportunity to earn annual performance bonuses (with a target bonus equal to 67% of base salary) in accordance with the Company's general payroll practicesBoard-approved annual bonus program. The Board In addition to the Base Salary, Executive shall review Executive's performance in Marchbe entitled, 1999, and at the end of each eighteen month period thereafter during the Employment PeriodPeriod to participate in all retirement, disability, pension, savings, health, medical, dental, insurance and other fringe benefits or plans of the Company generally available to executive employees. (b) Executive's cash compensation and bonus opportunity for 2004 and future years shall be reviewed and set annually by the Compensation Committee of the Board, but his base salary shall not be reduced below $725,000 per annum. (c) During the two-year period commencing on a Change of Control, Executive's Base Salary and bonus opportunity may not be reduced below the level established by the Compensation Committee of the Board immediately prior to the Change of Control. (d) The Compensation Committee shall grant to the Executive 40,000 options to purchase Company stock (with an exercise price equal to the fair market value of the Company stock on the date of grant), 20,000 shares of restricted Company stock (subject to approval by Company stockholders), and a performance bonus award under which the Executive may earn up to $1,000,000 cash as of December 31, 2005. Based These awards shall be subject to a vesting schedule under which one-half of the value of the awards shall vest if the Executive is employed on December 31, 2005. All or a portion of the other half of the package will vest if the Executive is both employed on December 31, 2005 and the Company achieves performance goals to be established by the Board in accordance with the principles set forth in Section 2.3(e) below. If the Company achieves such reviewperformance goals in calendar years 2003, 2004, and/or 2005, 16-2/3% of the package will vest for each year such performance is achieved provided the Executive is employed on December 31, 2005. Even if the Company does not achieve the desired level of performance in each of 2003, 2004, and 2005, the Board mayother half of the package will nonetheless vest in full if the Executive is employed on December 31, 2005 and the Company achieves the desired performance for the three-year period beginning January 1, 2003 and ending December 31, 2005. Accelerated vesting of the entire package shall occur in its sole discretionthe event of Executive's employment termination prior to December 31, increase 2005 under the circumstances described in Sections 2.4(c)(ii) or decrease the Base Salary (but not below $185,0002.4(d). Following A pro rata portion of the end awards shall vest in the event of each fiscal year during the Employment Period, the Board may award the Executive a bonus for such year based on Executive's performancedeath or disability prior to December 31, 2005. A pro rata portion of 50% of the amount awards shall vest in the event of which Executive's involuntary termination without Cause prior to December 31, 2005. (e) The performance goals used to measure vesting under Section 2.3(d) above will be based upon the Company's achievement of performance equal to or better than the average performance of its peers with respect to one or more or a combination of revenue growth, earnings per share growth, and growth in operating cashflow, as determined by the Board in its sole judgmentdiscretion. Executive's "target" under One possible peer group is set forth in Exhibit A to this Agreement. In recognition of the fact that no other business constitutes an exact peer to the Company, the Board may modify the peer group annually, or may determine that the Company's Management Incentive Plan shall performance will be forty percent (40%) measured against a weighted market basket index of Base Salary with a maximum of sixty percent (60%) of Base Salary. For fiscal year 1998, Executive shall receive a bonus equal companies in the three sectors corresponding to sixty percent (60%) of his Base Salary earned in fiscal year 1998. (b) In addition to the Base Salary and any bonuses payable to Executive pursuant to Section 4(a), during the Employment Period Executive shall be entitled to participate in the Company's 1995 Amended business - life sciences, biotech and Restated Long-Term Incentive Plan and all chemicals. These three sectors will be appropriately weighted to reflect the percentage of the Company's other employee benefit programs for which senior executive employees business in each such sector. In determining performance of the Company are generally eligiblerelative to its peers, the Board in its discretion shall make appropriate adjustments for acquisitions or divestitures, unusual or nonrecurring items which have a material effect, and Executive shall be entitled to (3) weeks the impact of paid vacation each yearcurrency adjustments. (c) The Company shall reimburse Executive for all reasonable expenses incurred by him in the course of performing his duties under this Agreement which are consistent with the Company's policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company's requirements with respect to reporting and documentation of such expenses.

Base Salary, Bonus and Benefits. (a) During the Employment Period, Executive's ’s base salary shall be $185,000 550,000 per annum or such higher rate as the Board designates from time to time (the "“Base Salary"”). The Base Salary shall be payable in regular installments ----------- in accordance with the Company's ’s general payroll practices. The Board shall review Executive's ’s performance in March, 1999, February 2004 and at the end of each eighteen twelve-month period thereafter during the Employment Period. Based on such review, the Board may, in its sole discretion, increase or decrease the Base Salary (but not below $185,000550,000). Following the end of each fiscal year during the Employment Period, the Board may award the Executive a bonus under the Company’s Officer Incentive Plan for such year based on Executive's the Company’s performance, the amount of which will be determined by the Board in its sole judgment. ; provided that, Executive's "’s “target" ” under the Company's Management ’s Officer Incentive Plan shall be forty seventy percent (40%) of Base Salary with a maximum of sixty percent (6070%) of Base Salary. For fiscal year 1998the Company’s 2003 Fiscal Year, Executive’s target bonus under the Company’s Officer Incentive Plan shall be payable in accordance with the following table: For each subsequent Fiscal Year during the Employment Period, the Compensation Committee of the Board (the “Committee”) shall determine the Company’s EBITDA objectives (in consultation with Executive) which, if achieved, will trigger an annual bonus payment to Executive shall receive a bonus equal to sixty percent (60%) of his Base Salary earned in fiscal year 1998under the Company’s Officer Incentive Plan. (b) In addition to the Base Salary and any bonuses payable to Executive pursuant to Section 4(a3(a), during the Employment Period Period, Executive shall be entitled to (i) receive 40% of the options available for grant under the BCO Holding Company Stock Incentive Plan (the “Plan”) (calculated as of the Employment Date), which shall be granted as of the Employment Date pursuant to the Plan and the form of Non-Qualified Stock Option Agreement approved by the Board of Directors of BCO Holding Company on or prior to the Employment Date, (ii) participate in the Company's 1995 Amended and Restated Long-Term Incentive Plan and all of the Company's ’s other employee benefit programs for which senior executive employees of the Company are generally eligible, and Executive shall be entitled to (3iii) four (4) weeks of paid vacation each year. (c) The Company shall reimburse Executive for all reasonable expenses incurred by him in the course of performing his duties under this Agreement which are consistent with the Company's ’s policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company's ’s requirements with respect to reporting and documentation of such expenses. In addition, the Company shall reimburse Executive for Executive’s wife purchasing and utilizing five (5) round trip business class tickets to France for each year during the Employment Period.

Base Salary, Bonus and Benefits. (a) During the Employment Period, Executive's base salary shall be $185,000 450,000 per annum or such higher rate as the Board designates from time to time (the "Base Salary"). The Base Salary shall be payable in regular installments in ----------- in accordance with the Company's general payroll practices. The Board shall review Executive's performance in March, 1999, January 2002 and at the end of each eighteen twenty-four month period thereafter during the Employment Period. Based on such review, the Board may, in its sole discretion, increase or decrease the Base Salary (but not below $185,000450,000). Following the end of each fiscal year during the Employment Period, the Board may award the Executive a bonus for such year based on Executive's performance, the amount of which will be determined by the Board in its sole judgment. Executive's "target" under the Company's Management Officer Incentive Plan shall be forty fifty percent (4050%) of Base Salary with a maximum of sixty one-hundred percent (60100%) of Base Salary. For fiscal year 19982000, Executive shall receive a bonus under the Officer Incentive Plan equal to sixty one-hundred percent (60100%) of his Base Salary earned in allocable to the portion of fiscal year 19982000 during which Executive was employed. For fiscal year 2001, Executive's bonus under the Officer Incentive Plan for the first quarter of fiscal year 2001 shall be 100% of Executive's Base Salary allocable to such first quarter and Executive's bonus for the remaining three quarters of fiscal year 2001 shall be as provided for above based on Executive's performance in an amount determined by the Board in its sole judgment. (b) In addition to the Base Salary and any bonuses payable to Executive pursuant to Section 4(a3(a), during the Employment Period Executive shall be entitled to participate in the Company's 1995 Third Amended and Restated Long-Term Incentive Plan (the "Plan") and all of the Company's other employee ---- benefit programs for which senior executive employees of the Company are generally eligible, and Executive shall be entitled to four (34) weeks of paid vacation each year. With regard to the Company's periodic grant of options to officers and key personnel, Executive shall be recommended to the Board to receive a minimum of 36,667 options for each year during the Employment Period commencing in fiscal year 2001. The Board will review Executive's performance each year during the Employment Period prior to the periodic grant of options and, in its discretion, may grant Executive additional options if Executive's performance warrants the grant of additional options. (c) The Company shall reimburse Executive for all reasonable expenses incurred by him in the course of performing his duties under this Agreement which are consistent with the Company's policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company's requirements with respect to reporting and documentation of such expenses. In addition, the Company shall reimburse Executive for Executive's wife purchasing and utilizing five (5) round trip business class tickets to France for each year during the Employment Period.

Base Salary, Bonus and Benefits. (a) During the Employment Period, Executive's base salary shall be $185,000 200,000 per annum or such higher rate as the Board designates from time to time (the "Base Salary"). The Base Salary shall be payable in regular installments ----------- in accordance with the Company's general payroll practices. The Board shall review Executive's performance in March, 1999, and at the end of each eighteen month period thereafter during the Employment Period. Based on such review, the Board may, in its sole discretion, increase or decrease the Base Salary (but not below $185,000). Following the end of each the fiscal year during the Employment Period, the Board may award the Executive a bonus for such year based on Executive's performance, the amount of which will be determined by the Board in its sole judgment. Executive's "target" under the Company's Management Incentive Plan ("MIP") shall be forty thirty-three percent (4033.3%) of Base Salary with a maximum of sixty fifty percent (6050%) of Base Salary. For fiscal year 1998, Executive shall is eligible to receive a an annual special bonus equal up to sixty one-hundred percent (60100%) of his Base Salary earned in fiscal during each year 1998of the two-year term of this Agreement if the Company's manufacturing performance is outstanding (as determined solely by the Chairman and approved by the Board) within each full year of the Employment Period. (b) In addition to the Base Salary and any bonuses payable to Executive pursuant to Section 4(a3(a), during the Employment Period Executive shall be entitled to (w) participate in the Company's 1995 Fourth Amended and Restated Long-Term Incentive Plan (the "Plan") and all of the Company's other employee benefit programs for which senior executive employees of the Company are generally eligible, (x) eight hundred thousand and Executive shall be entitled to no/100 dollars (3$800,000) in term Life Insurance (through a combination of Supplemental Life Insurance under the Company's plan and/or a separate policy with a Company-approved carrier), (y) an annual executive physical examination conducted by a Company-approved provider, and (z) four (4) weeks of paid vacation each year. Executive shall be recommended, one time, to be granted 40,000 options to purchase the Company's Common Stock pursuant to the Plan (the options will vest in equal portions over a two (2) year period beginning on the first anniversary of the date of grant). The option price shall be determined by the Board in accordance with the Plan. (c) The Company shall reimburse Executive for all reasonable expenses incurred by him in the course of performing his duties under this Agreement which are consistent with the Company's policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company's requirements with respect to reporting and documentation of such expenses. The Company will pay airfare for Executive to return to Maryland for weekend trips using the best available airfares as determined by the Company's purchasing department for 21 day advance tickets traveling between either Cincinnati or Dayton and Maryland. The Company shall furnish Executive with a reasonably priced furnished apartment in Cincinnati, Ohio mutually agreed upon by both Parties. Executive shall receive a one time signing bonus of ten thousand and no/100 dollars ($10,000.00) due and payable upon full execution of this Agreement and Executive showing up at work on July 1, 2000.

Base Salary, Bonus and Benefits. (a) During the Employment Period, Executive's base salary shall be $185,000 200,000 per annum or such higher rate as the Board designates from time to time (the "Base Salary"). The Base Salary shall be payable in regular installments ----------- in accordance with the Company's general payroll practices. The Board shall review Executive's performance in MarchApril, 1999, and at the end of each eighteen month period thereafter during the Employment Period. Based on such review, the Board may, in its sole discretion, increase or decrease the Base Salary (but not below $185,000200,000). Following the end of each fiscal year during the Employment Period, the Board may award the Executive a bonus for such year based on Executive's performance, the amount of which will be determined by the Board in its sole judgment. Executive's "target" under the Company's Management Incentive Plan shall be forty percent (40%) of Base Salary with a maximum of sixty percent (60%) of Base Salary. For fiscal year 1998, Executive shall receive a "sign-on" bonus equal to sixty percent (60%) of his Base Salary earned in fiscal year 1998$16,666.67 from the Company. (b) In addition to the Base Salary and any bonuses payable to Executive pursuant to Section 4(a3(a), during the Employment Period Executive shall be entitled to participate in the Company's 1995 Amended and Restated Long-Term Incentive Plan (the "Plan") and all of the Company's other employee benefit programs for which senior executive employees of the Company are generally eligible, and Executive shall be entitled to (34) weeks of paid vacation each year. Executive shall be recommended, one time, to be granted 10,000 options to purchase the Company's Common Stock pursuant to the Plan. The option price and vesting period shall be determined by the Board in accordance with the Plan. Executive shall be entitled to the Company's full relocation package. Executive shall have the option of the Company purchasing his home in Wilmington, North Carolina, pursuant to the Company's policies. The Company will "gross-up" the non-deductible relocation expenses in an effort to minimize the impact of any income taxes related to reimbursement of Executive's relocation expenses with the intent of making Executive whole. (c) The Company shall reimburse Executive for all reasonable expenses incurred by him in the course of performing his duties under this Agreement which are consistent with the Company's policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company's requirements with respect to reporting and documentation of such expenses.