Common use of Employment and Compensation Clause in Contracts

Employment and Compensation. The parties acknowledge and agree that: (a) During the Term (defined below), I will be employed by Employer as the Chairman and Chief Executive Officer of Employer. I will report directly to, and only to, the Board of Directors of Employer (the "Board"), and my responsibilities in such position will be to manage and oversee the operations of Employer as is customary for the chairman and chief executive officer of a corporation and is consistent with the past practice of Employer as existed prior to the date of this Agreement, including without limitation, principal decision-making authority regarding day-to-day business operations, hiring of employees, firing of employees, client relations, client development, cash management, growth opportunities, capital expenditures and business opportunities. I shall have all executive powers and authority which are necessary to enable me to discharge my duties as Chairman and Chief Executive Officer of Employer and/or which are commonly incident to such office. (b) I agree that I will not be entitled to receive any salary hereunder until such time as the company has completed an initial seed financing of at least $150,000. From and after that point, my initial base salary will be $16,500 per month (the "Base Salary"), less standard tax withholdings, payable in equal installments in frequency customary under Employer's payroll policies as in effect from time to time which shall in no event be less than semi-monthly, and my Base Salary will be subject to upward adjustments at any time and from time to time at the discretion of the compensation committee of the Board. Under no circumstances during the Term will my Base Salary, bonus levels (discussed below) or benefits (discussed below) be reduced without my advanced written consent which may be withheld by me in my sole and absolute discretion. (c) I will be eligible to participate in all benefit plans of Employer offered to similarly-situated executives of Employer from time to time on a basis no less favorable than that afforded to any other director, officer or employee of Employer, as such plans are determined and administered by Employer in its sole discretion. (d) On the date that is two business days following the release of Employer's audited financial statements for the prior fiscal year, commencing with the fiscal year ending December 31, 2003, I shall receive a bonus in an amount equal to seven percent (7%) of the EBITDA of Employer, as shown on such

Employment and Compensation. 1. The Board hereby employs the President for a term, commencing on October 10, 2016 and terminating June 30, 2019 (the “Term”), unless sooner terminated in accordance with Section E of this Agreement. The Board shall pay the President an annual salary in the amount of $180,000. Said salary will be subject to standard withholdings and payable at the same intervals as other administrators' salaries. The President’s annual salary will be reviewed in each subsequent year of this Agreement relative to the Board’s annual assessment and evaluation as set forth in Section D of this Agreement. 2. In addition to the annual salary stated in Paragraph A.1 of this Agreement, the Board will make a contribution on behalf of the President to the State of Illinois State Universities Retirement System (SURS) in the amount equal to (and in satisfaction of) the President’s statutory contribution to SURS applicable to the President’s annual salary provided that the percentage contribution shall not exceed the amount of the SURS required percentage contribution as of October 1, 2016. Both parties acknowledge that the President does not have the option of choosing to receive the contributed amounts directly, instead of having such contributions paid by the Board to SURS, and that in the event that there is a reduction in the statutory employee contribution, the President shall not be entitled to the difference between the contribution amount as of October 1, 2016 and the reduced amount. The Parties further acknowledge that such contributions are made as a condition of employment to secure the President’s future services, knowledge, and experience. 3. In addition, after the Board completes its annual assessment and evaluation of the President’s performance, as set forth in Section D of this Agreement, the President will be eligible for a performance bonus payment if the Board’s annual overall performance rating is that of “Excellent” in an amount to be determined by the Board. If a performance payment is provided under this paragraph it will not be added to the base salary. The application of this provision shall not require additional Board action to be effective, shall not be deemed amendments to the Agreement and shall not constitute deviations from the terms of the Agreement regarding payment of creditable earnings. 4. The Board and President acknowledge and agree that:that the salary, compensation, and benefit increases granted to the President under this Agreement are not intended to exceed the SURS six percent (6%) cap on annual creditable earnings increases for any Agreement year which are used by SURS to calculate the President’s final rate of earnings (“FRE”) for SURS retirement annuity purposes to the extent of such is applicable. The Board reserves the right to adjust the compensation and/or benefits provided under this Agreement to prevent the Board from exceeding, and/or address the consequences of having exceeded, the SURS six percent (6%) annual earnings cap. (a) During 5. Any amendment to the terms of this Agreement made during the Term (defined below)of this Agreement shall be in writing and shall become a part of this Agreement, I will but such adjustment or modification shall not be employed by Employer construed as the Chairman and Chief Executive Officer of Employer. I will report directly to, and only to, the Board of Directors of Employer (the "Board"), and my responsibilities in such position will be to manage and oversee the operations of Employer as is customary for the chairman and chief executive officer of a corporation and is consistent new Agreement with the past practice President, nor as an extension of Employer as existed prior to the termination date of this Agreement, including without limitation, principal decision-making authority regarding day-to-day business operations, hiring of employees, firing of employees, client relations, client development, cash management, growth opportunities, capital expenditures and business opportunities. I shall have all executive powers and authority which are necessary to enable me to discharge my duties as Chairman and Chief Executive Officer of Employer and/or which are commonly incident to such officeunless otherwise explicitly agreed. 6. Within thirty (b30) I agree that I will not be entitled to receive any salary hereunder until such time as the company has completed an initial seed financing of at least $150,000. From and after that point, my initial base salary will be $16,500 per month (the "Base Salary"), less standard tax withholdings, payable in equal installments in frequency customary under Employer's payroll policies as in effect from time to time which shall in no event be less than semi-monthly, and my Base Salary will be subject to upward adjustments at any time and from time to time at the discretion days of the compensation committee commencement of this Agreement, the President shall provide the Board Chair with a physician’s written verification of the Board. Under no circumstances during President’s fitness to perform the Term will my Base Salary, bonus levels (discussed below) or benefits (discussed below) be reduced without my advanced written consent which may be withheld by me in my sole and absolute discretion. (c) I will be eligible to participate in all benefit plans of Employer offered to similarly-situated executives of Employer from time to time on a basis no less favorable than that afforded to any other director, officer or employee of Employer, as such plans are determined and administered by Employer in its sole discretion. (d) On the date that is two business days following the release of Employer's audited financial statements for the prior fiscal year, commencing with the fiscal year ending December 31, 2003, I shall receive a bonus in an amount equal to seven percent (7%) essential functions of the EBITDA position of Employer, as shown on suchPresident.

Employment and Compensation. 1. The parties acknowledge and agree that: Board hereby employs the Principal for three (a3) During the Term (defined below)years, I will be employed by Employer as the Chairman and Chief Executive Officer of Employer. I will report directly tocommencing on July 1, 2021, and only toterminating on June 30, 2024. The Principal’s base salary for his services performed for the period of July 1, 2021 through June 30, 2022 shall be $127,424. The Principal’s base salary for the period of July 1, 2022 through June 30, 2023 shall be $131,247. The Principal’s base salary for the period of July 1, 2023 through June 30 2024 shall be calculated by increasing his base salary for the prior Contract Year by the percentage increase equal to that received by teachers for that year under their Collective Bargaining Agreement This salary is payable in 24 equal installments per year in accordance with the rules of the Board governing payments of other administrative staff members in the District. The Principal hereby accepts employment upon the terms and conditions hereinafter set forth. A “Contract Year” under this contract refers to the period from July 1 through June 30. 2. In addition to the annual base salary stated in paragraph A.1 of this contract, the Board shall pay on behalf of Directors the Principal to the State of Employer Illinois Teachers’ Retirement System (the "Board"“TRS”), and my responsibilities in such position will be to manage and oversee the operations of Employer as is customary for the chairman and chief executive officer of a corporation and is consistent with the past practice of Employer as existed prior to the date of this Agreement, including without limitation, principal decision-making authority regarding day-to-day business operations, hiring of employees, firing of employees, client relations, client development, cash management, growth opportunities, capital expenditures and business opportunities. I shall have all executive powers and authority which are necessary to enable me to discharge my duties as Chairman and Chief Executive Officer of Employer and/or which are commonly incident to such office. (b) I agree that I will not be entitled to receive any salary hereunder until such time as the company has completed an initial seed financing of at least $150,000. From and after that point, my initial base salary will be $16,500 per month (the "Base Salary"), less standard tax withholdings, payable in equal installments in frequency customary under Employer's payroll policies as in effect from time to time which shall in no event be less than semi-monthly, and my Base Salary will be subject to upward adjustments at any time and from time to time at the discretion of the compensation committee of the Board. Under no circumstances during the Term will my Base Salary, bonus levels (discussed below) or benefits (discussed below) be reduced without my advanced written consent which may be withheld by me in my sole and absolute discretion. (c) I will be eligible to participate in all benefit plans of Employer offered to similarly-situated executives of Employer from time to time on a basis no less favorable than that afforded to any other director, officer or employee of Employer, as such plans are determined and administered by Employer in its sole discretion. (d) On the date that is two business days following the release of Employer's audited financial statements for the prior fiscal year, commencing with the fiscal year ending December 31, 2003, I shall receive a bonus in an amount equal to seven eight percent (78%) of the EBITDA required contributions to the TRS on all reportable earnings as determined by law. The Principal shall not have any right or claim to these amounts, except as they may become available at the time of Employerretirement or resignation from the TRS. However, if the Principal’s contribution rate required by TRS to be remitted decreases below eight percent (8%), the Board shall pay the difference to the Principal as shown salary to the extent the Board’s total cost for salary and pick up of the TRS contribution does not exceed the Board’s total cost before the TRS contribution rate decrease. Further, if subsequent to the Board’s payment to the Principal of the difference as salary, the TRS contribution rate decrease is reversed by a court or the Illinois legislature or by TRS rule such that there is an underpayment of creditable earnings to TRS under this paragraph, the Principal shall bear the cost of such underpayment. Except as expressly stated herein, both parties acknowledge that the Principal did not have the option of choosing to receive the contributed amounts directly, instead of having such contributions paid by the Board to the TRS, and further acknowledge that such contributions are made as a condition of employment to secure the Principal’s future services, knowledge and experience. The base salary stated in paragraph A.1 of this contract includes the payment by the Board on suchbehalf of the Principal of his required contributions to the Teacher Health Insurance Security Fund and of any required pension contribution to the TRS that exceeds eight percent (8%). 3. Any salary or other adjustment or modification made during the life of this contract shall be in the form of a written amendment and shall become a part of this contract, but such adjustment or modification shall not be construed as a new contract with the Principal, or as an extension of the termination date of this contract. 4. During the term of this contract, the Principal shall hold a valid and properly registered license and endorsements issued by the Illinois Educator Preparation and Licensure Board qualifying him to act as a Principal in the School District. 5. The Principal shall submit, at Board expense, to a physical or mental examination by a physician licensed in Illinois to practice medicine and surgery in all its branches whenever the Board deems such examination necessary and in accordance with applicable law. As a condition of employment, the Principal also agrees to comply with all health requirements established by law. 6. The parties hereby agree that the Board makes no representations regarding the creditable earnings status with respect to any compensation received by the Principal pursuant to the terms of this contract. Any and all determinations regarding creditable earnings, creditable service, and related TRS issues shall be made by TRS and, where applicable, a court of competent jurisdiction.

Employment and Compensation. 1. The parties acknowledge and agree that: Board hereby employs the Principal for three (a3) During the Term (defined below)years, I will be employed by Employer as the Chairman and Chief Executive Officer of Employer. I will report directly tocommencing on July 1, 2021, and only toterminating on June 30, 2024. The Principal’s base salary for his services performed for the period of July 1, 2021 through June 30, 2022 shall be $116,149. The Principal’s base salary for the period of July 1, 2022 through June 30, 2023 shall be $119,634. The Principal’s base salary for the period of July 1, 2023 through June 30 2024 shall be calculated by increasing his base salary for the prior Contract Year by the percentage increase equal to that received by teachers for that year under their Collective Bargaining Agreement. This salary is payable in 24 equal installments per year in accordance with the rules of the Board governing payments of other administrative staff members in the District. The Principal hereby accepts employment upon the terms and conditions hereinafter set forth. A “Contract Year” under this contract refers to the period from July 1 through June 30. 2. In addition to the annual base salary stated in paragraph A.1 of this contract, the Board shall pay on behalf of Directors the Principal to the State of Employer Illinois Teachers’ Retirement System (the "Board"“TRS”), and my responsibilities in such position will be to manage and oversee the operations of Employer as is customary for the chairman and chief executive officer of a corporation and is consistent with the past practice of Employer as existed prior to the date of this Agreement, including without limitation, principal decision-making authority regarding day-to-day business operations, hiring of employees, firing of employees, client relations, client development, cash management, growth opportunities, capital expenditures and business opportunities. I shall have all executive powers and authority which are necessary to enable me to discharge my duties as Chairman and Chief Executive Officer of Employer and/or which are commonly incident to such office. (b) I agree that I will not be entitled to receive any salary hereunder until such time as the company has completed an initial seed financing of at least $150,000. From and after that point, my initial base salary will be $16,500 per month (the "Base Salary"), less standard tax withholdings, payable in equal installments in frequency customary under Employer's payroll policies as in effect from time to time which shall in no event be less than semi-monthly, and my Base Salary will be subject to upward adjustments at any time and from time to time at the discretion of the compensation committee of the Board. Under no circumstances during the Term will my Base Salary, bonus levels (discussed below) or benefits (discussed below) be reduced without my advanced written consent which may be withheld by me in my sole and absolute discretion. (c) I will be eligible to participate in all benefit plans of Employer offered to similarly-situated executives of Employer from time to time on a basis no less favorable than that afforded to any other director, officer or employee of Employer, as such plans are determined and administered by Employer in its sole discretion. (d) On the date that is two business days following the release of Employer's audited financial statements for the prior fiscal year, commencing with the fiscal year ending December 31, 2003, I shall receive a bonus in an amount equal to seven eight percent (78%) of the EBITDA required contributions to the TRS on all reportable earnings as determined by law. The Principal shall not have any right or claim to these amounts, except as they may become available at the time of Employerretirement or resignation from the TRS. However, if the Principal’s contribution rate required by TRS to be remitted decreases below eight percent (8%), the Board shall pay the difference to the Principal as shown salary to the extent the Board’s total cost for salary and pick up of the TRS contribution does not exceed the Board’s total cost before the TRS contribution rate decrease. Further, if subsequent to the Board’s payment to the Principal of the difference as salary, the TRS contribution rate decrease is reversed by a court or the Illinois legislature or by TRS rule such that there is an underpayment of creditable earnings to TRS under this paragraph, the Principal shall bear the cost of such underpayment. Except as expressly stated herein, both parties acknowledge that the Principal did not have the option of choosing to receive the contributed amounts directly, instead of having such contributions paid by the Board to the TRS, and further acknowledge that such contributions are made as a condition of employment to secure the Principal’s future services, knowledge and experience. The base salary stated in paragraph A.1 of this contract includes the payment by the Board on suchbehalf of the Principal of his required contributions to the Teacher Health Insurance Security Fund and of any required pension contribution to the TRS that exceeds eight percent (8%). 3. Any salary or other adjustment or modification made during the life of this contract shall be in the form of a written amendment and shall become a part of this contract, but such adjustment or modification shall not be construed as a new contract with the Principal, or as an extension of the termination date of this contract. 4. During the term of this contract, the Principal shall hold a valid and properly registered license and endorsements issued by the Illinois Educator Preparation and Licensure Board qualifying him to act as a Principal in the School District. 5. The Principal shall submit, at Board expense, to a physical or mental examination by a physician licensed in Illinois to practice medicine and surgery in all its branches whenever the Board deems such examination necessary and in accordance with applicable law. As a condition of employment, the Principal also agrees to comply with all health requirements established by law. 6. The parties hereby agree that the Board makes no representations regarding the creditable earnings status with respect to any compensation received by the Principal pursuant to the terms of this contract. Any and all determinations regarding creditable earnings, creditable service, and related TRS issues shall be made by TRS and, where applicable, a court of competent jurisdiction.

Employment and Compensation. 1. The parties acknowledge and agree that: Board hereby employs the Assistant Principal for one (a1) During the Term (defined below)year, I will be employed by Employer as the Chairman and Chief Executive Officer of Employer. I will report directly tocommencing on July 1, 2021, and only toterminating on June 30, 2022. The Assistant Principal’s base salary for her services performed for the period of July 1, 2021 through June 30, 2022 shall be $97,000.00. This salary is payable in 24 equal installments per year in accordance with the rules of the Board governing payments of other administrative staff members in the District. The Assistant Principal contract will consist of a total of 200 days. The Assistant Principal will begin working 10 work days before the first day of certified staff attendance, and her summer break will begin 10 work days after the final day of certified staff attendance during each yearly contract unless an alternate agreement is made between the Board and Assistant Principal. The Assistant Principal hereby accepts employment upon the terms and conditions hereinafter set forth. A “Contract Year” under this contract refers to the period from July 1 through June 30. 2. In addition to the annual base salary stated in paragraph A.1 of this contract, the Board shall pay on behalf of Directors the Assistant Principal to the State of Employer Illinois Teachers’ Retirement System (the "Board"“TRS”), and my responsibilities in such position will be to manage and oversee the operations of Employer as is customary for the chairman and chief executive officer of a corporation and is consistent with the past practice of Employer as existed prior to the date of this Agreement, including without limitation, principal decision-making authority regarding day-to-day business operations, hiring of employees, firing of employees, client relations, client development, cash management, growth opportunities, capital expenditures and business opportunities. I shall have all executive powers and authority which are necessary to enable me to discharge my duties as Chairman and Chief Executive Officer of Employer and/or which are commonly incident to such office. (b) I agree that I will not be entitled to receive any salary hereunder until such time as the company has completed an initial seed financing of at least $150,000. From and after that point, my initial base salary will be $16,500 per month (the "Base Salary"), less standard tax withholdings, payable in equal installments in frequency customary under Employer's payroll policies as in effect from time to time which shall in no event be less than semi-monthly, and my Base Salary will be subject to upward adjustments at any time and from time to time at the discretion of the compensation committee of the Board. Under no circumstances during the Term will my Base Salary, bonus levels (discussed below) or benefits (discussed below) be reduced without my advanced written consent which may be withheld by me in my sole and absolute discretion. (c) I will be eligible to participate in all benefit plans of Employer offered to similarly-situated executives of Employer from time to time on a basis no less favorable than that afforded to any other director, officer or employee of Employer, as such plans are determined and administered by Employer in its sole discretion. (d) On the date that is two business days following the release of Employer's audited financial statements for the prior fiscal year, commencing with the fiscal year ending December 31, 2003, I shall receive a bonus in an amount equal to seven eight percent (78%) of the EBITDA required contributions to the TRS on all reportable earnings as determined by law. The Assistant Principal shall not have any right or claim to these amounts, except as they may become available at the time of Employerretirement or resignation from the TRS. However, if the Assistant Principal’s contribution rate required by TRS to be remitted decreases below eight percent (8%), the Board shall pay the difference to the Assistant Principal as shown salary to the extent the Board’s total cost for salary and pick up of the TRS contribution does not exceed the Board’s total cost before the TRS contribution rate decrease. Further, if subsequent to the Board’s payment to the Assistant Principal of the difference as salary, the TRS contribution rate decrease is reversed by a court or the Illinois legislature or by TRS rule such that there is an underpayment of creditable earnings to TRS under this paragraph, the Assistant Principal shall bear the cost of such underpayment. Except as expressly stated herein, both parties acknowledge that the Assistant Principal did not have the option of choosing to receive the contributed amounts directly, instead of having such contributions paid by the Board to the TRS, and further acknowledge that such contributions are made as a condition of employment to secure the Assistant Principal’s future services, knowledge and experience. The base salary stated in paragraph A.1 of this contract includes the payment by the Board on suchbehalf of the Assistant Principal of her required contributions to the Teacher Health Insurance Security Fund and of any required pension contribution to the TRS that exceeds eight percent (8%). 3. Any salary or other adjustment or modification made during the life of this contract shall be in the form of a written amendment and shall become a part of this contract, but such adjustment or modification shall not be construed as a new contract with the Assistant Principal or as an extension of the termination date of this contract. 4. During the term of this contract, the Assistant Principal shall hold a valid and properly registered license and endorsements issued by the Illinois Educator Preparation and Licensure Board qualifying her to act as an Assistant Principal in the School District. 5. The Assistant Principal shall submit, at Board expense, to a physical or mental examination by a physician licensed in Illinois to practice medicine and surgery in all its branches whenever the Board deems such examination necessary and in accordance with applicable law. As a condition of employment, the Assistant Principal also agrees to comply with all health requirements established by law. 6. The parties hereby agree that the Board makes no representations regarding the creditable earnings status with respect to any compensation received by the Assistant Principal pursuant to the terms of this contract. Any and all determinations regarding creditable earnings, creditable service, and related TRS issues shall be made by TRS and, where applicable, a court of competent jurisdiction.