0001615774-15-000562 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 25th, 2015 • Greenwood Hall, Inc. • Services-management consulting services • Nevada

THIS AGREEMENT (this “Agreement”) is entered into, effective as of [Insert Date], by and between Greenwood Hall, Inc., a Nevada corporation (the “Company”), and [Insert Name of Director or Officer] (“Indemnitee”).

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GREENWOOD HALL, INC. NOTICE OF GRANT OF STOCK OPTION
Stock Option Agreement • March 25th, 2015 • Greenwood Hall, Inc. • Services-management consulting services • Nevada

Greenwood Hall, Inc. (the “Company”) has granted to the Participant an option (the “Option”) to purchase certain shares of Stock (the “Option Shares”) pursuant to the Greenwood Hall, Inc. 2014 Stock Plan (the “Plan”), as follows:

Amended and Restated Credit Agreement
Credit Agreement • March 25th, 2015 • Greenwood Hall, Inc. • Services-management consulting services

This Amended and Restated Credit Agreement (the “Agreement”) dated as of July 18, 2014, is hereby entered into by and Among Opus Bank (the “Bank”), and its successors and assigns, whose address is 19900 MacArthur Boulevard, Irvine, California 92612, PCS Link, Inc. d/b/a Greenwood & Hall, a California corporation (“Borrower”), whose address is 1936 East Deere Avenue, #120, Santa Ana, California 92705 and Greenwood Hall, Inc., a Nevada corporation (formerly known as Divio Holdings Corp., a Nevada corporation) (“Guarantor” and together with the Borrower, the “Credit Parties”) whose address is 1936 East Deere Avenue, #120, Santa Ana, California 92705.

EMPLOYMENT AGREEMENT
Employment Agreement • March 25th, 2015 • Greenwood Hall, Inc. • Services-management consulting services • California

This Employment Agreement (this “Agreement”) is made, effective as of July 1, 2014, by and between PCS Link, Inc., d/b/a/ Greenwood & Hall, Inc., a corporation organized and existing under the laws of the State of California (“Employer”), and John Hall, an individual residing in the State of California (“Employee”).

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