Throughout the term of this Agreement, the Employee will:

Employment Agreements. Key employees of [[Organization B:Organization]] are listed on Schedule “E” herein, some of whom shall receive employment agreements from the Company with respect to their continued employment (the “Employment Agreements”). The Employment Agreements shall be consistent with such compensation and benefits as currently awarded by the Company to similarly situated personnel. Current management of [[Organization B:Organization]] shall remain in place to oversee the technology department of the business of [[Organization B:Organization]] following the Closing of the Acquisition, which shall include the current CTO of [[Organization B:Organization]] and his direct staff; provided that no key employee of [[Organization B:Organization]] will become an executive officer or director of the Company by entering into such Employment Agreements. The terms of such anticipated Employment Agreements will be circulated and agreed upon prior to the Closing, and shall specify that the foregoing key employees shall be eligible to participate in the Company’s Stock Ownership Plan (“SOP”) to provide such key employees with the opportunity to earn additional Common Stock in the Company, and the criteria of such awards shall be determined by the Company prior to the Closing.

Employment Agreements. Prior to the Closing, BRPA shall enter into employment agreements with the Company executives listed on [Schedule 5.19] of the Company Schedules, in a form which is reasonably acceptable to the Company and such executives.

Employment and Duties. The Company agrees to employ and the Executive agrees to serve as the Company’s President. The duties and responsibilities of the Executive shall include the duties and responsibilities as the Company’s Board of Directors (“Board”) may from time to time assign to the Executive.

Employment and Duties. Subject [[Organization A:Organization]] terms and conditions of this Agreement, as of the Effective Date, the Company agrees to employ Employee to serve as President, ​ International. Employee accepts such employment and agrees to undertake and discharge the duties, functions, and responsibilities commensurate with the aforesaid positions and such other duties, functions, and responsibilities as may be prescribed from time to time by the Company’s Executive Chairman, Chief Executive Officer and the Board of Directors of the Company (the “Company Board”) through the end of the Employment Term. Subject [[Organization A:Organization]] terms and conditions of this Agreement, Employee shall be required to comply with the Company’s respective employee policies applicable to him and the Company’s employees generally as from time to time enacted. During the Employment Term, Employee shall devote substantially all business time, attention, and effort [[Organization A:Organization]] performance of duties hereunder and shall not engage in any business, profession, or occupation, for compensation or otherwise without the express written consent of the Company, except that Employee may be involved in personal, personal investment, charitable, or civic activities and other matters that do not conflict with Employee's duties.

POST-EMPLOYMENT DUTIES. For a period of two (2) years following the termination of this Agreement, the Executive shall: # fully and truthfully cooperate and assist the Company and its Subsidiaries or successors, to the fullest extent possible, in any and all issues, matters, legal proceedings or litigation related to or associated with the business, management or operation of or any other matter involving the Company or its subsidiaries or successors in any way or of any nature whatsoever arising from, related to or connected with any period in which the Executive was employed by or otherwise provided services to the Company or its Subsidiaries or successors or in which the Executive has or may have past knowledge, information or experience or applicable expertise, and # fully cooperate, assist, participate and work with the Company or its Subsidiaries or successors on any and all issues or matters for which the Company or its Subsidiaries or successors may seek the Executive’s cooperation, assistance, participation, involvement or consultation. Such assistance shall be provided at such times and dates which shall not unreasonably interfere or conflict with the Executive’s then current employment. The Company or its successor shall reimburse the Executive for any and all costs and expenses reasonably incurred by the Executive in providing such assistance in accordance with the standard policies and procedures of the Company or its successor in effect from time to time related to such reimbursable expenses.

The Company hereby employs the Executive as its Senior Vice President / Chief Operating Officer for the Term of this Agreement and any renewal(s) thereof, and the Executive hereby accepts such employment. In such position, the Executive shall have such duties, authority, and responsibilities as shall be determined from time to time by the Company’s President (Chief Executive Officer) and the Board of Directors of the Company (the “Board”), which duties, authority, and responsibilities are consistent with the Executive's position and are summarized in the attached job descriptions (Exhibit A) which may be updated from time to time by mutual agreement. The Executive shall serve the Company faithfully and to the best of his ability and shall devote his time and attention to the business and affairs of the Company, subject to reasonable absences for vacation and illness in accordance with Company policies. The Executive shall also perform services for such subsidiaries of the Company, including but not limited to Intelligent Product Solutions, Inc. and Forward Industries (IN), Inc. (collectively, the “Subsidiaries”) as may be necessary.

Employment or Similar Agreements. The provisions of Sections 1, 3, 5, 6, 7 and 14 of these Terms and Conditions shall not be applied to or interpreted in a manner which would decrease the rights held by, or the payments owing to, an Employee under an employment agreement, termination benefits agreement or similar agreement with the Company that pre-exists the Grant Date and contains specific provisions applying to Plan awards in the case of any change in control or similar event or termination of employment, and if there is any conflict

Duties. The Company hereby agrees to employ the Employee and the Employee hereby accept such employment in such positions and with such duties and responsibilities as the Company may from time to time determine. Subject [[Organization B:Organization]] applicable laws, the Company may assign the Employee and/or this Agreement to one of its subsidiaries as appropriate.

Duties. You shall devote your entire business time, attention and energies to the business of the Company during your employment with the Company. You shall be Executive Vice President, Chief Financial Officer of the Company, and you shall perform all duties reasonable and consistent with such office, to include responsibility for Corporate Development and Strategy, as may be assigned to you from time to time by the President and Chief Executive Officer, or other individual designated by the President and Chief Executive Officer.