Prorated Bonus In satisfaction of the provisions of [Section 402(a)] of the Severance Plan, Executive shall be eligible for the cash bonus that would have been payable to him under the Senior Executive Bonus Plan for 2017, prorated based on a fraction # the numerator of which is the number of days between January 1, 2017 and the Termination Date, and # the denominator of which is 365. The actual amount of the bonus (if any) shall be determined by the Board or the Compensation Committee of the Board, and shall be paid at the same time as such bonuses are otherwise generally paid to the Company's executives and in any event no later than March 15, 2018.

Prorated STIP Bonus. If an Officer received a prorated STIP Bonus, such prorated amount will be annualized for such year when calculating the Average Bonus Amount calculation.

Repayment of Bonus. Candidate agrees to repay to GMPW all or a prorated amount of the Bonus, according to the following terms:

Bonus. As soon as feasible following termination, the Company will pay you any deferred and unpaid bonus amounts due for the fiscal year immediately preceding your termination and a prorated amount of the bonus at Target for the bonus period in which your termination date occurs. The prorated bonus payment will be in an amount equal to the product of # the bonus at Target for the bonus period and # a fraction, the numerator of which is the number of days from the first day of the bonus period to your termination date, and the denominator of which is the number of days in the bonus period.

If, prior to the last day of a calendar year and during the Employment Term, your employment with [[Organization A:Organization]] terminates under circumstances described in paragraph 7(b)(i) or 7(c)(i), you shall be eligible to receive a prorated Bonus, in which case such prorated Bonus will be determined in accordance with the guidelines of the STIP and payable in accordance with paragraph 3(b)(iii). Any prorated Bonus shall be payable, less any applicable deductions and withholding taxes, between January 1st and March 15th of the following calendar year.

Prorated TIP. “Prorated TIP” means the cash lump sum payment for certain Participants described in [Section 4.7] of the Plan who are eligible for a pro rata bonus under McDonald’s TIP.

Bonus awards for EBT & B results falling in between the levels indicated above will be prorated.

Bonus. With respect to each fiscal year that ends during the Employment Term, commencing with fiscal year 2024, the Executive shall be eligible to receive a bonus in such amounts and based upon achievement of such corporate and/or individual performance and other criteria as shall be approved by the Compensation Committee from time to time, with a target amount, if such performance and other criteria are achieved, of eighty-five percent (85%) of the Base Salary (the “Target Bonus Amount”), which bonus shall be paid in a manner consistent with the Company’s bonus practices then in effect. The Target Bonus Amount and the maximum payout for any subsequent renewal Term of the Agreement shall be determined by the Compensation Committee. To be eligible to receive a bonus, the Executive must be employed by the Company on the date the bonus is paid.

Bonus. In addition to Employee’s salary as provided in [Section 3.1], Employee shall be entitled to an annual cash and/or incentive plan bonus computed based upon the earnings of REX American Resources Corporation (“REX”) determined by the independent public accountants then engaged by REX (the “Bonus”).

Bonus. [Sections 2(b)(ii) and 2(b)(iii)])] are replaced in their entirety with the following: “On or before 15 days from the execution of this document you will receive a signing bonus in the amount of $500,000 (before any appropriate and customary payroll deductions). If Executive terminates his employment at any time within three (3) years of the execution of this Amendment, Executive agrees to pay back the net amount (after taxes) of the signing bonus, otherwise Executive shall have no requirement to pay back said signing bonus. Furthermore, if there is a Change of Control, as that term is defined in the Company’s First Lien Credit Agreement dated as of December 20, 2013 (except that an Initial Public Offering of the Company or its affiliates shall not constitute a Change of Control), or if a change in CEO from [[Person B:Person]] to another executive without Executive’s consent, or if a significant diminishment in the nature or scope of the authority, power, function or duty attached to the position which the Executive currently maintains without the consent of the Executive, said signing payback requirement shall immediately cease, and the Non-Compete as described in [section 5(b)] shall immediately cease. In addition to your Base Salary, Executive will be eligible for each of an Annual Bonus and an Annual Incentive Program. Your Annual Bonus will make you eligible for up to $250,000 (before any appropriate and customary payroll deductions) and will be based on company performance criteria as applied to other executives of the Company. Your Annual Incentive Program will entitle you to an annual bonus of $250,000 (before any appropriate and customary payroll deductions). Your Annual Bonus and your Annual Incentive Program (AIP) payment will be paid in the first quarter following the completion of the fiscal year at the same time that the company pays all employees their Incentive Program Bonus and Annual Bonuses.”