Common use of Duties of Executive Clause in Contracts

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold the title of President and Chief Executive Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly to the Board in carrying out his responsibilities under this Agreement. The Executive will comply with and be bound by the Company's policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold the title of President serve as Chief Strategy and Chief Executive Performance Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) diligently perform and hold such other executive duties, offices and positions with the Company all services as may be reasonably assigned to him by the Company’s Board of Directors (the “Board”), the Company’s Chief Executive Officer (the “CEO”), or the Company’s President, the Company’s Chief Financial Officer (the “CFO”) or their respective designees, and shall exercise such power and authority as may from time to time be delegated to him by the Board, the CEO, the President, or the CFO. During the Employment Termhis employment, the Executive shall be devote his time, energy, and ability to the most senior executive officer business and interests of the Company, shall be physically present at the Company’s offices in Boca Raton, Florida during normal business hours each week (other than permitted periods of working remotely, PTO and on appropriate business travel for the benefit of the Company or upon the prior approval of the CEO or the President), and shall have those powers not, without the Company’s prior written consent, be engaged in any other business activity pursued for gain, profit, or other pecuniary advantage if such activity interferes in any material respect with Executive’s duties and responsibilities hereunder. In his capacity as the Chief Strategy and Performance Officer of the Company, Executive shall do and perform all services, acts, or things necessary or advisable to manage and conduct the business of the Company, subject to the policies and procedures set by the Company, including, but not limited to developing and overseeing the operations and work flow of VitaCare Prescription Services, including supply chain, warehousing, and pick, pack and fill for all products; establishing, monitoring and maintaining relationships with pharmacy benefit managers and partner pharmacies; developing methodology and compliance for pharmacy related services; conducting and overseeing special business projects; overseeing the Company’s health and other benefit plans; managing the Company’s insurance coverage program. It shall not be a violation of this Section 1(b) for Executive, and Executive shall be permitted, to (i) perform the role of overseeing personal and familial investments pertaining to his responsibilities as manager/trustee of family limited partnerships, including serving on boards/steering committees of such limited partnerships, (ii) serve on any one (1) civic or charitable board; (iii) deliver lectures, fulfill speaking engagements, or teach at public or not-for-profit educational institutions; (iv) subject to any applicable Company policies, make personal investments in such form or manner as will neither require Executive’s services in the operation or affairs of the companies or enterprises in which such investments are made nor subject Executive to any conflict of interest with respect to Executive’s duties normally associated to the Company; and (v) serve, with the position and such other powers and duties consistent with such position as may be prescribed by written approval of the Board. The Executive shall report directly to , as a director of one or more public corporations, in each case so long as any such activities do not significantly interfere with the Board in carrying out his performance of Executive’s responsibilities under this Agreement. The Executive will comply with and be bound by the Company's policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold serve as the title of President and Chief Executive Officer of the Company, Company and shall act as the portfolio manager have powers and authority superior to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated any other officer or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors employee of the Company or of any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality subsidiary of the foregoing, the Executive will: (a) obtain and evaluate such information relating Company. Subject to the economypreceding sentence, industriesduring the Term of employment, businesses, securities markets and securities as he may deem necessary or useful Executive shall in discharging his responsibilities hereunder; (b) determine from time good faith use reasonable business efforts to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company all services as may be commensurate with his position and reasonably assigned to him by the Board. During Board and, following the Employment TermEffective Time, the Chief Executive Officer of Hisamitsu and shall exercise such power and authority commensurate with his position and such other power and authority as may from time to time be delegated to him by the Board and, following the Effective Time, the Chief Executive Officer of Hisamitsu. In addition, following the Effective Time, Executive shall regularly consult with and provide information to the Chairman of the Board with respect to the Company’s business and affairs. Executive shall be required to report solely to, and shall be subject solely to the most senior executive officer supervision and direction of, the Board and the Chief Executive Officer of Hisamitsu, and no other person or group shall be given authority to supervise or direct Executive in the performance of his duties. Executive shall devote substantially all of his working time, efforts and attention to the business and affairs of the Company. It shall not be a violation of this Agreement for Executive to: (a) serve on corporate, civic or charitable boards or committees (it being agreed that in no event shall Executive serve on the board of directors of more than two other corporations and the acceptance of any new corporate directorship after the Effective Date of this Agreement shall be subject to the consent of the Board, which shall not be unreasonably withheld); (b) deliver lectures, fulfill speaking engagements or teach at educational institutions; and (c) manage personal investments, so long as such activities do not unreasonably interfere with the performance of Executive’s responsibilities as an employee of the Company (or as a director of the Company, and shall have those powers and duties normally associated if serving as such), in accordance with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly to the Board in carrying out his responsibilities under this Agreement. The Executive will comply with and be bound by the Company's policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold perform and discharge well and faithfully such duties as an executive officer of the title Corporation and the Bank as may be assigned to Executive from time to time by the Board of Directors of the Corporation and/or the Bank. Executive shall be employed as President and Chief Executive Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate Corporation and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies Bank and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each shall hold such other titles as may be updated or amended given to him from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as time by the Board of Directors of the Company Corporation or any committee thereof (collectivelythe Bank; provided, however, that upon the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment TermMerger Effective Date, the Executive shall be the most senior executive officer employed as Chairman, President and Chief Executive Officer of the Company, Corporation and shall have those powers and duties normally associated with as Executive Chairman of the position and such other powers and duties consistent with such position as may be prescribed by the BoardBank. The Executive shall will report directly to the Board of Directors of the Corporation and the Bank. During the Employment Period (as hereinafter defined), the Corporation shall cause the Executive to be elected to the Board of Directors of the Bank and to nominate the Executive for election as a director on the Board of Directors of the Corporation in carrying out connection with each election of directors of the Corporation where his responsibilities under term of office otherwise would expire. Executive shall devote his full time, attention, ability and energies to the business of the Corporation and the Bank during the Employment Period (as defined in Section 3(a) of this Agreement); provided, however, that (a) Executive shall be entitled to fulfill his duties and responsibilities as Chairman, President and Chief Executive Officer of the Corporation and Executive Chairman of the Bank on a part time basis consisting of not less than three (3) days per week, or a total of twenty-four (24) hours per week, and otherwise shall make himself available as may be necessary or appropriate in order to fulfill such duties and responsibilities, beginning on the earlier of (i) the date that is the twelve (12) month anniversary of the Merger Effective Date or, (ii) if so elected by either the Executive or the Board of Directors of the Corporation by not less than twenty (20) days prior written notice to the other, such earlier date as may be specified in such notice (“Part-Time Employment”), provided that Part-Time Employment shall not begin before the four (4) month anniversary of the Merger Effective Date, and (b) nothing set forth in this Section 2 shall be construed as preventing Executive from (i) engaging in activities incident or necessary to personal investments so long as it does not exceed 5% of the outstanding shares of any publicly held company, (ii) acting as a member of the Board of Directors of any non-profit association or corporation or as a member of the Board of Directors or Trustees of any other such organization, with the prior written approval of a majority of the independent members of the Board of Directors of the Bank, or (iii) being involved in any other activity with the prior written approval of a majority of the independent members of the Board of Directors of the Bank. The Executive will comply shall not engage in any business or commercial activities (including investment in an existing or prospective customer), duties or pursuits which compete with and be bound by the Company's policiesbusiness or commercial activities of the Corporation or the Bank, procedures and practices as communicated to or their respective subsidiaries nor may the Executive from time to time and serve as a director or officer or in effect during any other capacity in a company which competes with the Employment TermCorporation, the Bank or their respective subsidiaries.

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold the title of President and Chief Executive Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's ’s investment objectives, policies and limitations as set forth in the Company's ’s registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "“1940 Act"”), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "“Board"”) may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly to the Board in carrying out his responsibilities under this Agreement. The Executive will comply with and be bound by the Company's ’s policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.

Duties of Executive. During the Employment Term (as defined in Section 1)of Employment, the Executive shall hold serve as the title of President and Chief Executive Medical Officer of the Company, shall act as report directly to Xxxxx X. New, the portfolio manager to Chairman and CEO of the Company and, as suchCompany, shall formulate faithfully and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each diligently perform all services as may be updated or amended from time assigned to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as him by the Board of Directors of the Company or any committee thereof (collectivelythe “Board”), the "Board") and shall exercise such power and authority as may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned delegated to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly devote his full time and attention to the Board in carrying out business and affairs of the Company, render such services to the best of his responsibilities under this Agreementability, and use his reasonable best efforts to promote the interests of the Company. The Executive will shall comply with and be bound by the Company's policies, procedures ’s employment policies and practices as communicated generally applicable to its officers and employees including, without limitation, xxxxxxx xxxxxxx and confidentiality policies. Notwithstanding the foregoing, nothing contained herein is intended to prohibit the Executive from time engaging in the practice of medicine in the course of the Executive’s duties as a member of the U.S. Military, either active or reserve, or the National Guard. The Executive may also (i) engage in personal investment activities as long as those investments are non-participatory by the Executive; (ii) serve on corporate, civic or charitable boards or committees and participate in community activities; (iii) render consultation services in connection with litigation matters or give testimony in any action or proceeding as an expert witness, provided such services or testimony does not have an adverse effect on the Company; or (iv) deliver lectures, fulfill speaking engagements or teach at educational institutions; provided such activities set forth in the preceding clauses (i), (ii), (iii) and (iv) above do not impose additional liability on the Company and do not detract from the Executive’s ability to time and in effect during perform the Employment TermExecutive’s duties to the Company. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, NOTHING SHALL IMPAIR THE INDEPENDENT MEDICAL JUDGMENT OF THE EXECUTIVE.

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold serve as the title of President and Chief Executive Clinical Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) diligently perform and hold such other executive duties, offices and positions with the Company all services as may be reasonably assigned to him by the Company’s Board of Directors (the “Board”), the Company’s Chief Executive Officer (the “CEO”), or their respective designees, and shall exercise such power and authority as may from time to time be delegated to him by the Board or the CEO. During the Employment Termhis employment, the Executive shall be devote his time, energy, and ability to the most senior executive officer business and interests of the Company, shall be physically present at the Company’s offices in Boca Raton, Florida during normal business hours each week (other than permitted periods of working remotely, PTO and on appropriate business travel for the benefit of the Company or upon the prior approval of the CEO), and shall have those powers not, without the Company’s prior written consent, be engaged in any other business activity pursued for gain, profit, or other pecuniary advantage if such activity interferes in any material respect with Executive’s duties and duties normally associated responsibilities hereunder. In his capacity as the Chief Clinical Officer of the Company, Executive shall do and perform all services, acts, or things necessary or advisable to manage and conduct the business of the Company, subject to the policies and procedures set by the Company, including, but not limited to planning, implementing, managing and overseeing all clinical trial programs, including oversight and management of clinical research organizations and serving as primary contact and liaison with clinical sites and principal investigators; conducting and supervising medical affairs; developing and maintaining key opinion leader relationships; reviewing and authoring appropriate scientific presentations, publications, abstracts and posters in connection with the position Company’s clinical trials and such other powers research and duties consistent with such position development initiatives or as may be prescribed requested by the BoardCompany; coordinate efforts with Company’s Chief Medical Officer (the “CMO”) and handle other related projects as requested from time to time by the Company. The It shall not be a violation of this Agreement for Executive, and Executive shall report directly be permitted, to (i) provide clinical obstetrical /gynecological services, (ii) serve on any one (1) civic or charitable board; (iii) deliver lectures, fulfill speaking engagements, or teach at public or not-for-profit educational institutions; (iv) subject to any applicable Company policies, make personal investments in such form or manner as will neither require Executive’s services in the operation or affairs of the companies or enterprises in which such investments are made nor subject Executive to any conflict of interest with respect to Executive’s duties to the Board Company; and (v) serve, with the written approval of the Board, as a director of one or more public corporations, in carrying out his each case so long as any such activities do not significantly interfere with the performance of Executive’s responsibilities under this Agreement. The Executive will comply with and be bound by the Company's policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.

Duties of Executive. During the Term of Employment Term (as defined in Section 1)under this Agreement, the Executive shall hold continue to serve as the title of President and Chief Executive Officer and the Chairman of the Board of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate faithfully and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each diligently perform all services as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During Board (provided that, such services shall not materially differ from the Employment Term, services currently provided by the Executive shall be the most senior executive officer of the CompanyExecutive), and shall have those powers exercise such power and duties normally associated with the position and such other powers and duties consistent with such position authority as may from time to time be prescribed delegated to him by the Board. The Executive shall report directly to the Board Board. The Executive shall devote his full time and attention to the business and affairs of the Company, render such services to the best of his ability, and use his best efforts to promote the interests of the Company. Notwithstanding the foregoing or any other provision of this Agreement, it shall not be a breach or violation of this Agreement for the Executive to (i) serve on corporate, civic or charitable boards or committees, (ii) deliver lectures or fulfill speaking engagements, or (iii) manage personal investments, so long as such activities do not significantly interfere with or significantly detract from the performance of the Executive's responsibilities to the Company in carrying out his responsibilities under accordance with this Agreement. The Executive will comply with and be bound restrictions in the foregoing sentence shall not apply to the Executive's ownership of common stock of the Company or the acquisition by the Company's policiesExecutive, procedures solely as an investment, of securities of any issuer that is registered under Section 12(b) or 12(g) of the Securities Exchange Act of 1934, as amended, and practices that are listed or admitted for trading on any United States national securities exchange or that are quoted on the National Association of Securities Dealers Automated Quotations System, or any similar system or automated dissemination of quotations of securities prices in common use, so long as communicated to the Executive from time does not control, acquire a controlling interest in or become a member of a group which exercises direct or indirect control of, more than five percent of any class of capital stock of such corporation. Notwithstanding the foregoing or any other provision of this Agreement, it shall not be a breach or violation of this Agreement for the Company to time and modify the duties of the Executive in effect during connection with the Employment Termimplementation of the Milestones (as hereinafter defined).

Duties of Executive. During Subject to the Employment Term (approvals by and the ultimate supervision of the Board and each Authorized Board Designee, Executive during the term hereof shall serve as defined in Section 1), the Executive shall hold the title of President and Chief Executive Officer (“CEO”) and shall report to the Board; Executive shall also serve on the Board after appointment by the members of the Company, shall act as current Board and subsequent nomination by the portfolio manager Board and election by shareholders. Subject to the Company and, as such, shall formulate and implement a continuing program for the investment control of the assets of the Company consistent with the Company's investment objectivesBoard and any Authorized Board Designee, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position of CEO of entities comparable to Employer and such other powers and duties consistent with such position as may be prescribed by the BoardBoard and as otherwise provided in Employer’s bylaws and other governing documents provided that, such other powers and duties are consistent with Executive’s position as CEO and do not violate any applicable laws or regulations. The EXECUTION COPY During the period of employment hereunder, Executive shall report directly devote all of Executive’s working time, attention, energies and best efforts to the Board in carrying out his responsibilities under this Agreement. The Executive will comply with business of Employer for the profit, benefit and advantage of Employer, and shall perform such other services as shall be bound by the Company's policiesdesignated, procedures and practices as communicated to the Executive from time to time and time, by the Board or any Authorized Board Designee. The foregoing shall not be construed as preventing Executive from (i) making personal investments in effect such form or manner as will require Executive’s services in the operation or affairs of the companies or enterprises in which such investments are made or (ii) serving as a member of the board of directors of other companies or enterprises in which he currently serves provided that the Board has consented; provided, that neither of the foregoing interferes with Executive’s duties hereunder. Further, Executive may not during the Employment Termperiod of employment hereunder invest Executive’s personal assets in business ventures that compete with Employer or Employer’s Affiliates. Executive shall use Executive’s best efforts to promote the interests of Employer and Employer’s Affiliates, and to preserve their goodwill with respect to their employees, customers, suppliers and other persons having business relations with Employer. Executive agrees to accept and hold all such offices and/or directorships with Employer and Employer’s Affiliates as to which Executive may, from time to time, be elected without any additional compensation. For purposes of this Agreement, Employer’s subsidiaries, parent companies and other affiliates are collectively referred to as “Affiliates.”

Duties of Executive. During the Term of Employment Term (as defined in Section 1)under this Agreement, the Executive shall hold serve as the title of President and Chief Executive Technology Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each diligently perform all services as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable assigned to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as Executive by the Board of Directors of the Company or any committee thereof (collectively, the "Board") of the Company which are reasonable and appropriate for an Executive of such stature, and shall exercise such other power and authority as may establish or approvefrom time to time be delegated to the Executive by the Board. Without limiting the generality of the foregoing, the Executive willduties shall include, among other things, the following: (a) obtain Executive will serve as the Company's Chief Technology Officer, and evaluate such information relating the Executive's duties in that regard shall include responsibility for the development, implementation, and operation of all aspects of the Company's technological infrastructure including software, hardware, electrical, and telecommunications, as well as hiring, training, and supervision of staff for those functions, in all cases subject to direction of the Chief Executive, President, and Chief Operating Officer of the Company.. The Executive acknowledges and agrees that the Company may assign some of the foregoing specific duties to other persons as the Company's management team expands, and that assignments of duties to other persons will not be viewed by the Executive as constituting a diminution in the Executive's office, title, and duties and responsibilities hereunder. The Executive shall devote the Executive's time and attention during normal business hours to the economy, industries, businesses, securities markets business and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer affairs of the Company, render such services to the best of the Executive's ability, and use the Executive's best efforts to promote the interests of the Company. It shall have those powers and duties normally associated not be a violation of this Agreement for the Executive to (i) serve on corporate, civic or charitable boards or committees, (ii) deliver lectures, fulfill speaking engagements or teach at educational institutions, or (iii) manage personal investments, so long as such activities do not significantly interfere with the position and such other powers and duties consistent with such position as may be prescribed by performance of the Board. The Executive shall report directly Executive's responsibilities to the Board Company in carrying out his responsibilities under accordance with this Agreement. The Executive Executive`s duties will comply with and be bound by require the Executive's regular presence during normal working hours on business days Monday through Friday at the Company's policiesprincipal executive offices, procedures and practices as communicated to currently located at 000 Xxxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, but the Executive from time to time and in effect during the Employment TermExecutive's duties will also involve some business travel.

Duties of Executive. During the Employment Term (as defined in Section 1)of Employment, the Executive shall hold serve as the title of Executive Vice President and Chief Executive Officer President of the Company, shall act as report directly to Xxxxx X. New, the portfolio manager to Chairman and CEO of the Company and, as suchCompany, shall formulate faithfully and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each diligently perform all services as may be updated or amended from time assigned to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as him by the Board of Directors of the Company or any committee thereof (collectivelythe “Board”), the "Board") and shall exercise such power and authority as may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned delegated to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly devote his full time and attention to the Board in carrying out business and affairs of the Company, render such services to the best of his responsibilities under this Agreementability, and use his reasonable best efforts to promote the interests of the Company. The Executive will shall comply with and be bound by the Company's policies, procedures ’s employment policies and practices as communicated generally applicable to its officers and employees including, without limitation, xxxxxxx xxxxxxx and confidentiality policies. Notwithstanding the foregoing, nothing contained herein is intended to prohibit the Executive from time engaging in the practice of medicine in the course of the Executive’s duties as a member of the U.S. Military, either active or reserve, or the National Guard. The Executive may also (i) engage in personal investment activities as long as those investments are non-participatory by the Executive; (ii) serve on corporate, civic or charitable boards or committees and participate in community activities; (iii) render consultation services in connection with litigation matters or give testimony in any action or proceeding as an expert witness, provided such services or testimony does not have an adverse effect on the Company; or (iv) deliver lectures, fulfill speaking engagements or teach at educational institutions; provided such activities set forth in the preceding clauses (i), (ii), (iii) and (iv) above do not impose additional liability on the Company and do not detract from the Executive’s ability to time and in effect during perform the Employment TermExecutive’s duties to the Company. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, NOTHING SHALL IMPAIR THE INDEPENDENT MEDICAL JUDGMENT OF THE EXECUTIVE.

Duties of Executive. During the Term of Employment Term (as defined in Section 1)under this Agreement, the Executive shall hold serve as the title of President and Chief Executive Officer Senior Vice President, Marketing of the Company, shall act diligently perform all services as the portfolio manager may be assigned to the Company andExecutive by the Chief Executive Officer, as suchthe President, shall formulate and implement a continuing program for the investment of the assets Chief Operating Officer of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as by the Board of Directors of the Company or any committee thereof (collectively, the "Board") of the Company, and shall exercise such power and authority as may establish or approvefrom time to time be delegated to the Executive by the Board. Without limiting the generality of the foregoing, the Executive willduties shall include, among other things, the following: (a) obtain Developing and evaluate such information relating managing programs defining and implementing the Company's strategic marketing objectives. Creating and managing the Company's brand identity to increase the economylevel of awareness of the Company and its products/services among leading Web sites, industriesthe direct marketing industry, businessesand investors. Creating dynamic advertising and public relations programs that increase the Company's visibility among its core customer groups. Participating as a member of the Company's senior management team in developing and implementing marketing strategies. Such general business development activities as the Chief Executive Officer, securities markets the President and securities as he the Chief Operating Officer may deem necessary or useful in discharging his responsibilities hereunder; (b) determine assign from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Boardtime. The Executive shall report directly acknowledges and agrees that the Company may assign some of the foregoing specific duties to other persons as the Company's management team expands, and that such assignments of duties to other persons will not be viewed by the Executive as constituting a diminution in the Executive's office, title, and duties and responsibilities hereunder as long as the Executive's reporting responsibilities and the business functions of the Company reporting to the Board in carrying out his responsibilities under Executive remain substantially consistent with the Executive's duties and title as expressed at the inception of this Agreement. The Executive shall devote the Executive's full time and attention to the business and affairs of the Company, render such services to the best of the Executive's ability, and use the Executive's best efforts to promote the interests of the Company. It shall not be a violation of this Agreement for the Executive to (i) serve on civic or charitable boards or committees with the prior approval of the Company, which shall not be unreasonably withheld, (ii) deliver lectures, fulfill speaking engagements or teach at educational institutions, or (iii) manage personal investments, so long as such activities do not significantly interfere with the performance of the Executive's responsibilities to the Company in accordance with this Agreement. The Executive's duties will comply with and be bound by require the Executive's regular presence during normal working hours on business days Monday through Friday at the Company's policiesprincipal executive offices, procedures and practices as communicated currently located at 000 Xxxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, but the Executive's duties will also involve some business travel. Notwithstanding anything to the contrary contained herein, the Executive need not devote more than 5 hours per week to the Executive's duties pursuant to this Agreement from February 2, 2000 through March 12, 2000, but shall perform such duties on a full time to time basis commencing March 13, 2000; provided, that in no event shall the Executive otherwise breach the terms and in effect conditions of this Agreement during the Employment Termperiod from February 2, 2000 through March 12, 2000.

Duties of Executive. During the Term of Employment Term (as defined in Section 1)under this Agreement, the Executive shall hold continue to serve as the title of President and Chief Executive Officer ("CEO") of the CompanySubsidiary, and shall act as the portfolio manager in that capacity, report exclusively to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets CEO of the Company consistent with (if someone other than the Company's investment objectives, policies Executive) and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles Executive Committee of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "BoardExecutive Committee") may establish or approve. Without limiting the generality of the foregoing), the Executive will: (a) obtain shall faithfully and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) diligently perform and hold such other executive duties, offices and positions with the Company all services as may be reasonably assigned to him by the Executive Committee or the Subsidiary's board of directors (the "Subsidiary's Board"), and shall exercise such power and authority as may from time to time be delegated to him by the Executive Committee. During If and when so appointed by the Employment TermBoard of Directors of the Company, the Executive shall be serve as the most senior executive officer CEO of the CompanyCompany (or in similar positions of like status) and, if elected by other subsidiaries of the Parent, shall serve as the CEO of such subsidiaries, and shall have those powers in that capacity, report exclusively to the Executive Committee, shall faithfully and duties normally associated with the position and such other powers and duties consistent with such position diligently perform all services as may be prescribed assigned to him by the Board. The Executive Committee or such subsidiaries' boards of directors consistent with this Agreement, and shall report directly exercise such power and authority as may from time to time be delegated to him by the Board in carrying out his responsibilities under Executive Committee or such subsidiaries' boards of directors consistent with this Agreement. The Executive will comply shall devote his full business time and attention to the business and affairs of the Company or the subsidiaries of the Company to which he is then serving as CEO, render such services to the best of his ability, and use his reasonable best efforts to promote the interests of the Company or such subsidiaries with and respect to which he is then serving as the CEO. Notwithstanding the foregoing or any other provision of this Agreement, it shall not be bound a breach or violation of this Agreement for the Executive to (i) serve on corporate, civic or charitable boards or committees (PROVIDED, HOWEVER, that service on other corporate boards shall first be approved by the CompanyBoard of Directors or Executive Committee of the Parent) (ii) deliver lectures, fulfill speaking engagements or teach at educational institutions, or (iii) manage personal investments, so long as any of such activities do not materially interfere with or materially detract from the performance of the Executive's policies, procedures and practices as communicated responsibilities to the Executive from time to time and Company or its subsidiaries in effect during the Employment Termaccordance with this Agreement.

Duties of Executive. During the Employment Term (as defined in Section 1)of Employment, the Executive shall hold be employed and serve as the title of President and Chief Executive Officer of the CompanyCompany (the “CEO”), shall act as the portfolio manager reporting directly to the Company andCompany’s Board of Directors with such authority, duties and responsibilities as such, are commensurate with such position. The Executive shall formulate faithfully and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each diligently perform all services as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During Board (provided that, such services shall not materially differ from the Employment Term, services currently provided by the Executive shall be the most senior executive officer of the CompanyExecutive), and shall have those powers exercise such power and duties normally associated with the position and such other powers and duties consistent with such position authority as may from time to time be prescribed delegated to him by the Board. The Executive shall report directly devote substantially all of his business time, attention and efforts to the Board in carrying out performance of his responsibilities duties under this Agreement, render such services to the best of his ability and use his reasonable best efforts to promote the interests of the Company. The Executive will comply shall not engage in any other business relating to acquiring rented single family housing and portfolios in connection therewith, during the Term of Employment, including, without limitation, any activity that (i) conflicts with the interests of the Company or its subsidiaries, (ii) interferes with the proper and be bound by efficient performance of his duties for the Company's policies, procedures or (iii) interferes with the exercise of his judgment in the Company’s best interests. Notwithstanding the foregoing or any other provision of this Agreement, it shall not be a breach or violation of this Agreement for the Executive to (x) serve on corporate, civic, educational or charitable boards or committees, (y) deliver lectures, fulfill speaking engagements or teach at educational institutions, or (z) manage personal investments, continue managing the Western Residential Opportunity Fund and practices operate Reven Capital and its subsidiaries so long as communicated such activities do not significantly interfere with or significantly detract from the performance of the Executive’s responsibilities to the Company in accordance with this Agreement. Executive from time agrees to time update the Company board after closing any real estate investments and exits of existing real estate invesmtments in effect during the Employment Termfuture within Reven Capital and its subsidiaries and Cxxx Xxxxxxxxx and its affiliates.

Duties of Executive. During the Term of Employment Term (as defined in Section 1)under this Agreement, the Executive shall hold serve as the title of President and Chief Executive Officer Senior Vice President, Sales & Business Development of the Company, shall act diligently perform all services as the portfolio manager may be assigned to the Company andExecutive by the Chief Executive Officer, as suchthe President, shall formulate and implement a continuing program for the investment of the assets Chief Operating Officer of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as by the Board of Directors of the Company or any committee thereof (collectively, the "Board") of the Company, and shall exercise such power and authority as may establish or approvefrom time to time be delegated to the Executive by the Board. Without limiting the generality of the foregoing, the Executive willduties shall include, among other things, the following: Ensuring that the Company meets and exceeds its targets for revenue through aggressive development of new lists sources, improvement of existing list owner productivity, and sales through all channels (a) obtain direct, brokers, online resellers and evaluate such information relating to others as they develop). Participating as a member of the economyCompany's senior management team in new product development and implementation strategies. Such general business development activities as the Chief Executive Officer, industries, businesses, securities markets the President and securities as he the Chief Operating Officer may deem necessary or useful in discharging his responsibilities hereunder; (b) determine assign from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Boardtime. The Executive shall report directly acknowledges and agrees that the Company may assign some of the foregoing specific duties to other persons as the Company's management team expands, and that such assignments of duties to other persons will not be viewed by the Executive as constituting a diminution in the Executive's office, title, and duties and responsibilities hereunder as long as the Executive's reporting responsibilities and the business functions of the Company reporting to the Board in carrying out his responsibilities under Executive remain substantially consistent with the Executive's duties and title as expressed at the inception of this Agreement. The Executive shall devote the Executive's full time and attention to the business and affairs of the Company, render such services to the best of the Executive's ability, and use the Executive's best efforts to promote the interests of the Company. It shall not be a violation of this Agreement for the Executive to (i) serve on corporate, civic or charitable boards or committees, (ii) deliver lectures, fulfill speaking engagements or teach at educational institutions, or (iii) manage personal investments, so long as such activities do not significantly interfere with the performance of the Executive's responsibilities to the Company in accordance with this Agreement. The Executive's duties will comply with and be bound by require the Executive's regular presence during normal working hours on business days Monday through Friday at the Company's policiesprincipal executive offices, procedures and practices as communicated to currently located at 000 Xxxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, but the Executive from time to time and in effect during the Employment TermExecutive's duties will also involve some business travel.

Duties of Executive. During Executive shall perform and discharge well and faithfully such duties as an executive officer of the Employment Term (Corporation and the Bank as defined in Section 1)may be assigned to Executive from time to time by the Board of Directors of Corporation and/or the Bank. Executive shall be employed as Executive Vice President and Chief Financial Officer of the Corporation and of the Bank; and shall hold such other titles as may be given to him from time to time by the Board of Directors of the Corporation or the Bank; provided, however, that upon the Merger Effective Date, the Executive shall hold be employed as Executive Vice President and Treasurer of the title Corporation and Senior Executive Vice President of Finance and Risk Management of the Bank. Executive will report directly to the President and Chief Executive Officer of the CompanyCorporation and the Bank; provided, shall act as however, that upon the portfolio manager Merger Effective Date, the Executive will report directly to the Company and, as such, shall formulate Senior Executive Vice President and implement a continuing program for the investment Chief Operating Officer of the assets Corporation and the President and Chief Executive Officer of the Company consistent Bank. Executive shall devote his full time, attention, ability and energies to the business of the Corporation and the Bank during the Employment Period (as defined in Section 3 of this Agreement); provided, however, that this Section 2 shall not be construed as preventing Executive from (a) engaging in activities incident or necessary to personal investments so long as it does not exceed 5% of the outstanding shares of any publicly held company, (b) acting as a member of the Board of Directors of any non-profit association or corporation or as a member of the Board of Directors or Trustees of any other such organization, with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles prior written approval of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders a majority of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as independent members of the Board of Directors of the Company Bank, or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such being involved in any other executive duties, offices and positions activity with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer prior written approval of a majority of the Company, and shall have those powers and duties normally associated with independent members of the position and such other powers and duties consistent with such position as may be prescribed by Board of Directors of the BoardBank. The Executive shall report directly to not engage in any business or commercial activities (including investment in an existing or prospective customer), duties or pursuits which compete with the Board in carrying out his responsibilities under this Agreement. The Executive will comply with and be bound by business or commercial activities of the Company's policiesCorporation or the Bank, procedures and practices as communicated to or their respective subsidiaries nor may the Executive from time to time and serve as a director or officer or in effect during any other capacity in a company which competes with the Employment TermCorporation, the Bank or their respective subsidiaries.

Duties of Executive. During The Executive shall perform in the Employment Term (as defined capacity described in Section 1)1.1 hereof and shall have such duties, responsibilities, and authorities as are designated for such offices pursuant to the Executive shall hold the title of President and Chief Executive Officer Bylaws, as amended, of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him from time to time by the Board. During the Employment Term, the Chief Executive shall be the most senior executive officer Officer of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly agrees to devote his full time during normal business hours, best efforts, abilities, knowledge and experience to the Board in carrying out faithful performance of the duties, responsibilities, and authorities which may be reasonably assigned to him and which are consistent with his responsibilities executive offices under Section 1.1 of this Agreement. The Executive will comply with and shall be bound by free to devote up to one (1) day per work week which day may vary from week to week to other business including but not limited to providing consulting services to General Electric Corporation, Turner Telecommunications, Inc., xxx the Company's policies, procedures and practices as communicated Federal Communications Commission provided the Executive shall use his best efforts to pursue such activities in such a manner so that such activities shall not prevent the Executive from time fulfilling his obligations to time the Company hereunder, and provided further, the Executive shall resolve any conflict between his obligations to the Company and his obligations to any other entity in favor of the Company. Notwithstanding the preceding, the Executive may, without being in violation of his obligations hereunder, (i) serve on corporate, civic or charitable boards or committees which are not engaged in business in the computer software, radio or telecommunications industries, with the exceptions of Turner Telecommunications L.L.C. xxx CarComm L.L.C., provided, however, the Executive may serve on boards or committees otherwise prohibited hereunder or director of a trade or business association related to the computer software, radio or telecommunications industries, provided, however, that with the prior written consent of the Chief Executive Officer, Employee may serve on Boards or committees otherwise prohibited hereunder, (ii) invest the Executive's personal assets in such form or manner as will not require any material services by the Executive in the operation of the entities in which such investments are made, provided the Executive shall use his best efforts to pursue such activities in such a manner so that such activities shall not prevent the Executive from fulfilling his obligations to the Company hereunder, and provided further, the Executive shall resolve any conflict between his obligations to the Company and his obligations to any other entity in which the Executive has a financial interest in favor of the Company. To the extent such conflict exists and is resolved in favor of the Company, the Company agrees to replace all reasonable and provable financial losses sustained by the Executive as a result of such conflict, and in effect during the Employment Termany event this amount is not to exceed $100,000.

Duties of Executive. During the Employment Term (Term, Executive will be employed as defined in Section 1), the Executive shall hold the title of President and Company's Co-Chief Executive Officer and shall (pursuant to and subject to the Merger Agreement) serve as the Vice-Chairman of the Company, shall act 's Board of Directors (the "Board of Directors"). Executive will have and fulfil1 (i) all of the duties and responsibilities ordinarily associated with such status as the portfolio manager Co-Chief Executive Officer at an organization comparable to the Company and, as such, shall formulate and implement a continuing program (ii) any duties and responsibilities established for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth Co-Chief Executive Officer in the Company's registration statementcharter or bylaws or other organizational documents or by the Board of Directors that are consistent with his position and status as Co-Chief Executive Officer. The Board of Directors will have the right to assign to Executive such other or additional duties and responsibilities, investment policies or reduce Executive's duties and proceduresresponsibilities (provided such reductions do not materially diminish his position, Articles of Incorporation and Bylaws, each as may be updated authority or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to responsibilities at the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines ) as the Board of Directors deems in the Company's best interest, and Executive will fulfill such duties and responsibilities as directed by the Board of the Company or any committee thereof (collectivelyDirectors. Executive will devote substantially all of his working time, the "Board") may establish or approve. Without limiting the generality of the foregoingattention, the Executive will: (a) obtain and evaluate such information relating energy to the economyCompany's business and will not during the term of this Agreement engage in any substantial outside business or other activity unrelated to serving the Company's interest, industriesunless he receives prior approval for such activities from the Board of Directors; provided, businesseshowever, securities markets that Executive may continue to occupy, without Board approval, a seat on the Board of Directors of Teleflex Corporation. Executive will fulfill his duties and securities responsibilities as he may deem necessary or useful described in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company this Paragraph 3 in a reasonable and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Board. During the Employment Term, the Executive shall be the most senior executive officer appropriate manner in light of the Company, 's policies and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position practices as may be prescribed established by the Board. The Executive shall report directly Board of Directors and the laws and regulations and policies which apply to the Board in carrying out Company's operation and administration. Executive agrees (and, under Section 6(c)(4) of the BetzDearborn Employment Agreement consents to) perform his duties and responsibilities under this Agreement. The Executive will comply with and be bound by Agreement primarily at the Company's policiesheadquarters in Wilmington, procedures Delaware and practices as communicated to the Executive from time commute to time such headquarters to perform his duties and in effect during the Employment Termresponsibilities at such headquarters.

Duties of Executive. During the Employment Term (as defined in Section 1), the Executive shall hold serve as the title of President and Chief Executive Financial Officer of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) diligently perform and hold such other executive duties, offices and positions with the Company all services as may be reasonably assigned to him Executive by the Company’s Board of Directors (the “Board”) or the Company’s Chief Executive Officer (the “CEO”), of if delegated by the CEO the President of the Company or the Executive Vice President of Operations (the “President or EVP, Operations”). Executive shall exercise such power and authority as may from time to time be delegated to Executive by the Board, the CEO, and the President or EVP, Operations. Executive shall report solely and directly to the CEO (or to the President or EVP, Operations if instructed to by the CEO). During the Employment TermExecutive’s employment, the Executive shall be devote substantially all of Executive’s full business time, energy, and ability exclusively to the most senior executive officer business and interests of the Company, shall generally be physically present at the Company’s offices in Boca Raton, Florida during normal business hours each week (other than permitted periods of working remotely, paid time off (“PTO”) and on appropriate business travel for the benefit of the Company and shall have those powers not, without the Company’s prior written consent, be engaged in any other business activity pursued for gain, profit, or other pecuniary advantage if such activity interferes in any material respect with Executive’s duties and duties normally associated responsibilities hereunder. In Executive’s capacity as the Chief Financial Officer of the Company, Executive shall do and perform all services, acts, or things necessary or advisable to manage and conduct the business of the Company, subject to the policies and procedures set by the Company, including but not limited to performing the Company’s budgeting and forecasting, record keeping, internal and external reporting; performing financial risk management; managing – in conjunction with the position CEO – the Company’s internal relations functions; managing the Company’s fundraising plans and such capital structure; maintaining the Company’s SOX compliance program, managing the Company’s cash flow, overseeing the Company’s finance systems; managing taxes, treasury, and other powers functions, and duties consistent with such position managing the finance organization. Except as may be prescribed otherwise agreed in writing by the Board. The Company, it shall not be a violation of this Agreement for Executive, and Executive shall report directly be permitted, to (i) serve on any civic or charitable boards; (ii) deliver lectures, fulfill speaking engagements, or teach at educational institutions and other institutions; (iii) subject to any applicable Company policies, make personal investments in such form or manner as will neither require Executive’s services in the operation or affairs of the companies or enterprises in which such investments are made nor subject Executive to any conflict of interest with respect to Executive’s duties to the Board Company; and (iv) serve, with the written approval of the Board, as a director of one or more private or public companies, in carrying out his each case so long as any such activities do not significantly interfere with the performance of Executive’s responsibilities under this Agreement. The Executive will comply with and be bound by the , create a conflict of interest, or create an adverse interest or position detrimental to Company's policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.

Duties of Executive. During the Term of Employment Term (as defined in Section 1)under this Agreement, the Executive shall hold serve as the title of President and Chief Executive Financial Officer of the Company, shall act diligently perform all services as the portfolio manager may be assigned to the Company andExecutive by the President, as suchChief Executive Officer, shall formulate and implement a continuing program for the investment of the assets Chief Operating Officer of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as by the Board of Directors of the Company or any committee thereof (collectively, the "Board") of the Company, and shall exercise such power and authority as may establish or approvefrom time to time be delegated to the Executive by the Board. Without limiting the generality of the foregoing, the Executive willduties shall include, among other things, the following: Working with the Company's Chief Executive Officer and its auditors, attorneys and investment bankers to successfully consummate the Company's planned initial public offering; Actively participating in communication with the investment community before, during, and after the Company's planned initial public offering, including meeting with shareholders, analysts and financial journalists on a regular basis; Preparing and supervising the filing of Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and reports, filings and disclosure documents with the Securities Exchange Commission, and related press releases; Being responsible for the Company's finance department and related functions, including supervising the functions and employees responsible for collection of accounts receivable, accounts payable, budgeting, forecasting, bank reconciliations, and similar matters, and recruiting, training, and conducting performance reviews of these employees (a) obtain the "Chief Financial Officer function"); Being responsible for the Company's human resources, insurance and evaluate such information relating to benefits programs; and Such general business development activities as the economy, industries, businesses, securities markets and securities as he Chief Executive Officer may deem necessary or useful in discharging his responsibilities hereunder; (b) determine assign from time to time securities time. The Executive acknowledges and agrees that the Company may assign some of the foregoing specific duties to other persons as the Company's management team expands, and that such assignments of duties to other persons will not be purchased, sold or retained or otherwise disposed of viewed by the Company Executive as constituting a diminution in the Executive's office, title, and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; duties and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him by the Boardresponsibilities hereunder. During the Employment Term, the The Executive shall be devote the most senior executive officer Executive's full time and attention to the business and affairs of the Company, render such services to the best of the Executive's ability, and use the Executive's best efforts to promote the interests of the Company. It shall have those powers and duties normally associated not be a violation of this Agreement for the Executive to (i) serve on corporate, civic or charitable boards or committees, (ii) deliver lectures, fulfill speaking engagements or teach at educational institutions, or (iii) manage personal investments, so long as such activities do not significantly interfere with the position and such other powers and duties consistent with such position as may be prescribed by performance of the Board. The Executive shall report directly Executive's responsibilities to the Board Company in carrying out his responsibilities under accordance with this Agreement. The Executive Executive`s duties will comply with and be bound by require the Executive's regular presence during normal working hours on business days Monday through Friday at the Company's policiesprincipal executive offices, procedures and practices as communicated to currently located at 000 Xxxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, but the Executive from time to time and in effect during the Employment TermExecutive's duties will also involve some business travel.

Duties of Executive. During The Executive shall perform in the Employment Term (as defined capacity described in Section 1)1.1 hereof and shall have such duties, responsibilities, and authorities as are designated for such offices pursuant to the Executive shall hold the title of President and Chief Executive Officer Bylaws, as amended, of the Company, shall act as the portfolio manager to the Company and, as such, shall formulate and implement a continuing program for the investment of the assets of the Company consistent with the Company's investment objectives, policies and limitations as set forth in the Company's registration statement, investment policies and procedures, Articles of Incorporation and Bylaws, each as may be updated or amended from time to time; the Investment Company Act of 1940, as amended (the "1940 Act"), as applicable to the Company; the applicable rules, regulations and orders of the Securities and Exchange Commission, and other applicable federal and state laws; and such other guidelines as the Board of Directors of the Company or any committee thereof (collectively, the "Board") may establish or approve. Without limiting the generality of the foregoing, the Executive will: (a) obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as he may deem necessary or useful in discharging his responsibilities hereunder; (b) determine from time to time securities to be purchased, sold or retained or otherwise disposed of by the Company and what portion of such assets should be invested or held uninvested as cash; (c) implement investment decisions, including the selection of entities with or through which such purchases, sales or loans are to be effected; and (d) perform and hold such other executive duties, offices and positions with the Company as may be reasonably assigned to him from time to time by the BoardBoard of Directors of the Company; provided, however, the Executive shall, during the term hereof, continuously have and retain such duties, responsibilities, and authorities at least as significant in scope and substance as the duties, responsibilities, and authorities required of the Executive's offices and position with the Company as of the effective date. During The Executive agrees to devote his full time during normal business hours, best efforts, abilities, knowledge and experience to the Employment Termfaithful performance of the duties, responsibilities, and authorities which may be reasonably assigned to him and which are consistent with his executive offices under Section 1.1 of this Agreement. Notwithstanding the preceding, the Executive may, without being in violation of his obligations hereunder, (i) serve on corporate, civic or charitable boards or committees which are not engaged in business in the computer software industry; provided, however, the Executive may serve as an officer or director of a trade or business association related to the computer software industry; (ii) invest the Executive's personal assets in such form or manner as will not require any material services by the Executive in the operation of the entities in which such investments are made, and (iii) devote up to ten (10) percent of his business time and attention to business activities not competitive with the Company provided the Executive shall use his best efforts to pursue such activities in such a manner so that such activities shall not prevent the Executive from fulfilling his obligations to the Company hereunder, and provided further, the Executive shall be resolve any conflict between his obligations to the most senior executive officer Company and his obligations to any other entity in which the Executive has a financial interest in favor of the Company, and shall have those powers and duties normally associated with the position and such other powers and duties consistent with such position as may be prescribed by the Board. The Executive shall report directly to the Board in carrying out his responsibilities under this Agreement. The Executive will comply with and be bound by the Company's policies, procedures and practices as communicated to the Executive from time to time and in effect during the Employment Term.