EMPLOYMENT AGREEMENT made this 17th day of December, 2007.
SPROTT - SHAW DEGREE COLLEGE CORP., a body corporate incorporated
under the laws of the Province of British Columbia having its registered office in the
City of Vancouver
A. The Company wishes to employ the Executive and the Executive is willing to accept such employment
upon the terms and conditions set forth in this Agreement; and
B. The Company is in the business (the "Business") of providing educational services though the Sprott-
Shaw Community Colleges.
NOW THEREFORE in consideration of the premises and the mutual covenants and agreements herein set
forth the parties hereto mutually covenant and agree as follows:
1 . EMPLOYMENT
1.1 The Company hereby employs the Executive to be President of the Company and the Executive hereby
accepts such employment. The Executive shall perform the duties set out in Schedule A hereto, and such
additional duties consistent with the Executive's position as President the Company as he may from time to
time be reasonably required to perform by the Board of Directors of the Company (the "Board").
2 . TERM
2.1 The term of this Agreement shall commence effective December 17, 2007 and shall remain in effect for a
period of five (5) years expiring on December 16, 2012 (the "Expiry Date"), unless this Agreement is
terminated earlier as described herein.
3 . EXCLUSIVE SERVICE
3.1 Except as expressly provided herein the Executive shall, during his employment with the Company, devote
his entire working time and attention on a full-time basis to the Business of the Company.
4 . BASE SALARY, BONUSES AND OPTIONS
4.1 Subject to paragraph 4.3 below, the Company shall pay the Executive an annual base salary ("Base
Salary") of Four Hundred Thousand dollars ($400,000) payable in accordance with the Company's
standard payroll practices.
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