Boxlight
        Corporation

        1045
        Progress Circle

        Lawrenceville,
        GA 30043

        +1
        360-464-4478

        www.boxlight.com



 


Harold
Bevis


411
Addison Lane


Johns
Creek, GA 30005


 


March
29, 2018


 


Dear
Mr. Bevis:


 


This
letter will serve to outline our mutual agreement and understanding with regard to your becoming a member of the board of directors
(the “Board”) of Boxlight Corporation, a Nevada corporation (“Boxlight” or the “Company”).
It is understood that you will become a member of the Board of Boxlight effective as of the date of this letter agreement. You
will also serve as the Chair of the Nominating and Corporate Governance Committee and as a member of the Compensation Committee.


 


Boxlight’s
Class A Common Stock is listed on the Nasdaq Capital Market under the ticker “BOXL”. In connection with this Board
appointment, you agree to:


 


	 	●	include
    in all required filings with the Securities and Exchange Commission (the “SEC”) the listing of your name as a
    director of Boxlight;
	 	 	 
	 	●	furnish
    to Boxlight and its securities counsel, your resume for at least the past five years for inclusion in the Company’s
    Form 10-K and other required filings;
	 	 	 
	 	●	submit
    to a background check; and
	 	 	 
	 	●	complete
    and submit to Boxlight’s counsel an officers and directors questionnaire.


 


You
also agree that in the event there is a vacancy of a financial expert and Audit Committee Chair on the Board, you will step down
as the Chair of the Nominating and Corporate Governance Committee and fill the role as financial expert and Audit Committee Chair.


 


As
Chair of the Audit Committee and financial expert, you certify that you meet the following requirements:


 


	 	●	An
    understanding of financial statement and US GAAP
	 	 	 
	 	●	An
    ability to assess the general application of US GAAP for estimates, accruals and reserves
	 	 	 
	 	●	Experience
    preparing, auditing, analyzing or evaluating financial statements of the same level of complexity as the issuer’s financial
    statements, or experience actively supervising those who engaged in such activities
	 	 	 
	 	●	An
    understanding of the audit committee’s functions


 


These
attributes can be obtained by:


 


	 	●	Education
    and experience as a principal financial officer, principal accounting officer, controller, public accountant or auditor, or
    experience in one or more positions that involve the performance of a similar function
	 	 	 
	 	●	Experience
    actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor or
    person performing similar functions
	 	 	 
	 	●	Experience
    overseeing or assessing the performance of companies or public accountants in preparing, auditing or evaluation financial
    statements


 




    	 



    	 



    

 


In
consideration for your agreement to serve on the Board, Boxlight hereby agrees to grant to you 25,000 options to purchase Boxlight
common stock, per the terms of the 2014 Boxlight Corporation Stock Option Plan. The exercise price for the Subject Shares will
be the per share closing price on the date this agreement is signed and will vest over a period of one year. In addition, in the
event you fill the position as Audit Committee Chair, we agree to pay you $10,000 per year, to be paid quarterly, with the first
payment to be made on the date you fill the position as Audit Committee Chair.


 


The
Company agrees to maintain not less than $5.0 million of officers and directors liability insurance coverage.


 


If
the above is acceptable, please so indicate by executing and returning a copy of this letter agreement in the space provided below.


 


Very
truly yours,


 


	 	 
	Boxlight
    Corporation	 
	Mark
    Elliott, Chairman and CEO	 
	 	 
	ACCEPTED
    AND AGREED TO:	 
	 	 
	 	 
	Harold
    Bevis	 


 











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