Exhibit
10.1


 


	 

        

         
	Boxlight
        Corporation

        1045
        Progress Circle

        Lawrenceville,
        GA 30043

        www.boxlight.com



 


June
30, 2020


 


R.
Wayne Jackson


6500
Long Island Dr., NW


Atlanta,
GA 30328


 


Dear
Mr. Jackson:


 


This
letter will serve to outline our mutual agreement and understanding with regard to your appointment to 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 Audit Committee.


 


Boxlight’s
Class A Common Stock is listed on the Nasdaq Capital Market under the ticker symbol “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.


 


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; and
	 	 	 
	 	●
    	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; or
	 	 	 
	 	●	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 $50,000 in Boxlight Restriced Stock
Units (the “RSUs”), in accordance with the terms of the 2014 Boxlight Corporation Stock Incentive Plan. The
RSUs will be calculated using the  per share closing price on the date this agreement is signed and will vest quarterly over
a period of one year.


 


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,


 


	Michael
    Pope	 
	CEO
    & Chairman	 
	Boxlight
    Corporation	 
	 	 
	ACCEPTED
    AND AGREED	 
	 	 
	/s/
    R. Wayne Jackson	 
	R.
    Wayne Jackson