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Departure of Directors or Certain


Change in Control Agreement

On October 21, 2015, the Companys subsidiary, WPCS International - Suisun City, Inc. (the Suisun City Operations), entered into a change in control agreement (the Agreement) with Robert Roller, President of the Suisun City Operations.

The Agreement has an initial term of two years and automatically extends for additional one-year periods at the expiration of the initial term and on each anniversary thereafter unless either party notifies the other party of non-renewal no later than 30 days prior to such anniversary. Upon a change in control of the Company or the Suisun City Operations, the Agreement will continue for a term of two years and then expire.

Under the Agreement, Mr. Roller is entitled to a payment of $150,000 if he is terminated without cause or if he terminates for good reason within two years following a change in control of...