Exhibit 10.1 CONSULTING CONTRACT Moscow cityConsulting Contract • September 18th, 2008 • Planet Resources, Corp.
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 1st, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • Nevada
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into effective as of [_________________] (the “Effective Date”), by and between Bakhu Holdings, Corp., a Nevada corporation (the “Corporation”), and __________________________ (the “Indemnitee”).
CONSULTING AGREEMENTConsulting Agreement • August 2nd, 2021 • Bakhu Holdings, Corp. • Patent owners & lessors • California
This Consulting Agreement (the “Agreement”) is entered into as of July 28, 2021 (the “Effective Date”), by and between Bakhu Holdings, Corp., a Nevada corporation (“Bakhu”) and Sean Akhavan (the “Consultant”).
PATENT AND TECHNOLOGY LICENSE AGREEMENTPatent and Technology License Agreement • December 27th, 2018 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Patent and Technology License Agreement (the “Agreement”) is made effective as of December ___, 2018 (the “Effective Date”) by and between Cell Science LTD., a corporation organized under the laws of the Republic of Cyprus with its principal place of business at 25 Berengaria, 25 Spyrou Araouzou, 4th floor, 3036 Limassol Cyprus (“Licensor”), and Bakhu Holdings, Corp., a Nevada corporation with its principal place of business at 387 Corona St., Suite 555, Denver, CO 80218 (“Licensee”) (collectively, the “Parties”, or individually, a “Party”).
STRATEGIC ALLIANCE AGREEMENTStrategic Alliance Agreement • April 27th, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • Florida
This Strategic Alliance Agreement (this “Agreement”) is made and entered into as of April 17, 2020, by and between CBD Biotech, Inc., a California corporation (“CBD Biotech”) and Integrity Cannabis Solutions, Inc., a Florida corporation (“ICS”), hereinafter individually a “Party” and collectively the “Parties”.
CONSULTING AGREEMENTConsulting Agreement • June 16th, 2021 • Bakhu Holdings, Corp. • Patent owners & lessors • California
This Consulting Agreement (the “Agreement”) is entered into as of June 7, 2021 (the “Effective Date”), by and between Bakhu Holdings, Corp., a Nevada corporation (the “Company”) and Fourth and G Holdings, LLC a limited liability company organized under the laws of Delaware (the “Consultant”).
EXECUTIVE EMPLOYMENT AGREEMENTIndemnification Agreement • September 21st, 2021 • Bakhu Holdings, Corp. • Patent owners & lessors • California
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of September 16, 2021 (the “Effective Date”), by and between Teddy Scott (the “Executive”) and Bakhu Holdings, Corp., a Nevada corporation (the “Company”).
AMENDMENT TO THE AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENTPatent and Technology License • October 1st, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
THIS AMENDMENT TO THE AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENT (this “Amendment”) is entered into as of September 22, 2020 (the “Effective Date”), by and between CELL SCIENCE HOLDING LTD., a limited liability company organized and existing under the laws of the Republic of Cyprus, having its principal office at Panteli Katelari 18A, Agios Ioannis, Limassol, 3012 Cyprus (“Cell Science”), and BAKHU HOLDINGS, CORP., a Nevada corporation, having its principal office at One World Trade Center, Suite 130, Long Beach, CA 90831, United States (“Bakhu”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • March 5th, 2024 • Bakhu Holdings, Corp. • Patent owners & lessors
THIS INTELLECTUAL PROPERTY SECURITY AGREEMENT (“IP Security Agreement”) is entered into effective as of February 26, 2024, by and between BAKHU HOLDINGS, CORP., a Nevada corporation (“Debtor”), and the several secured parties listed on Appendix A and signatories hereto on counterpart signature pages hereof (the “Secured Parties”), who are the holders of a series of promissory notes issued by Debtor and designated as the Convertible Senior Secured Promissory Notes in the aggregate principal amount of up to $20,000,000 (the “Notes”) issued pursuant to that certain Securities Purchase Agreement of even date herewith among the Debtor and the purchasers of Notes of even date herewith, and all exhibits thereto and documents related thereto (the “Transaction Agreements”).
VOTING AGREEMENT AND IRREVOCABLE PROXYVoting Agreement and Irrevocable Proxy • December 7th, 2017 • Bakhu Holdings, Corp. • Gold and silver ores • Nevada
This VOTING AGREEMENT AND IRREVOCABLE PROXY (this “Agreement”) is entered into as of March 25, 1015, by and between NAME OF THE HOLDERS and the undersigned stockholder or group of stockholders (hereafter referred to singularly as “Stockholder”) of BAKU HOLDINGS CORP , symbol BKUH, a Nevada Corporation, (the “Company”) and SOMERSET CAPITAL LTD (“Somerset”), a Colorado Corporation.
OFFICE COST SHARING AGREEMENTOffice Cost Sharing Agreement • October 1st, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Office Cost Sharing Agreement (the “Agreement “) entered into effective as of September 22, 2020 (the “Effective Date”), is by and between The OZ Corporation, a California corporation (“OZC”) and Bakhu Holdings, Corp., a Nevada corporation (“Bakhu”).
PATENT AND TECHNOLOGY SUBLICENSE AGREEMENTPatent and Technology Sublicense Agreement • April 27th, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Patent and Technology Sublicense Agreement (this “Agreement”) is entered into as of April 22, 2020 by and between among CBD Biotech, Inc., a California corporation (“Sublicensor”) and Integrity Cannabis Solutions, Inc., a Florida corporation (“Sublicensee”), and shall become Effective upon the Effective Date as defined below. Sublicensor and Sublicensee are sometimes hereinafter individually referred to as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO THE AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENTPatent and Technology License Agreement • July 13th, 2021 • Bakhu Holdings, Corp. • Patent owners & lessors
THIS SECOND AMENDMENT TO THE AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENT (this “Second Amendment”) is entered into as of July 12, 2021 (the “Second Amendment Date”), by and between CELL SCIENCE HOLDING LTD., a limited liability company organized and existing under the laws of the Republic of Cyprus, having its principal office at Panteli Katelari 18A, Agios Ioannis, Limassol, 3012 Cyprus (“Cell Science”), and BAKHU HOLDINGS, CORP., a Nevada corporation, having its principal office at One World Trade Center, Suite 130, Long Beach, CA 90831, United States (“Bakhu”).
PATENT AND TECHNOLOGY SUBLICENSE AGREEMENTPatent and Technology Sublicense Agreement • June 12th, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Patent and Technology Sublicense Agreement (this “Agreement”) is entered into as of January 5, 2020 (the “Effective Date”), by and between among Bakhu Holdings, Corp., a Nevada corporation (“Sublicensor”) and CBD Biotech, Inc., a California corporation (“Sublicensee”). Sublicensor and Sublicensee are sometimes hereinafter individually referred to as a “Party” and collectively as the “Parties.”
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • October 1st, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Assignment and Assumption Agreement (the "Agreement") is made and entered into as of September 22, 2020 (the "Effective Date") by and between The OZ Corporation, a California corporation ("OZC"), with its principal place of business at One World Trade Center, Suite 130, Long Beach, California 90831, Bakhu Holdings, Corp., a Nevada corporation ("Bakhu") with its principal place of business at One World Trade Center, Suite 130, Long Beach, CA 90831, and Bus Dev Centre, Inc., a Nevada Corporation ("BDC"), with its principal place of business at 3960 Howard Hughes Parkway, Suite 500, Las Vegas, NV 89169.
WARRANT TO PURCHASE COMMON STOCK OF BAKHU HOLDINGS, CORP.Warrant • March 5th, 2024 • Bakhu Holdings, Corp. • Patent owners & lessors • Nevada
THIS WARRANT (this “Warrant”) certifies that, for value received, _____________________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof and on or before the close of business on February 26, 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BAKHU HOLDINGS, CORP., a Nevada corporation (the “Company”), shares of the Company’s common stock, par value $0.001 (the “Warrant Shares”). The maximum number of shares that Holder may subscribe for and purchase from the Company pursuant to this Warrant will be determined by (1) adding the original principal amount of that certain Convertible Senior Secured Promissory Note of even date herewith issued by the Company to Holder (the “Convertible Note”), plus all interest paid or payable to Holder as of the date of exercise of this Warrant and (2) dividing that sum by the Exercise Price as defined i
GENERAL SECURITY AGREEMENTGeneral Security Agreement • March 5th, 2024 • Bakhu Holdings, Corp. • Patent owners & lessors • Nevada
THIS GENERAL SECURITY AGREEMENT (“Agreement”) entered into and effective as of the February 26, 2024 (the ‘Effective Date”), is entered into by, between, and among BAKHU HOLDINGS, CORP., a Nevada corporation (“Debtor”), and the several secured parties listed on Appendix A and signatories hereto on counterpart signature pages hereof (each, a “Secured Party,” and collectively, the “Secured Parties”), who are the holders of a series of promissory notes issued by Debtor and designated as the Convertible Senior Secured Promissory Notes in the aggregate principal amount of up to $20,000,000 (the “Notes”) issued pursuant to that certain Securities Purchase Agreement of even date herewith.
AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENTPatent and Technology License Agreement • January 14th, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Amended and Restated Patent and Technology License Agreement (the “Agreement”) is made effective as of December 31, 2019 (the “Effective Date”) by and between Cell Science Holding Ltd., a corporation organized under the laws of the Republic of Cyprus (“Licensor”), and Bakhu Holdings, Corp., a Nevada corporation (“Licensee”) (collectively, the “Parties,” or individually, a “Party”).
PROMISSORY NOTERevolving Note • December 7th, 2017 • Bakhu Holdings, Corp. • Gold and silver ores • Nevada
This Revolving Note (this “Note”) is between Bakhu Holdings, Corp (“Borrower”) a Nevada Corporation and Somerset Private Fund, Ltd. (“Lender”), a Colorado Corporation with offices and places of business in Colorado. This Note shall be governed under the laws of the State of Colorado and any disputes resulting from this Note will be settled in Colorado or Nevada courts, and both parties consent to the jurisdiction of Denver District, county, state and Federal courts as well as Nevada, Clark County, and Federal courts.
AGREEMENT, ASSIGNMENT, WAIVER AND ESTOPPELAgreement, Assignment, Waiver and Estoppel • October 1st, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
This Agreement, Assignment, Waiver and Estoppel (the “Agreement”) is entered into as of September 22, 2020 (the “Effective Date”), by and among:
FIRST AMENDMENT TO CONSULTING AGREEMENT AND WARRANTSConsulting Agreement and Warrants • September 14th, 2021 • Bakhu Holdings, Corp. • Patent owners & lessors
This First Amendment to Consulting Agreement and Warrants (this "First Amendment") is dated and effective as of September 11, 3021 (the “Effective Date”), and is entered into by and between Bakhu Holdings, Corp., a Nevada corporation (the “Company”) and Fourth and G Holdings, LLC a limited liability company organized under the laws of Delaware (the “Consultant”).
THIRD AMENDMENT TO INTEGRATED LICENSE AGREEMENTIntegrated License Agreement • February 3rd, 2022 • Bakhu Holdings, Corp. • Patent owners & lessors • California
This Third Amendment to Integrated License Agreement (the “January 2022 Amendment”) is entered into as of January 31, 2022 (the “Effective Date”), by and between Cell Science Holding Ltd., a limited liability company organized and existing under the laws of the Republic of Cyprus (“Cell Science”), having its principal office at Panteli Katelari 18A, Agios Ioannis, Limassol, 3012 Cyprus, and Bakhu Holdings, Corp., a Nevada corporation (“Bakhu”), having its principal office at One World Trade Center, Suite 130, Long Beach, CA 90831.
EFFICACY DEMONSTRATION LABORATORY AGREEMENTEfficacy Demonstration Laboratory Agreement • June 12th, 2020 • Bakhu Holdings, Corp. • Gold and silver ores • California
THIS EFFICACY DEMONSTRATION LABORATORY AGREEMENT (this “Agreement”) is entered into this 10th day of June, 2020, to memorialize and document an arrangement, understanding, and agreement by and between BAKHU HOLDINGS, CORP., a Nevada corporation (“Bakhu”), and THE OZ CORPORATION, a California corporation (“OZ”), that commenced on and as of May 1, 2020 (the “Effective Date”), on the following:
FIRST AMENDMENT OF AMENDMENT TO THE AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENTPatent and Technology License Agreement • January 11th, 2022 • Bakhu Holdings, Corp. • Patent owners & lessors
This First Amendment (this "First Amendment") of the Amendment to the Amended and Restated Patent and Technology License Agreement is entered into as of February 8, 2021 (the “Effective Date”), by and between CELL SCIENCE HOLDING LTD., a limited liability company organized and existing under the laws of the Republic of Cyprus, having its principal office at Panteli Katelari 18A, Agios Ioannis, Limassol, 3012 Cyprus (“Cell Science”), and BAKHU HOLDINGS, CORP., a Nevada corporation, having its principal office at One World Trade Center, Suite 130, Long Beach, CA 90831, United States (“Bakhu”).
