0001594062-20-000036 Sample Contracts

Broker-Dealer Agreement
Broker-Dealer Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels)

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between BRAZIL POTASH CORP. (“Client”) an Ontario, Canada Corporation, and Dalmore Group, LLC., a New York Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective of January 17, 2020 (the “Effective Date”):

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CONSULTING AGREEMENT
Consulting Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario

BRAZIL POTASH CORP., a body corporate duly incorporated under the laws of Ontario, Canada, and having an office at 65 Queen Street West, Suite 805, Toronto, Ontario, M5H 2M5

INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario

BRAZIL POTASH CORPORATION, a body corporate duly incorporated under the laws of Ontario, Canada, and having an office at 65 Queen Street West, Suite 805, Toronto, Ontario, M5H 2M5

AMENDMENT TO INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels)
AMENDMENT TO INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels)

BRAZIL POTASH CORP. a body corporate duly incorporated under the laws of Ontario, Canada and having an office at 65 Queen Street West, Suite 805, Toronto, Ontario, M5H 2M5

AMENDMENT TO INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels)

BRAZIL POTASH CORP. a body corporate duly incorporated under the laws of Ontario, Canada, and having an office at 65 Queen Street West, Suite 805, Toronto, Ontario, M5H 2M5

INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario

BRAZIL POTASH CORP., a body corporate duly incorporated under the laws of Ontario, and having an office at 65 Queen Street West, 8th Floor, Toronto, Ontario, M5H 2M5

INDEPENDENT CONTRACTOR AGREEMENT THIS AGREEMENT is made as of the 1st day of October, 2009
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario

BRAZIL POTASH CORP., a body corporate duly incorporated under the laws of Ontario, and having an office at 65 Queen Street West, 8th Floor, Toronto, Ontario, M5H 2M5

AMENDMENT TO INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels)

BRAZIL POTASH CORP. a body corporate duly incorporated under the laws of Ontario, Canada, and having an office at 65 Queen Street West, Suite 805, Toronto, Ontario, M5H 2M5

STOCK OPTION PLAN - OPTION AGREEMENT
Stock Option Plan - Option Agreement • May 5th, 2020 • Brazil Potash Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario

This Option Agreement is entered into between Brazil Potash Corp. (the "Company") and the Optionee named below pursuant to the Stock Option Plan (the "Plan"), a copy of which is attached hereto, and confirms that:

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