0001493152-21-002306 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 2nd, 2021 • Quantum Materials Corp. • Metal mining • California

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 26, 2021, by and among Quantum Materials Corp., a Nevada corporation (the “Company”), and Pasaca Capital Inc., a Nevada corporation (as further defined below, “Purchaser”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • February 2nd, 2021 • Quantum Materials Corp. • Metal mining • Texas

This Distribution Agreement (the “Agreement”), effective as of the date of January 26, 2020 (the “Effective Date”), by and between Quantum Materials Corp., a Nevada corporation (“QMC”), and Pasaca Capital Inc., a Nevada corporation (“Pasaca”). Both QMC and Pasaca may be referred to individually as a “Party” and collectively as the “Parties.”

SECURITIES PURCHASE AND FINANCING AGREEMENT
Securities Purchase and Financing Agreement • February 2nd, 2021 • Quantum Materials Corp. • Metal mining • California

This SECURITIES PURCHASE AND FINANCING AGREEMENT (the “Agreement”), dated as of January 26, 2021, is made by and among Quantum Materials Corp., a Nevada corporation (the “Company”), and Pasaca Capital Inc., a Nevada corporation (“Pasaca”), and the investors listed on the Schedule of Investors attached hereto and as amended from time to time by Pasaca (individually, “Investor” and collectively, “Investors”). Pasaca or its designee(s) may be Investors.

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