Exhibit 10.1


 


STOCK PURCHASE AGREEMENT


 


This Stock Purchase Agreement (“Agreement”), dated
March 8, 2021 (“Effective Date”), is by and between LOGIQ, Inc. (the “Company”) and __________
(“Investor”).


 


		1.	The Company and Investor are executing and delivering this Agreement in reliance upon: (i) a Registration Statement and Base
Prospectus filed with the United States Securities and Exchange Commission (“Commission”) on August 17, 2020 on Form
S-3; and (ii) a Prospectus Supplement to be filed with the Commission on or about March 10, 2021 pursuant to Rule 424(b)(5), with
both documents bearing Registration Number 333-248069;



 


		2.	The parties desire that, upon the terms contained in this Agreement, the Company shall issue and sell to Investor and Investor
shall purchase for $500,000 ("Purchase Price") 100,000 registered shares of common stock of the Company (“Shares”).



 


		3.	Closing Date. The “Closing Date” shall be the date that the Purchase Price is transmitted by wire transfer or otherwise
credited to or for the benefit of the Company. The consummation of the transaction set forth in this Agreement (“Closing”)
shall take place at any location agreed to between the parties and upon the satisfaction or waiver of all conditions to Closing
set forth in this Agreement.



 


		4.	Closing. On the Closing Date Investor shall purchase and the Company shall sell the Shares to Investor.



 


		5.	Purchased Shares. On the Closing Date, or as directed by Investor, the Company shall issue and deliver the Shares to Investor.



 


		6.	Status of the Company and Matters Related to this Agreement



 


		a.	Due Incorporation. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of
the jurisdiction of its incorporation and has the requisite corporate power to own its properties and to carry on its business
as presently conducted. The Company is duly qualified as a foreign corporation to do business and is in good standing in each jurisdiction
where the nature of the business conducted , or property owned by it, makes such qualification necessary, other than those jurisdictions
in which the failure to so qualify would not have a Material Adverse Effect. For purposes of this Agreement, a “Material
Adverse Effect” shall mean a material adverse effect on the financial condition, results of operations, prospects, properties
or business of the Company and its Subsidiaries taken as a whole. For purposes of this Agreement, “Subsidiary” means
any corporation which more than 30% of the outstanding capital stock having (in the absence of contingencies) ordinary voting power
to elect a majority of the Company’s Board of Directors (“Board”). As of the Closing Date, each Subsidiary of
the Company is set forth on Schedule 6(a) to this Agreement.



 


		b.	Outstanding Stock. All issued and outstanding shares of common stock of the Company and any Subsidiary have been duly authorized
and validly issued and are fully paid and non-assessable.



 






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		c.	Authority; Enforceability. This Agreement has been duly authorized, executed and delivered by the Company. The Company has
full corporate power and authority necessary to deliver this Agreement and to perform the obligations set forth in this Agreement.



 


		d.	Capitalization and Additional Issuances of Common Stock. As of the date of this Agreement, the authorized and outstanding number
of shares of common stock of the Company (not including the Shares) is set forth on Schedule 6(d) to this Agreement. There are
no outstanding agreements or preemptive or similar rights affecting the common stock of the Company and no outstanding rights,
warrants or options to acquire, or instruments convertible into or exchangeable for, or agreements or understandings with respect
to the sale or issuance of any common stock of the Company or other equity interest in the Company except as described on Schedule
6(d) to this Agreement. The common stock, options, warrants, agreements and other rights to acquire equity of the Company is set
forth on Schedule 6(d) to this Agreement. The only officer, director, employee and consultant stock option or stock incentive plan
in effect or contemplated by the Company as of the date of this Agreement is described on Schedule 6(d) to this Agreement.



 


		e.	Consents. No consent, approval, authorization or order of any court, governmental agency, or body or arbitrator having jurisdiction
over the Company or any Subsidiary, the OTC Markets Group, Inc. or the Company's shareholders is required for the sale of the Shares
in accordance with this Agreement.



 


		f.	Stop Orders. There are no stop orders in effect from the United States Securities and Exchange Commission (“Commission”)
or any state securities commission or any other regulatory authority of any stop order or of any order preventing or suspending
any offering of the common stock of the Company, or of the suspension of the qualification of the common stock of the Company for
offering or sale in any jurisdiction or the initiation of any proceeding for any such purpose. If any such stop order is issued,
the Company will promptly notify Brown Stone.



 


		g.	Books and Records. From the date of this Agreement and until the Closing, the Company shall keep records and books of account
in which full, true and correct entries will be made of all dealings or transactions in relation to its business and affairs in
accordance with generally accepted accounting principles applied in the United States on a consistent basis.



 


		h.	Governmental Authorities. From the date of this Agreement and until the Closing, the Company shall duly observe and conform
in all material respects to all valid requirements of governmental authorities relating to the conduct of its business, properties
and assets.



 






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		7.	Miscellaneous.



 


Notices . All notices, requests and demands to or
upon a party to this Agreement (“Notice”), to be effective, shall be in writing and shall be sent: (i) certified or
registered mail, return receipt requested; (ii) by personal delivery against receipt; (iii) by overnight courier; or (iv) by email
and shall be deemed to have been validly served, given delivered and received: (x) on the date indicated on the receipt, when delivered
by personal delivery against receipt or by certified or registered mail; (y) one business day after deposit with an overnight courier;
or (z) in the case of email notice, when sent. Notices shall be addressed as follows:


   

LOGIQ INC.

85 Broad Street, 16-079

New York, NY 10004

Attn: _____________________

Email: _____________________

   

INVESTOR


_____________________


_____________________


_____________________


Attn: _____________________

Email: _____________________


 


a.       Counterparts
and Execution. This Agreement may be executed in any number of counterparts and by the different signatories to this Agreement
on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute
one and the same instrument. This Agreement may be delivered by facsimile or email transmission.


 




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The parties have executed this Agreement as of the Effective
Date.


 


	LOGIQ, INC.	 
	 	 
	By: 	 	 
	Printed Name:  	Brent Suen	 
	Title:  	President	 


  


	INVESTOR:	 
	 	 
	By:	 	 
	Printed Name: 	 	 
	Title:	 	 


 


 


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