Lexaria Bioscience Corp.: Exhibit 10.10 - Filed by newsfilecorp.com






MANAGEMENT SERVICES AGREEMENT 

THIS AGREEMENT dated for reference the 1st
day of December 2016. 

BETWEEN:


	
      Lexaria Bioscience Corp.., a company duly
      incorporated under the laws of the Province of British Columbia and having
      its office at 156 Valleyview Rd, Kelowna BC Canada V1X 3M4 

	 
	(hereinafter referred to as the “Company”)




OF THE FIRST PART 

AND 


	CAB Financial Services Ltd of 1924 Birkdale Avenue,
      Kelowna British Columbia, V1P 1R7 
	 
	(hereinafter referred to as "CAB")




WHEREAS:

	A. 	
      The Company wishes to employ CAB as its Chief Executive
      Officer and to provide management Services to it on the terms and
      conditions hereinafter set forth.

	 	 
	B. 	
      CAB has agreed to provide the Services to the Company on
      the terms and conditions set out in this Agreement. This Agreement dated
      December 1, 2016, supersedes previous agreements dated November 27, 2008
      and December 1, 2014.



NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of
the premises and of the covenants and agreements hereinafter contained the
parties hereto have agreed as follows: 

	1. 	
      ENGAGEMENT OF SERVICES

	 	 
	1.1. 	
      The Company hereby engages CAB to provide management
      Services as an independent contractor to the Company under the direction
      of the Company’s Board of Directors; and

	 	 
	1.2. 	
      CAB hereby agrees to perform the following duties
      required of him in accordance with the terms of this agreement
    namely:




	 	(a) 	
      Co-manage with the President the development and
      expansion of the Company’s new and existing product pipeline based on its
      current proprietary technologies, and implementing new technologies as
      they become available;

	 	 	 
	 	(b) 	
      Collaborate to maintain and develop the Company’s
      corporate/investor outreach materials as needed including overall
      corporate messaging through direct creation and development of corporate
      presentations, powerpoints, websites, shareholder and community
      communications, business plans, fact sheets, etc;

	 	 	 
	 	(c) 	
      Identify and evaluate opportunities for capital raising
      and/or strategic collaboration with suitable third-parties at appropriate
      points in time for the Company, including research, plan, propose, execute
      and close approved projects, acquisitions, mergers and partnerships, as
      well as locate and cultivate finance sources, all of which create value
      for the Company;



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	 	(d) 	
      Co-Manage with the President, PoViva Tea, (a 51%-owned US
      subsidiary of Lexaria Corp) regarding PoViva’s operations and assist in
      the management and execution of its development including evaluating and
      implementing supply chain efficiencies and facilitating distribution and
      sales growth across all ViPova product lines;

	 	 	 
	 	(e) 	
      Co-Manage with the President, Lexaria CanPharm Corp (a
      100% owned Canadian subsidiary of Lexaria Corp) employees, junior
      executives and CABs in their regular needs and duties; and day-to-day
      operations that are currently focused on business pursuits within
      Canada.




	 	(f) 	
      Temporarily fulfill the role of the CFO, to evaluate,
      manage and communicate with various state, provincial and federal
      regulatory bodies that have oversight of the company, this role to end at
      such time as an appropriate new CFO is located;

	 	 	 
	 	(g) 	
      General Services. CAB shall serve the Company (and/or
      such subsidiary or subsidiaries of the company as the Company may from
      time to time require) in such consulting capacity or capacities as may
      from time to time be determined by resolution of the Board of Directors or
      senior management of the Company and shall perform such duties and
      exercise such powers as may from time be determined by resolution of the
      Board of Directors, as an independent contractor. CAB will work as needed
      with lawyers, partners, shareholders and other stakeholders as required by
      the Company.. CAB shall fulfill all duties expected of a chief executive
      officer of a biotechnology/bioscience company, including sourcing and/or
      negotiation of financial proposals and corporate financings; strategic
      corporate and financial planning; management of all the overall business
      operations; communications with shareholders; negotiation and management
      of agreements; and any other duties that should be reasonably expected by
      and at the pleasure of the Board of Directors (together with all other
      items within Section 1.2, the “Services”).




	2. 	
      TERM




	2.1. 	
      The initial term of this Agreement shall be for a period
      of two (2) years, commencing as of the 1st day of December 2016 and
      continuing month to month thereafter with all terms in effect unless and
      until terminated as hereinafter provided.




	3. 	
      SERVICES




	3.1 	
      CAB agrees to perform the Services contracted hereunder
      including the following:




	 	(a) 	
      to carry out all functions associated with the Services
      to the best of his skill and ability for the benefit of the
  Company;

	 	 	 
	 	(b) 	
      to carry out the Services in a timely manner;

	 	 	 
	 	(c) 	
      to act, at all times during the term of this Agreement,
      in the best interests of the Company; and



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	 	(d) 	
      to use his best endeavors to preserve the goodwill and
      reputation of the Company and the relationship between the Company and its
      shareholders.




	4. 	
      REMUNERATION




	4.1. 	
      The Company shall pay to CAB for all Services rendered
      hereunder:

	 	 
	4.2. 	
      the sum of Twelve Thousand US Dollars ($12,000.00) per
      month, plus GST, payable on the 1st day of each month (the “ Monthly
      Fee”);

	 	 
	4.3. 	
      CAB’s out of pocket expenses incurred on behalf of the
      Company. In respect of expenses, CAB shall provide statements and vouchers
      to the Company as and when required by it.

	 	 
	4.4. 	
      CAB will be entitled to receive a performance related
      bonus on the same terms and conditions as for persons participating in any
      bonus plan that may be established and approved by the Company’s board of
      Directors. Any bonus payable to CAB will be at the sole discretion of the
      Company’s Board of Directors, acting reasonably.

	 	 
	4.5. 	
      CAB is also eligible to participate in the as-yet
      uncreated Lexaria profit sharing plan that will be extended as soon as
      possible to all employees and managerial CABs, provided he is a contracted
      CAB when this anticipated profit sharing plan goes effective.

	 	 
	4.6. 	
      During the first twelve (12) months after signing; for
      combined Lexaria Energy and ViPova products and including all combined
      sales efforts and/or technology licensing revenues, achieving
      non-refundable revenues of US$200,000 to any single customer in any
      consecutive 60-day period would result in a restricted common share award
      of 100,000 Company shares; and, after the first twelve (12) months after
      signing and expiring twenty- four (24) months after signing; for combined
      Lexaria Energy and ViPova products and including all sales efforts,
      achieving non-refundable revenues of US$200,000 to any single customer in
      any consecutive 60-day period would result in a restricted common share
      award of 50,000 Company shares; this clause limited to one payment per
      customer during the 24-month period, but payable on each customer that
      meets these sales/licensing thresholds;

	 	 
	4.7. 	
      During the first twelve (12) months after signing; for
      combined Lexaria Energy and ViPova products and including all combined
      sales efforts and/or technology licensing revenues, achieving
      non-refundable revenues of US$500,000 in any fiscal quarter would result
      in a restricted common share award of 200,000 Company shares; and, after
      the first twelve (12) months after signing and expiring twenty-four (24)
      months after signing; for combined Lexaria Energy and ViPova products and
      including all sales efforts, achieving non- refundable revenues of
      US$500,000 in any fiscal quarter would result in a restricted common share
      award of 100,000 Company shares; this clause limited to one payment per
      fiscal quarter;

	 	 
	4.8. 	
      During the time this Agreement remains in effect, for
      each new provisional patent application substantially devised by CAB and
      successfully created, written and filed with the US Patent Office for
      Company-owned intellectual property, a restricted common share award of
      250,000 Company shares, this clause not limited to frequency of payment
      but each patent application to be approved by the Board of Directors of
  the Company, in advance; 



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	4.9. 	
      Sections 4.6, 4.7, and 4.8, above, collectively or
      individually, are defined as “Milestone
Payments”.



If so requested by CAB and through calculation with and CAB’s
approval at the time of any and each award, all restricted common share awards
mentioned in this Agreement shall be subject to a reduction in the number of
restricted common shares issued to CAB per grant to be paid instead as cash
proportional to the tax liability to be incurred by CAB at the time of the
award. The Company would withhold from payment to CAB that fraction of
restricted common shares in each of the paragraphs in Section 3, above, that
would correspond with the federal and provincial income tax payments otherwise
payable by CAB specifically with respect to each award only, and CAB agrees that
such a hybrid payment of cash and restricted common shares would fulfill the
obligations of the Company with respect to each affected award. The intent of
this partial cash payment would be to provide cash compensation to CAB in the
proportionate amount of each restricted common share award and it is expressly
agreed that it remains the sole responsibility of CAB to remit all amounts due
to Provincial and Federal tax authorities. This provision does not conflict with
nor negate the validity of Section4.6, 4.7, or 4.8. 

	5. 	
      TERMINATION




	5.1. 	
      This Agreement may be terminated by either party at any
      time by two (2) months notice in advance, in writing given by CAB to the
      Company, or by the Company to CAB.

	 	 
	5.2. 	
      The Company may terminate this Agreement at any time,
      without further obligation to CAB if:




	 	(a) 	
      CAB breaches any of the terms and conditions of this
      Agreement;

	 	 	 
	 	(b) 	
      The Company provides a lump sum termination break fee
      payment to CAB in the amount equal to 12 times the Monthly Fee plus
      GST.




	5.3. 	
      If this Agreement is terminated by either party or any
      successor company or person, within 90 days of a Change of Control,
      excluding termination under section 5.2(a) herein, CAB shall receive the
      payment under section 5.2.(b), plus an additional payment in the amount
      equal to 12 times the Fee. A “Change of Control” means the of any of the
      following events:




	 	(a) 	
      If any individual, partnership, company, society, or
      other legal entity (a ”Person”), alone or together with any other Persons
      with whom it is acting jointly or in concert, becomes the beneficial owner
      of, or acquires the power to exercise control or direction over, directly
      or indirectly, such securities (or securities convertible into, or
      exchangeable for, securities) entitled to more than fifty percent (50%) or
      more of the votes exercisable by holders of the then-outstanding
      securities generally entitled to vote for the election of directors
      (“Voting Stock”) of the company or if any Persons that previously were not
      acting jointly or in concert commence acting jointly or in concert and
      together beneficially own, or have the power to exercise control or
      direction over, securities entitled to more than fifty percent (50%) or
      more of the votes exercisable by holders of voting stock, nor have rights
of conversion which, if exercised, would permit such Persons to own or control
such a percentage of votes; 



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	 	(b) 	
      The Company is merged, amalgamated or consolidated into
      or with another Person and, as a result of such business combination,
      securities entitled to more than fifty percent (50%) of the votes,
      exercisable by holders of the Voting Stock of the Company or of such
      Person into which the Voting Stock of the Company is converted in or
      immediately after such transaction are held by a Person alone or together
      with any other persons with whom it is acting jointly or in concert and
      such Person, together with those with whom it is acting jointly or in
      concert, held securities representing less than fifty percent ;(50%) of
      the votes exercisable by the holders of the Voting Stock of the Company
      immediately prior to such transaction;

	 	 	 
	 	(c) 	
      The capital of the Company is reorganized and, as a
      result of such reorganization, securities entitled to more than fifty
      percent (50%) of the votes exercisable by the holders of the Voting Stock
      of the Company upon or immediately after such reorganization are held by a
      Person alone or together with any other Persons with whom it is acting
      jointly or in concert and such Person, together with those with whom it is
      acting jointly or in concert, held securities representing less than fifty
      percent (50%) of the votes exercisable by the holders of the Voting Stock
      of the Company immediately prior to such reorganization.

	 	 	 
	 	(d) 	
      The Company sells or otherwise transfers all or
      substantially all of its assets to another Person and immediately
      following such sale or transfer securities entitled to more than fifty
      percent (50%) of the votes exercisable by the holders of the Voting Stock
      of the acquiring Person are held by a Person that alone or together with
      any other Person or Persons with whom it is acting jointly or in concert,
      and such person, together with those with whom it is acting jointly or in
      concert, held securities representing less than fifty percent (50%) of the
      votes exercisable by holders of the Voting Stock of the Company
      immediately prior to such transaction; or

	 	 	 
	 	(e) 	
      During any period of two consecutive years, individuals
      (“Incumbent Directors”) who at the beginning of any such period constitute
      the directors of the Company cease for any reason to constitute at least a
      majority thereof. For the purposes of this clause
  (5.3.(e)):




	 	i. 	
      Each director who, during any such period, is elected or
      appointed as a director of the Company with the approval of at least a
      majority of the Incumbent Directors will be deemed to be an Incumbent
      Director;

	 	 	 
	 	ii. 	
      An “Incumbent Director” does not include a director,
      elected or appointed pursuant to an agreement (in respect of such election
      or appointment) with another Person that deals with the Company at arm’s
      length, or as part of or related to an amalgamation, a merger or a
      consolidation of the Company into or with another person, a reorganization
      of the capital of the Company or the acquisition of the Company as a
      result of which securities entitled to less than fifty (50%) percent of
      the votes exercisable by holders of the then-outstanding securities
      entitled to Voting Stock of the Company is converted on or immediately
      after such transaction are held in the aggregate by Persons who were
      holders of Voting Stock of the Company immediately prior to such
      transaction; and

	 	 	 
	 	iii. 	
      References to the Company shall include successors to the
      Company as a result of any amalgamation, merger, consolidation or
      reorganization of the Company into or with another body corporate or other
      legal Person.



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	6. 	
      NOTICE




	6.1. 	
      Any notice to be given under this Agreement shall be in
      writing and shall be deemed to have been given if delivered to, or sent by
      prepaid registered post addressed to, the respective addresses of the
      parties appearing on the first page of this Agreement (or to such other
      address as one party provides to the other in a notice given according to
      this paragraph). Where a notice is given by registered post it shall be
      conclusively deemed to be given and received on the fifth day after its
      deposit in a Canada post office any place in
Canada.




	7. 	
      TAXES




	7.1 	
      CAB shall be responsible for the payment of its income,
      capital gains and all other taxes and other remittances including but not
      limited to any form of insurance as shall be required by any governmental
      entity (including but not limited to health insurance and federal and
      state or provincial income taxes), though not including Director’s and
      Officer’s insurance which is paid for and provided by the Company, with
      respect to compensation paid by the Company to CAB, and nothing in this
      Agreement implies or creates a relationship of employment. CAB agrees to
      indemnify the Company for any tax, insurance or other remittance CAB fails
      to make and which the Company may be obligated to pay.





	8. 	
      MISCELLANEOUS

	 	 
	8.1 	
      This Agreement may not be assigned by either party
      without the prior written consent of the other.

	 	 
	8.2 	
      The titles of headings to the respective paragraphs of
      this agreement shall be regarded as having been used for reference and
      convenience only.

	 	 
	8.3 	
      This Agreement shall enure to the benefit of and be
      binding upon the parties hereto and their respective heirs, executors,
      administrators, successors and permitted assigns.

	 	 
	8.4 	
      This Agreement shall be governed by and interpreted in
      accordance with the laws of British Columbia, Canada.

	 	 
	8.5 	
      Expenses. CAB shall be reimbursed for all
      travelling and other expenses actually and properly incurred by it in
      connection with its duties hereunder, not including commuting to the
      office that is the normal place of business. For all such expenses CAB
      shall furnish to the Company statements, receipts and vouchers for such
      out-of-pocket expenses on a monthly basis. CAB is pre-authorized to
      incur up to $7,500 per month, cumulatively, in relevant expenses.
      Amounts over $7,500 per month must be pre-approved by management of
      the Company or will be disallowed. Both parties recognize that as the
      financial condition of the Company improves or deteriorates, this amount
      may be increased or decreased without making changes to this document,
      provided the Company makes CAB aware of the changed amount.

	 	 
	8.6 	
      CAB shall not, either during the continuance of its
      contract hereunder or at any time thereafter, disclose the private affairs
      of the Company and/or its subsidiary or subsidiaries, or any secrets
    or intellectual property of the Company (together or separately
and as described below, “Proprietary Information”) and/or its subsidiary
or subsidiaries, to any person other than the Directors of the Company and/or
its subsidiary or subsidiaries or for the Company's purposes and shall not
(either during the continuance of its contract hereunder or at any time
thereafter) use for its own purposes or for any purpose other than those of the
Company any information it may acquire in relation to the business and affairs
of the Company and/or its subsidiary or subsidiaries, unless required by
law.



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	8.7 	
      Proprietary Information as that term is used
      herein shall consist of the following:




	 	a) 	
      all knowledge, data and information which CAB may acquire
      from the documents and information disclosed to it by the Company, its
      employees, attorneys, consultants, independent contractors, clients or
      representatives whether orally, in written or electronic form or on
      electronic media including, by way of example and not by limitation, any
      products, customer lists, supplier lists, marketing techniques, technical
      processes, formulae, inventions or discoveries (whether patentable or
      not), innovations, suggestions, ideas, reports, data, patents, trade
      secrets and copyrights, made or developed by the Company and related data
      and information related to the conduct of the business of the
    Company.

	 	 	 
	 	b) 	
      Proprietary Information shall also include discussions
      with officers, directors, employees, independent contractors, attorneys,
      consultants, clients, finance sources, customers or representatives and
      the fact that such discussions are taking place.

	 	 	 
	 	c) 	
      Proprietary Information shall not be directly or
      indirectly disclosed to any other person without the prior written
      approval of the Company.

	 	 	 
	 	d) 	
      Proprietary Information may not be used during the period
      of this contract nor thereafter, for the betterment of any other
      commercial enterprise, company, project or person without the prior
      written approval of the Company.

	 	 	 
	 	e) 	
      Proprietary Information shall not include matters of
      general public knowledge, information legally received or obtained by CAB
      from a third party or parties without a duty of confidentiality, and
      information independently known or developed by CAB without the assistance
      of the Company.




	8.8 	
      CAB shall well and faithfully serve the Company or any
      subsidiary as aforesaid during the continuance of its contract hereunder
      and use its best efforts to promote the interests of the Company. At all
      times CAB will maintain a high degree of professionalism and integrity as
      would be expected in keeping with his senior executive role as President.
      CAB reserves the right to refuse any request from the Company which may,
      in his reasonable opinion, violate either Federal or State Laws in either
      the United States or Canada.

	 	 
	8.9 	
      This Agreement may be terminated forthwith by the Company
      or CAB without notice if either party breaches the Agreement. A breach may
      include, but is not limited to, the following:




	 	a) 	
      The Company or CAB shall commit any material breach of
      any of the provisions herein contained; or

	 	 	 
	 	b) 	
      The Company or CAB shall be guilty of any misconduct or
      neglect in the discharge of its duties hereunder; or

	 	 	 
	 	c) 	
      The Company or CAB shall become bankrupt or make any
      arrangements or composition with its creditors; or

	 	 	 
	 	d) 	
      CAB shall become of unsound mind or be declared
      incompetent to handle his own personal affairs; or



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	 	(e) 	
      The Company or CAB shall be convicted of any criminal
      offence other than an offence which, in the reasonable opinion of the
      Board of Directors of the Company, does not affect his/their position as a
      CAB or a director of the Company.



This Agreement may also be terminated by either party upon
sixty (60) days written notice to the other. Should the Company terminate this
agreement for a reason not enumerated in items 10(a), 8.9(b), 8.9(c), 8.9(d), or
8.9(e), CAB will be entitled to all Milestone Payments, as they relate to
transactions which were in process but had not yet closed at the date of his
termination, to which he would have otherwise been entitled for a period of 60
days after the date of his notice of termination. 

	
      8.10
      	
      In the event this Agreement is terminated by reason of
      default on the part of CAB or the written notice of the Company, then at
      the request of the Board of Directors of the Company, CAB shall forthwith
      resign any position or office which he then holds with the Company or any
      subsidiary of the Company. The provisions of Sections on Proprietary
      Information and on Confidentiality shall survive the termination or
      expiration of this Agreement. 

	
      
	
  

	
    8.10 	
      Upon Termination or expiration of this Agreement, for any
      reason, CAB shall do the following: CAB must return to Lexaria
      immediately, all correspondence, information, reports, emails, phone
      recordings or transcripts, notes, CAB contact information and all other
      materials related to the work performed for Lexaria including all
      Proprietary Information during the contract period.





	 	a) 	
      All such materials and information as referred to in
      Section 12, above, are the exclusive property of the Company. After
      returning, transmitting or otherwise sending such information to Lexaria,
      CAB must destroy any and all remaining copy (ies) or records of
    same.

	 	 	 
	 	b) 	
      All such materials and information as referred to in
      Section 12 were obtained during the time of the paid contract with
      Lexaria, and may not be shown, lent, given, discussed or in any way
      disclosed with or to any other party as per the terms of the contract. The
      Proprietary Information CAB gained or had access to during the period of
      the contract is the exclusive property of Lexaria Corp, and the provisions
      governing such proprietary information survives the termination of this
      Consulting Agreement.




	
      8.11 
	
      The Company is aware that CAB is independent and may have
      and may continue to have financial, management or business interests in
      other companies. The Company agrees that CAB may continue to devote time
      to such outside interests, provided that such interests do not conflict
      with or hinder CAB’s ability to perform his duties under this Agreement.
      

	
       
	
      

	
      8.12 
	
      The services to be performed by CAB pursuant hereto are
      personal in character, to be performed by Mr. Chris Bunka, and neither
      this Agreement nor any rights or benefits arising thereunder are
      assignable by CAB without the previous written consent of the Company.
    

	
       
	
      

	
      8.13 
	
      With the exception of any previously granted options or
      restricted stock, any and all previous agreements, written or oral,
      between the parties hereto or on their behalf relating to the agreement
      between CAB and the Company are hereby terminated and cancelled and each
      of the parties hereto hereby releases and forever discharges the other
      party hereto of and from all manner of actions, causes of action, claims
      and demands whatsoever under or in respect of any such previous
      agreements. 

	
       
	
      

	
      8.14 
	
      Any notice in writing or permitted to be given to CAB
      hereunder shall be sufficiently given if delivered to CAB personally or
      mailed by registered mail, postage prepaid, addressed to CAB at the
      address on the front of this Agreement. Provided any such notice is mailed
      via guaranteed overnight delivery, as aforesaid shall be deemed to have
      been received by CAB on the first business day following the date of mailing. Any notice in
writing required or permitted to be given to the Company hereunder shall be
given by registered mail, postage prepaid, addressed to the Company at the
address shown on page 1 hereof. Any such notice mailed as aforesaid shall be
deemed to have been received by the Company on the first business day following
the date of mailing provided such mailing is sent via guaranteed overnight
delivery. Any such address for the giving of notices hereunder may be changed by
notice in writing given hereunder. 



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      8.15 
	
      The provisions of this Agreement shall inure to the
      benefit of and be binding upon CAB and the successors and assigns of the
      Company. For this purpose, the terms "successors" and "assigns" shall
      include any person, firm or corporation or other entity which at any time,
      whether by merger, purchase or otherwise, shall acquire all or
      substantially all of the assets or business of the Company. 

	
       
	
      

	
      8.16 
	
      Every provision of this Agreement is intended to be
      severable. If any term or provision hereof is illegal or invalid for any
      reason whatsoever, such illegality or invalidity shall not affect the
      validity of the remainder of the provisions of this Agreement. 

	
       
	
      

	
      8.17 
	
      This Agreement is being delivered and is intended to be
      managed from the Province of British Columbia and shall be construed and
      enforced in accordance with, and the rights of the parties shall be
      governed by, the laws of such Province. Similarly no provision within this
      contract is deemed valid should it conflict with the current or future
      laws of the United States of America or current or future regulations set
      forth by the United States Securities and Exchange Commission, the British
      Columbia Securities Commission, or the Ontario Securities Commission. This
      Agreement may not be changed orally, but only by an instrument in writing
      signed by the party against whom or which enforcement of any waiver,
      change, modification or discharge is sought. 

	
       
	
      

	
      8.18 
	
      This Agreement and the obligations of the Company herein
      are subject to all applicable laws and regulations in force at the local,
      State, Province, and Federal levels in both Canada and the United States.
      In the event that there is an employment dispute between the Company and
      CAB, CAB agrees to allow it to be settled according to applicable Canadian
      law in an applicable British Columbia jurisdiction. 

	
       
	
      

	
      8.19 
	
      The securities referred to herein will not be or have not
      been registered under the United States Securities Act of 1933, as
      amended, and may not be offered or sold in the United States absent
      registration or an applicable exemption from registration requirements.
      Any and all potential or actual common share award or stock option awards
      will be in compliance with all applicable regulations in the USA and
      Canada. The securities issued will be subject to a hold period in Canada
      of not less than four months and one day, or for any resales possible into
      the USA under Rule 144, not less than six months and one day. Hold periods
      may be longer if regulations so stipulate. 

	
       
	
      

	
      8.20 
	
      This contract will expire on December 1, 2018 unless
      renewed or extended by mutual written consent of both parties prior to
      that date and can further serve as a month-to-month agreement after that
      date if both parties so agree at that time. 

	
       
	
      

	
      8.21 
	
      CAB understands and agrees that his name and likeness
      will be announced and widely circulated with regards to his executive role
      with the Company. His name will be disseminated through such avenues as
      press releases, websites, or other media; and in personal meetings and
      appearances and public events. CAB understands that as a publicly traded
      entity, the Company has certain transparency obligations to its
      shareholders, stock exchanges, and other regulatory bodies, and has legal
      obligations to disclose CAB’s initial and ongoing relationship with the
      Company during the normal course of business.. 



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IN WITNESS WHEREOF the parties have executed this
Agreement the day and year first above written. 

	  	 	) 	 	 
	Lexaria Bioscience Corp: 	 	) 	 	 
	  	 	) 	 	 
	  	 	) 	 	 
	 	 	) 	 	 
	Authorized Signatory 	 	) 	 	 
	  	 	) 	 	 
	  	 	  	 	 
	  	 	  	 	 
	  	 	  	 	 
	  	 	  	 	 
	  	 	) 	 	 
	Signed in the presence of: 	 	) 	 	 
	  	 	) 	 	 
	  	 	  	 	 
	  	 	  	 	 
	  	 	  	 	 
	  	 	  	 	 
	  	 	) 		 
	Name 	 	) 	CAB Financial Services Ltd 	 
	  	 	) 	(Chris Bunka) 	 
	Address 	 	) 	 	 
	  	 	) 	 	 
	  	 	) 	 	 
	  	 	) 	 	 


- 10 -