Lexaria Corp.: Exhibit 10.1 - Filed by newsfilecorp.com






Exhibit 10.1

AMENDMENT TO PURCHASE AGREEMENT 

THIS AMENDMENT (the “Amendment”) is to a PURCHASE
AGREEMENT (the “Agreement”) that was dated and executed as of October 27, 2008,
and a Debt Settlement Agreement dated and executed on July 9, 2009 that was
entered into by and among Lexaria Corp., a Nevada corporation with headquarters
located at #950-1130 West Pender Street, Vancouver, British Columbia Canada V6E
4A4 (the “Company”), and C.A.B. Financial Services Ltd of #205 – 171 Commercial
Drive, Kelowna BC V1X 7W2, and any additional purchasers who executed the
Agreement.

W I T N E S E T H: 

WHEREAS, the Purchaser has
purchased an 18.0% Secured Promissory Note of the Company (the “Note”), subject
to and upon the terms and conditions of the October 27, 2008 Agreement; and 

WHEREAS, the Purchaser and
the Company wish to extend the Agreement and the Note beyond their originally
contemplated expiration date of October 27, 2010 upon the terms and conditions
as noted herein. 

WHEREAS, the Company is
indebted to the Purchaser in the amount of CAD$253,150 as specified on Debt
Settlement Agreement dated July 9, 2009. 

WHEREAS, the Company
wishes to settle a portion of the debt, namely US$1,625 with the Purchaser by
converting 65,000 warrants into 32,500 common shares of the Company as per
Purchase Agreement dated October 27, 2008 at a price of $0.05 per share. The
Company will remain indebted to the Purchaser in the amount of CAD$251,525. 

NOW THEREFORE, in
consideration of the premises and the mutual covenants contained herein and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows: 

1.     AGREEMENT TO EXTEND THE AGREEMENT. 

The Purchaser and the Company
agree to extend the original terms of the Agreement on a month-to-month basis,
under the identical terms as contained in the original Agreement wherever
logically possible. 

The Company agrees to use a
reasonable fraction of contemplated cash flows from existing oil wells at
Belmont Lake, such amount not to cause undue hardship to the Company’s
operations, to repay the Purchaser on a regular basis, a portion of the
aggregate amount of CAD$251,525 if and as possible, until such time as the
CAD$251,525 principal amount has been completely repaid. 

The Company agrees to continue to
pay the agreed upon interest rate on all unpaid balances, and to otherwise
respect the terms of the Agreement and the Note. 

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All representations and covenants
and acknowledgements and indemnifications of the original Agreement and Note
remain in force, wherever it is logically possible. 

2.     Failure of any party to
exercise any right or remedy under this Agreement or otherwise, or delay by a
party in exercising such right or remedy, shall not operate as a waiver thereof.


3.     This Agreement shall
inure to the benefit of and be binding upon the successors and assigns of each
of the parties hereto. 

4.     All pronouns and any
variations thereof refer to the masculine, feminine or neuter, singular or
plural, as the context may require. 

5.     A facsimile
transmission of this signed Agreement shall be legal and binding on all parties
hereto.

6.     This Agreement may be
signed in one or more counterparts, each of which shall be deemed an
original.

7.     If any provision of
this Agreement shall be invalid or unenforceable in any jurisdiction, such
invalidity or unenforceability shall not affect the validity or enforceability
of the remainder of this Agreement or the validity or enforceability of this
Agreement in any other jurisdiction.

8.     This Agreement may be
amended only by an instrument in writing signed by the party to be charged with
enforcement thereof.

IN WITNESS WHEREOF, this
Agreement has been duly executed by the Purchaser and the Company as of
October 21, 2010. 

		/s/                                                     
      
	                 
    	(the Purchaser) 
		By: Chris
      Bunka                             
		Name: 
	  	 
	LEXARIA CORP. 	 
	By:                                      
     	 
	(Signature of Authorized Person) 	 
	Bal Bhullar, CFO and Director	 
	Printed Name
and Title 	 


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