Exhibit 10.1


 


 


SILVER
BULL RESOURCES, INC.


MANAGEMENT
RETENTION BONUS PLAN


 


This
Agreement is made and dated for reference the 15th day of April, 2021


 


BETWEEN:


 


SILVER
BULL RESOURCES, INC. of Suite 1610, 777 Dunsmuir St., Vancouver BC, Canada (“SB”); and 


 


TIMOTHY
BARRY of Suite 1610, 777 Dunsmuir St., Vancouver, BC, Canada (“Barry”); and


 


BRIAN
EDGAR of Suite 1610, 777 Dunsmuir St., Vancouver, BC, Canada (“Edgar”); and


 


CHRISTOPHER
RICHARDS of Suite 1610, 777 Dunsmuir St., Vancouver, BC, Canada (“Richards”); and


 


DAVID
XUAN of Suite 1610, 777 Dunsmuir St., Vancouver, BC, Canada (“Xuan”).


 


WHEREAS:


 


	SB employs
Barry, Edgar, Richards and Xuan (collectively, “Management”) to manage the day-to-day affairs of SB; and






	Members
of Management have worked very hard for, in some cases over a decade, to advance the exploration project known as Sierra Mojada, during
perhaps the most difficult times for mineral exploration in memory culminating in attracting South 32 to participate in the project through
a joint venture agreement; and






	Members
of Management were instrumental in sourcing and contracting outstanding mineral exploration opportunities in Kazakhstan resulting in
the incorporation of Arras Minerals Corp. (“Arras”) as a subsidiary of SB solely focussed on exploring and developing all
acquired assets in Kazakhstan; and






	Members
of Management have for over a decade taken only modest cash compensation and have never been able to materially capitalize on stock option
appreciation; and






	Members
of Management have made significant investments in SB in the past, at $4.00/share (post 1-for-8 share consolidation) and higher resulting
in material paper losses; and






	Going
forward, Management needs not only to continue to manage Sierra Mojada but to manage and finance Arras; and






	SB and
Arras have concluded that Management is best equipped to manage SB’s and Arras’ affairs into the future and desires to implement
this bonus plan to provide part of the compensation package designed to motivate and retain Management.



 






    	  





    	 



    

 


NOW
THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and other good and valuable consideration the receipt and sufficiency
whereof is hereby acknowledged by the Parties, the Parties hereby agree as follows:


 


1.       SB
hereby established its Management Retention Bonus Plan (the “Plan”) under the following terms.


 


2.       SB
agrees to pay Management a cash bonus of $2,500,000 CDN (all funds herein are $CDN) when and if SB’s market capitalization reaches
at least $250,000,000 for 5 consecutive trading days being 1% of such market capitalization.


 


3.       In
addition, SB agrees to pay Management a cash bonus of $2,500,000 when and if SB’s market capitalization reaches at least $500,000,000
for 5 consecutive trading days being 1% of SB’s market capitalization appreciation from $250,000,000.


 


4.       In
addition, SB agrees to pay Management a cash bonus of $5,000,000 when and if SB’s market capitalization reaches at least $1,000,000,000
for 5 consecutive trading days being 1% of SB’s market capitalization appreciation from $500,000,000.


 


5.       In
the event that SB is the subject of a successful takeover bid, the 1% bonus shall be paid if the bid exceeds $250,000,000 and be equal
to 1% of the bid price less any 1% bonus that may have been previously paid.


 


6.       Management
shall share the above bonuses as follows:



	a.)	Barry	45%
	b.)	Edgar	30%
	c.)	Richards	15%
	d.)	Xuan	10%



 


7.
       This Agreement has a term of 6 years and in order for Management to earn bonus payments, the
market capitalization minimums (or takeover bid) described above must be achieved within 6 years of the date hereof.  Thereafter,
no bonus will be payable.


 


8.
       The Plan is in addition to any other compensation that may be offered to Management in the
future by either SB or Arras.


 


9.
       As stated above a key goal of creating the Plan is retention and any bonus payable in the future
to a Party will be cancelled (subject to the discretion of the Board) if a Party is not employed directly or indirectly by SB when a
bonus is earned and becomes payable.


 


10.
       SB shall not be obligated to pay a bonus under this agreement if it lacks funds at the time. 
In such case, interest at 5% per annum compounded shall accrue until the bonus plus interest is fully paid.  A member of SB may
elect to settle any bonus debt by issuing and delivering shares of SB for such debt valued at the 20 trading day VWAP for SB’s
shares on the market calculated up to the day before the issue of the shares, less 5%.


 


11.       Time
shall be the essence of this agreement.


 






    	  





    	 



    

 


12.       All
notices to be given by the Parties shall be hand delivered to the above address or delivered by email to a Party’s SB or Arras
email address.  Any such notice shall be deemed delivered the day after delivery.  A Party may change his address by notice
to the other Parties.


 


13.       This
is a British Columbia, Canada agreement and the laws and courts of such Province shall have exclusive jurisdiction in settling any disputes
concerning this agreement.


 


14.       This
agreement may not be assigned.


 


IN
WITNESS WHEREOF the Parties have executed this Agreement as of the date and year first above written.


 




SILVER
BULL RESOURCES, INC.


 


Per:
/s/ John McClintick


John
McClintock 


 


SIGNED,
SEALED AND DELIVERED:


 


 


Timothy
Barry/s/ Timothy Barry 


 


Witness:
/s/ Christopher Richards


 


 


Brian
Edgar/s/ Brian Edgar   


 


Witness:
/s/ Christopher Richards


 


 


Christopher
Richards/s/ Christopher Richards  


 


Witness:
/s/ David Xuan


 





 


David
Xuan/s/ David Xuan   


 


Witness:
/s/ Christopher Richards