EX-10.1 2 ea193470ex10-1_onconetix.htm CONSULTING AGREEMENT, DATED JANUARY 4, 2024

Exhibit 10.1

 

 

Thomas Meier, PhD

Viopas Venture Consulting GmbH (VVC)

Poststrasse 20

8610 Uster, Schweiz

 

VVC Office Basel:
Thiersteinerallee 17, 4053 Basel
thomas@viopasventure.ch

 

Proteomedix AG

Wagistrasse 23,
8952 Schlieren, Schweiz 18. December 2023

 

Dear Ralph, Dear Christian
Dear Harry

 

Re.: Mandate Offer

 

As you know, with the signing and closing of the Share Exchange Agreement my mandate with ALTOS Venture has ended, as I have taken on the contractually defined role as Sellers' Representative. I shall serve in this function from the first business day after the signing and closing (18. December 2023) until the Conversion of the Series B Preferred Shares into Common Shares.

 

In addition to my role as Sellers' Representative, I am also offering my service in support of post merger integration between Proteomedix AG and Onconetix Inc.; such service being entirely at the discretion of the company.

 

In light of these activities, I propose the following Mandate Offer and fee structure

 

A)Mandate as Sellers' Representative: remuneration at CHF 400.-/hr (plus VAT) according to sufficiently detailed description of services/activities rendered. This mandate shall automatically terminate the day after the Conversion event (as defined in the Share Exchange Agreement).

 

B)Mandate as Company Advisor: Service rendered upon explicit request by the company (expressed verbally or by email instruction). Here, I would charge a reduced rate of CHF 350.- /hr (plus VAT) as reported separately in the list of services/activities. It is understood that the decision to use my services as Company Advisor is in the sole discretion of the company.

 

 

 

 

 

Miscellaneous:

 

Any round-trip travel to Schlieren is charged at a fix fee of CHF 350.- {plus VAT); such fee already includes all travel-related expensed.

 

From time to time {typically on a monthly basis or as agreed otherwise) I shall invoice both mandates as described above to Proteomedix AG (the Swiss subsidiary of Onconetix Inc.) via Viopas Venture Consulting GmbH.

 

I shall act as independent consultant and not an employee, officer, or similar function.

 

This Mandate Offer shall be governed by the laws of Switzerland.

 

I would be delighted to support Onconetix going forward and collaborate with management under the conditions summarized herein.

 

With kind regards,

 

/s/ Thomas Meier, PhD  

Thomas Meier, PhD

Managing Partner

 

We accept the Mandate Offer and fee structure.

 

Schlieren, 01/04/2024
     
/s/ Ralph Schiess, PhD   /s/ Christian Brühlmann
Ralph Schiess, PhD   Christian Brühlmann