Exhibit 10.1

ACKNOWLEDGMENT AGREEMENT

This Acknowledgement Agreement is made of this 28^th day of July, 2021,

AMONG:

CORVUS GOLD INC., a body corporate having an office at Suite 1750-700 West Pender Street, Vancouver, BC V6C 1G8

(hereinafter referred to as the “Company”)

AND:

CORVUS GOLD NEVADA INC., a body corporate having an office at 9088 Ridgeline Blvd., Suite 103, Highlands Ranch, CO  80129

(hereinafter referred to as the “Subsidiary”)

AND:

BLUE PEGASUS CONSULTING INC., having a business address 894 Thermal Drive, Coquitlam, BC V3J 6R6

(hereinafter referred to as the “Consultant”)

AND:

PEGGY WU

(hereinafter referred to as the “Principal”)

WHEREAS:

A.       The Company carries on a mineral exploration and development business in Canada and the United States;

B.        The Subsidiary is an indirect wholly owned subsidiary of the Company;

C.        Through the Consultant, the Principal provides services to the Company as its Chief Financial Officer;

D.        The parties have determined and concur that this agreement is necessary to reinforce the contractual relationship between the Company, the Consultant and the Principal;

NOW, THEREFORE, the parties hereto acknowledge and agree as follows:

IN WITNESS WHEREOF the parties have executed this agreement as of the date first written above.

BLUE PEGASUS CONSULTING INC.

CORVUS GOLD INC.

CORVUS GOLD NEVADA INC.

Exhibit “A”: Amendment Agreement

AMENDMENT TO CONSULTING AGREEMENT

THIS AMENDMENT TO CONSULTING AGREEMENT dated for reference the 12^th day of October, 2017.

BETWEEN:

CORVUS GOLD NEVADA INC., a body corporate, duly incorporated under the laws of the State of Nevada, having an office at 9137 Ridgeline Boulevard, Suite 250, Highlands Ranch, Colorado, USA 80129

(the “Company”)

AND:

BLUE PEGASUS CONSULTING INC., of 824 Gauthier Avenue, Coquitlam, British Columbia, Canada, V3K 1R9

(hereinafter referred to as the “Consultant”)

AND:

PEGGY WU

(hereinafter referred to as the “Principal”)

WHEREAS:

NOW THEREFORE for valuable consideration, the receipt of which is hereby mutually acknowledged, the Company and the Consultant agree as follows:

“9.1 Either party may terminate this Agreement without cause, by providing thirty (30) days’ advance written notice to the other party. The Company may terminate this Agreement immediately for cause without advance written notice. Cause shall include, but not be limited to, any material breach of this Agreement or material misconduct or negligence in the performance of the Services. Upon termination, without cause, the Consultant will be entitled to payment for all Base Fees and Payments earned or incurred during the term of this Agreement, but shall not thereafter be entitled to any Base Fees or Payments.”

“9.2 If, within six (6) months of a Change of Control, (A) the Company terminates this Agreement for any reason other than for cause, as set forth in Section 9.1(a), or (B) the Consultant terminates this Agreement as a result of a material breach of this Agreement by the Company, then the Company shall pay Consultant two (2) times Consultant’s annual Base Fees and Payments.

(a)       For purposes of this Agreement, “Change in Control” shall mean the consummation of any of the following transactions effecting a change in ownership or control of the Company:

(i)       a merger, consolidation or reorganization, unless securities representing more than fifty percent (50%) of the total combined voting power of the voting securities of the successor corporation are immediately thereafter beneficially owned, directly or indirectly, and in substantially the same proportion, by the persons who beneficially owned the Company’s outstanding voting securities immediately prior to such transaction; or

(ii)       any transfer, sale or other disposition of all or substantially all of the Company’s assets; or

(iii) the acquisition, directly or indirectly, by any person or related group of persons (other than the Company or a person that directly or indirectly, controls, is controlled by, or is under common control with, the Company), of beneficial ownership (within the meaning of applicable Canadian securities laws and/or Rule 13d-3 of the Securities Exchange Act of 1934, as amended) of securities possessing more than fifty percent (50%) of the total combined voting power of the Company’s outstanding securities pursuant to a take-over bid, tender or exchange offer made directly to the Company’s stockholders that the Board does not recommend such stockholders to accept.

In no event, however, shall a Change in Control be deemed to occur in connection with (i) a merger of the Company, the sole purpose of which is to change the domicile of the Company, or (ii) any public offering of Common Stock, the primary purpose of which is to raise capital.”

With the exception of the foregoing changes, the Consulting Agreement shall continue in full force and effect and the Consulting Agreement and this Amendment to Consulting Agreement Amendment shall be construed as one and the same instrument. This Amendment to Consulting Agreement may be executed in counterparts which taken together form one and the same agreement and may be executed and delivered electronically.

This Amendment is accepted and agreed as of October 12, 2017.

CORVUS GOLD NEVADA INC.

BLUE PEGASUS CONSULTING INC.,

Exhibit 10.2

SCHEDULE "B"

AMENDED

Effective Date

July 28, 2021

Consulting Fees

The Consultant shall be paid a fee of $10,833.33 per month plus applicable taxes (currently GST). All fees are to be billed and paid on a monthly basis.

Business Expenses

The Consultant shall be reimbursed by the Company for all reasonable actually and properly incurred by the Consultant in connection with the performance of the Services. For all such expenses, the Consultant shall furnish to the Company statements and vouchers as and when required by the Company.

One-Time Payment

The parties have mutually acknowledged that the Consultant’s fee was recorded incorrectly in the Amended Schedule “B” with an effective date of September 1, 2020 (“the September 2020 Amended Schedule B”). To remedy this error, the Consultant will issue an invoice to the Company in the amount of CAD $8,333.30, plus applicable taxes (the “One-Time Payment”) and the Company shall provide the Consultant with the One-Time Payment following the issuance of the invoice and the Effective Date of this Amended Schedule B which compensates the Consultant for all fees owed due to the error in the September 2020 Amended Schedule B. In exchange for the One-Time Payment, the Consultant releases and forever discharges the Company, its Parent and their respective directors, officers, employees, servants, agents, and each of their respective predecessors, successors and assigns, jointly and severally, from any and all actions, causes of action, covenants, contracts, claims and demands, complaints, proceeding, grievances, damages, costs or loss of any nature or kind, past, present or future, whether known by the Consultant now or becoming known by the Consultant in the future relating to the Consultant’s compensation earned up to and including the Effective Date of this Amended Schedule B.

Regulatory Acceptance

Both parties agree to seek regulatory acceptance, to the extent required to do so.

Blue Pegasus Consulting Inc. and Peggy Wu have duly executed this Amendment as of the effective date first above written.

BLUE PEGASUS CONSULTING INC.

The Company has indicated its Amendment by the signature of its duly appointed Officer in that respect as of the effective date first above written.

CORVUS GOLD INC.