Exhibit 10.1

Mutual Release and Non-Disparagement Agreement

THIS MUTUAL RELEASE AND NON-DISPARAGEMENT AGREEMENT (this “Release”) is made and shall be effective as of the 27th day of September, 2023 (the “Effective Date”) by and between Darren Collins (“Collins”) and LQR House Inc., a Nevada corporation (the “Company”).

WHEREAS, Collins previously served as Chief Financial Officer of the Company from January 11, 2021 to August 24, 2022 and January 1, 2023 to May 1, 2023;

WHEREAS, Collins currently serves as a Director of the Company since January 11, 2021;

WHEREAS, Collins has submitted his resignation to the Company effective as of the Effective Date (the “Resignation”); and

WHEREAS, in connection with the Resignation, the Company and Collins have agreed to certain mutual releases and covenants described herein.

NOW THEREFORE, in consideration of these premises and the mutual promises contained herein, and intending to be legally bound hereby, the Company and Collins agree as follows:

Mutual Release. Collins, for himself and his heirs, executors, administrators, representatives, agents, and assigns, fully releases and forever discharges the Company and its parents, subsidiaries, successors, predecessors, and related entities, and their members, managers, officers, directors, agents, employees, attorneys, insurers, and representatives, in such capacities, from any and all claims, demands, liabilities, obligations, suits, charges, actions, and causes of action, whether known or unknown, accrued or not accrued, as of the date of this Release, with respect to matters relating to or arising out of Collins’s service as Chief Financial Officer and/or Director of the Company and his Resignation. The Company, and its parents, subsidiaries, successors, predecessors, and related entities, and their members, managers, officers, directors, agents, employees, attorneys, insurers, and representatives, in such capacities, fully release and forever discharge Collins and his heirs, executors, administrators, representatives, agents, and assigns from any and all claims, demands, liabilities, obligations, suits, charges, actions, and causes of action, whether known or unknown, accrued or not accrued, as of the date of this Release, with respect to matters relating to or arising out of: (i) Collins’s service as Chief Financial Officer and/or Director of the Company, and (ii) his respective Resignation. Notwithstanding the foregoing, the following items are hereby not released by Collins: (a) any claim that the Company has breached this Agreement; (b) reimbursement of unreimbursed business expenses properly incurred prior to the date upon which Collins resigned as a Director of the Company; (c) indemnification to which Collins is entitled as a current or former officer of the Company, or inclusion as a beneficiary of any insurance policy related to Collins’s service as a Director of the Company; and (d) any claims under any applicable federal or state securities laws arising in connection with the sale of the Company’s securities to Collins.

Indemnification. In addition, the Company will jointly and severally indemnify, defend, and hold harmless, Collins for, from, and against any and all Claims, whether known or unknown, fixed or contingent, now existing or later arising, resulting from or arising out: (a) of any breach of any representation, warranty, covenant, or other obligation of Company in this Agreement; and (b) the operation or business of Company after the Effective Date; and (c) any claims made by any present or future shareholder or creditor of Company against Company, or any of its present or future officers or directors. This indemnification is in addition and not in lieu of or otherwise limiting indemnification to which Parties are otherwise entitled.

Covenant Not to Sue. Collins expressly represents that he has not filed a lawsuit or initiated any other administrative proceeding against the Company and he has not assigned any claim against the Company to any other person or entity. The Company expressly represents that it has not filed a lawsuit or initiated any other administrative proceeding against Collins and it has not assigned any claim against Collins to any other person or entity. The Company and its affiliates further promise not to initiate a lawsuit or to bring any other claim against Collins related to: (i) services rendered by Collins to the Company in his capacity as Chief Financial Officer and/or Director of the Company; (ii) his Resignation; or (iii) any of the matters released pursuant to the terms of this Release. Collins further promises not to initiate a lawsuit or bring any other claim against the Company related to: (i) services rendered by Collins to the Company in his capacity as Chief Financial Officer and/or Director of the Company; (ii) the Resignation; or (iii) any of the matters released pursuant to the terms of this Release.

Non-Disparagement. The Company or any of its affiliates shall not disparage Collins or his performance as Chief Financial Officer or Director of the Company or otherwise take any action which could reasonably be expected to adversely affect Collins’s personal or professional reputation.  Similarly, Collins shall not disparage the Company or any of its directors, officers, agents or directors or otherwise take any action which could reasonably be expected to adversely affect the personal or professional reputation of the Company or any of its directors, officers, agents or employees. Any civil actions currently pending in any jurisdiction or tribunal shall not be construed as a violation of this Release.

Cooperation. Collins further agrees that he will reasonably cooperate with the Company and its counsel with respect to any matter (including litigation, investigations, or governmental proceedings) which relates to matters with which Collins was involved during the time he served as Chief Financial Officer and/or Director of the Company. Collins shall render such cooperation in a timely manner upon reasonable notice from the Company.

D&O Insurance. The Company has delivered to Collins a copy of the Company’s current Directors and Officers’ Liability Insurance Policy (the “D&O Policy”) along with a certificate of insurance evidencing such insurance with Collins (or a nominee) listed as an additional insured party under the D&O Policy. Furthermore, the insurer shall be required, at least thirty (30) days prior to the expiry of a policy or at least thirty (30) days prior to the date fixed for cancellation of a policy, should notice of cancellation be given, deliver to Collins evidence of renewal or replacement. All such policies shall provide that the insurer thereunder shall forward to Collins, by prepaid registered mail or by hand delivery, a notice at least thirty (30) days in advance of the non-renewal of any such policy. If, pursuant to any such policy, the insurer reserves the right to cancel the policy, such policy shall further provide that the insurer may not cancel or in any manner decrease the coverage thereby provided, without having first notified Collins, by prepaid registered mail or by hand delivery, at least thirty (30) days prior to the date fixed for termination or alteration.

No Admission of Liability. Neither this Release nor the performance of this Release shall be construed as an admission of liability by any party, nor as an admission against interest by any party, nor as an admission by any party that the party acted wrongly or violated any law, or the rights of any other party, or acted in violation of any duty owed by a party to any other party, nor as a waiver of any defense, including, without limitation, any statute of limitations, laches or other equitable defense based on the lapse of time that exists or may exist as of the date of this Release. Each party specifically disclaims any liability to any other party for any matter addressed by this Release.

Confidentiality. The parties hereto agree to keep the existence and the terms of this Release confidential and, with the exception of the parties’ respective legal and financial advisors, agree not to disclose any information concerning this Release or its terms to anyone unless compelled to do so by court order or other lawful authority.

Successors and Assigns. This Release will inure to the benefit of and be binding upon the Company and Collins and their respective successors, executors, administrators, heirs and, in the case of the Company, permitted assigns. The Company may assign this Release to any successor to all or substantially all its assets and business by means of liquidation, dissolution, merger, consolidation, transfer of assets, or otherwise. Collins may not make any assignment of this Release or any interest herein.

Independent Legal Advice. Collins (i) acknowledges and confirms that he or she has obtained independent legal advice in respect of this Release, or, in the alternative, (ii) acknowledges, confirms, and agrees that he or she was advised to seek, and has had the opportunity to seek and was not prevented nor discouraged by this Releasee from seeking independent legal advice prior to the execution and delivery of this Release and that, in the event that Collins did not avail himself or herself of that opportunity prior to the signing of this Release, he or she did so voluntarily and agrees that his or her failure to obtain independent legal advice should not be used by him or her as a defence to the enforcement of this Release.

Severability. The provisions of this Release are severable. If any provision or the scope of any provision is found to be unenforceable or is modified by a court of competent jurisdiction, the other provisions or the affected provisions as so modified shall remain fully valid and enforceable.

Entire Agreement; Amendments. Except as otherwise provided herein, this Release contains the entire agreement and understanding of the parties hereto relating to the subject matter hereof, and merges and supersedes all prior and contemporaneous discussions, agreements and understandings of every nature relating subject matter hereof. This Release may not be changed or modified, except by a Release in writing signed by each of the parties hereto.

Governing Law. This Release shall be governed by, and enforced in accordance with, the laws of the state of Nevada, without regard to the application of the principles of conflicts of laws.

Counterparts and Facsimiles. This Release may be executed, including execution by facsimile signature, in one or more counterparts, each of which shall be deemed an original, and all of which together shall be deemed to be one and the same instrument.

[Signatures Follow on Next Page]

IN WITNESS WHEREOF, the parties hereto have caused this Release to be executed as of the date first above written.

I have signed and dated this Release below to indicate my acceptance of its provisions and to acknowledge that I have received a copy of this Release.

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Exhibit 10.2

Mutual Release and Non-Disparagement Agreement 

THIS MUTUAL RELEASE AND NON-DISPARAGEMENT AGREEMENT (this “Release”) is made and shall be effective as of the 27th day of September, 2023 (the “Effective Date”) by and between Guy Dollinger (“Dollinger”) and LQR House Inc., a Nevada corporation (the “Company”).

WHEREAS, Dollinger previously served as a Director of the Company from January 11, 2021 to February 2, 2023;

WHEREAS, Dollinger currently serves as a Director of the Company since August 9, 2023;

WHEREAS, Dollinger has submitted his resignation to the Company effective as of the Effective Date (the “Resignation”); and

WHEREAS, in connection with the Resignation, the Company and Dollinger have agreed to certain mutual releases and covenants described herein.

NOW THEREFORE, in consideration of these premises and the mutual promises contained herein, and intending to be legally bound hereby, the Company and Dollinger agree as follows:

Mutual Release. Dollinger, for himself and his heirs, executors, administrators, representatives, agents, and assigns, fully releases and forever discharges the Company and its parents, subsidiaries, successors, predecessors, and related entities, and their members, managers, officers, directors, agents, employees, attorneys, insurers, and representatives, in such capacities, from any and all claims, demands, liabilities, obligations, suits, charges, actions, and causes of action, whether known or unknown, accrued or not accrued, as of the date of this Release, with respect to matters relating to or arising out of Dollinger’s service as a Director of the Company and his Resignation. The Company, and its parents, subsidiaries, successors, predecessors, and related entities, and their members, managers, officers, directors, agents, employees, attorneys, insurers, and representatives, in such capacities, fully release and forever discharge Dollinger and his heirs, executors, administrators, representatives, agents, and assigns from any and all claims, demands, liabilities, obligations, suits, charges, actions, and causes of action, whether known or unknown, accrued or not accrued, as of the date of this Release, with respect to matters relating to or arising out of: (i) Dollinger’s service as a Director of the Company, and (ii) his respective Resignation. Notwithstanding the foregoing, the following items are hereby not released by Dollinger: (a) any claim that the Company has breached this Agreement; (b) reimbursement of unreimbursed business expenses properly incurred prior to the date upon which Dollinger resigned as a Director of the Company; (c) indemnification to which Dollinger is entitled as a current or former officer of the Company, or inclusion as a beneficiary of any insurance policy related to Dollinger’s service as a Director of the Company; and (d) any claims under any applicable federal or state securities laws arising in connection with the sale of the Company’s securities to Dollinger.

Indemnification. In addition, the Company will jointly and severally indemnify, defend, and hold harmless, Dollinger for, from, and against any and all Claims, whether known or unknown, fixed or contingent, now existing or later arising, resulting from or arising out: (a) of any breach of any representation, warranty, covenant, or other obligation of Company in this Agreement; and (b) the operation or business of Company after the Effective Date; and (c) any claims made by any present or future shareholder or creditor of Company against Company, or any of its present or future officers or directors. This indemnification is in addition and not in lieu of or otherwise limiting indemnification to which Parties are otherwise entitled.

Covenant Not to Sue. Dollinger expressly represents that he has not filed a lawsuit or initiated any other administrative proceeding against the Company and he has not assigned any claim against the Company to any other person or entity. The Company expressly represents that it has not filed a lawsuit or initiated any other administrative proceeding against Dollinger and it has not assigned any claim against Dollinger to any other person or entity. The Company and its affiliates further promise not to initiate a lawsuit or to bring any other claim against Dollinger related to: (i) services rendered by Dollinger to the Company in his capacity as a Director of the Company; (ii) his Resignation; or (iii) any of the matters released pursuant to the terms of this Release. Dollinger further promises not to initiate a lawsuit or bring any other claim against the Company related to: (i) services rendered by Dollinger to the Company in his capacity as a Director of the Company; (ii) the Resignation; or (iii) any of the matters released pursuant to the terms of this Release.

Non-Disparagement. The Company or any of its affiliates shall not disparage Dollinger or his performance as a Director of the Company or otherwise take any action which could reasonably be expected to adversely affect Dollinger’s personal or professional reputation. Similarly, Dollinger shall not disparage the Company or any of its directors, officers, agents or directors or otherwise take any action which could reasonably be expected to adversely affect the personal or professional reputation of the Company or any of its directors, officers, agents or employees. Any civil actions currently pending in any jurisdiction or tribunal shall not be construed as a violation of this Release.

Cooperation. Dollinger further agrees that he will reasonably cooperate with the Company and its counsel with respect to any matter (including litigation, investigations, or governmental proceedings) which relates to matters with which Dollinger was involved during the time he served as a Director of the Company. Dollinger shall render such cooperation in a timely manner upon reasonable notice from the Company.

D&O Insurance. The Company has delivered to Dollinger a copy of the Company’s current Directors and Officers’ Liability Insurance Policy (the “D&O Policy”) along with a certificate of insurance evidencing such insurance with Dollinger (or a nominee) listed as an additional insured party under the D&O Policy. Furthermore, the insurer shall be required, at least thirty (30) days prior to the expiry of a policy or at least thirty (30) days prior to the date fixed for cancellation of a policy, should notice of cancellation be given, deliver to Dollinger evidence of renewal or replacement. All such policies shall provide that the insurer thereunder shall forward to Dollinger, by prepaid registered mail or by hand delivery, a notice at least thirty (30) days in advance of the non-renewal of any such policy. If, pursuant to any such policy, the insurer reserves the right to cancel the policy, such policy shall further provide that the insurer may not cancel or in any manner decrease the coverage thereby provided, without having first notified Dollinger, by prepaid registered mail or by hand delivery, at least thirty (30) days prior to the date fixed for termination or alteration.

No Admission of Liability. Neither this Release nor the performance of this Release shall be construed as an admission of liability by any party, nor as an admission against interest by any party, nor as an admission by any party that the party acted wrongly or violated any law, or the rights of any other party, or acted in violation of any duty owed by a party to any other party, nor as a waiver of any defense, including, without limitation, any statute of limitations, laches or other equitable defense based on the lapse of time that exists or may exist as of the date of this Release. Each party specifically disclaims any liability to any other party for any matter addressed by this Release.

Confidentiality. The parties hereto agree to keep the existence and the terms of this Release confidential and, with the exception of the parties’ respective legal and financial advisors, agree not to disclose any information concerning this Release or its terms to anyone unless compelled to do so by court order or other lawful authority.

Successors and Assigns. This Release will inure to the benefit of and be binding upon the Company and Dollinger and their respective successors, executors, administrators, heirs and, in the case of the Company, permitted assigns. The Company may assign this Release to any successor to all or substantially all its assets and business by means of liquidation, dissolution, merger, consolidation, transfer of assets, or otherwise. Dollinger may not make any assignment of this Release or any interest herein.

Independent Legal Advice. Dollinger (i) acknowledges and confirms that he or she has obtained independent legal advice in respect of this Release, or, in the alternative, (ii) acknowledges, confirms, and agrees that he or she was advised to seek, and has had the opportunity to seek and was not prevented nor discouraged by this Releasee from seeking independent legal advice prior to the execution and delivery of this Release and that, in the event that Dollinger did not avail himself or herself of that opportunity prior to the signing of this Release, he or she did so voluntarily and agrees that his or her failure to obtain independent legal advice should not be used by him or her as a defence to the enforcement of this Release.

Severability. The provisions of this Release are severable.  If any provision or the scope of any provision is found to be unenforceable or is modified by a court of competent jurisdiction, the other provisions or the affected provisions as so modified shall remain fully valid and enforceable.

Entire Agreement; Amendments. Except as otherwise provided herein, this Release contains the entire agreement and understanding of the parties hereto relating to the subject matter hereof, and merges and supersedes all prior and contemporaneous discussions, agreements and understandings of every nature relating subject matter hereof. This Release may not be changed or modified, except by a Release in writing signed by each of the parties hereto.

Governing Law. This Release shall be governed by, and enforced in accordance with, the laws of the state of Nevada, without regard to the application of the principles of conflicts of laws.

Counterparts and Facsimiles. This Release may be executed, including execution by facsimile signature, in one or more counterparts, each of which shall be deemed an original, and all of which together shall be deemed to be one and the same instrument.

[Signatures Follow on Next Page]

IN WITNESS WHEREOF, the parties hereto have caused this Release to be executed as of the date first above written.

I have signed and dated this Release below to indicate my acceptance of its provisions and to acknowledge that I have received a copy of this Release.

3

Exhibit 99.1

LQR House Propels Von Payne Whiskey to Secure Its First Costco Purchase Order & Provides Corporate Update

– Strategic Marketing Leads Von Payne Whiskey to Prominent Retail Shelves –

MIAMI BEACH, FL / ACCESSWIRE / September 29, 2023 / LQR House Inc. (the “Company” or “LQR House”) (NASDAQ:LQR), a leading marketing agency specializing in the spirits and beverage industry, is delighted to announce a significant achievement in collaboration with Von Payne Whiskey. Through LQR House’s custom marketing campaign and strategic efforts, Von Payne Whiskey has successfully secured its first purchase order from none other than the retail giant, Costco (NASDAQ:COST).

LQR House is known for its innovative approach to marketing, specializing in creating viral brands that resonate deeply with consumers. However, its influence extends far beyond the realm of social media. LQR House is committed to positioning these brands in front of the right buyers, including large and well-established retailers, to catalyze their growth to new heights.

When Von Payne Whiskey initially joined forces with LQR House the company was still in its infancy. Through the combined dedication of both teams, Von Payne Whiskey has achieved this remarkable milestone.LQR House played a pivotal role in assisting Von Payne Whiskey with securing this partnership with Costco. Von Payne Whiskey is well positioned to evolve from a budding brand into a household name. This growth serves as a testament to LQR House’s capacity to achieve results for its clients through collaborative synergy, underscoring the effectiveness of strategic marketing and innovative branding.

Sean Dollinger, CEO of LQR House, commented on this achievement, saying, “We take pride in our ability to not only create buzzworthy brands but also to open doors to incredible opportunities for our partners. The collaboration with Von Payne Whiskey and its successful entry into Costco demonstrates our commitment to driving growth and success for the brands we work with.”

Steve Allen, the founder of Von Payne, expressed his gratitude for the collaboration with LQR House, stating, “I appreciate the unique approach to marketing LQR House has taken to secure such a significant account with Costco as quickly as we did. Working alongside Lonnie Sepe, LQR House’s Lead Ambasador, has proven their model. She assembled and managed the ambassador team to let us focus on other areas of our business.”

Corporate Update

We’d also like to announce the appointment of Alexander Kachmar as a Special Advisor to LQR House. Alexander brings a wealth of experience, serving on the board of multiple companies and demonstrating a deep understanding of the public landscape through his prominent role at investment firm Bradley & Daytona. In his new capacity as Special Advisor, Alexander will lead the company’s investor relations strategy, reinforcing shareholder confidence and propelling LQR House towards an even more exciting future for all stakeholders.

This strategic appointment follows the resignations of Guy Dollinger and Darren Collins from the board of directors to pursue other opportunities. With their departure, LQR House will transition to a smaller board of six (6) directors, optimizing company resources. We extend our sincere gratitude to Guy and Darren for their valuable contributions and extend our best wishes for their future endeavors.

Following this, James P. O’Brien will assume Guy Dollinger’s roles on the Audit Committee, the Composition Committee, and the Nominating and Corporate Governance Committee. Mr. O’Brien will also take on the positions of Audit Committee Chairman and Audit Committee Financial Expert previously held by Mr. Dollinger. Furthermore, Alexandra Hoffman will succeed Darren Collins on the Pricing Committee.

About LQR House Inc.

LQR House is a premier marketing agency specializing in the spirits and beverage industry. With an in-depth understanding of market dynamics and an unwavering commitment to innovation, LQR House empowers brands to excel in a fiercely competitive landscape. The company’s expertise encompasses brand development, pioneering marketing strategies, and dynamic influencer partnerships, facilitating clients in achieving their objectives and reaching unprecedented heights. Notably, LQR House distinguishes itself by crafting unique and tailored marketing solutions for alcohol brands. Moreover, the company has forged an exclusive partnership with the specialized alcohol beverage e-commerce platform, CWSpirits.com. This strategic collaboration enables LQR House to measure the return on investment (ROI) of its campaigns by directly correlating them with sales, leveraging AI on CWSpirits.com to enhance the customer experience and consistently drive conversions.

About Von Payne Spirits, LLC

Von Payne Spirits is an intentionally different, award winning ultra-premium brand focused on bringing subcultures together for interesting conversations and experiences. Their signature product, Von Payne Black, is a premium blended whiskey infused with natural black currant is crafted with precision striking a delightful balance of sweetness and tartness, delivering a unique and bold flavor that can be enjoyed in various ways — straight, on the rocks, shots or mixed into cocktails. Featuring an iconic metal gargoyle pour spout it captures the attention of onlookers while pouring its rich ruby-red infused whiskey. Von Payne Black represents years of dedication and innovation, from perfecting the blend to creating a bespoke bottle design and distinctive gargoyle pour spout. At its core, Von Payne Black is a labor of love, inviting those who share its values to be part of its unique Tribe. Led by founder Steve Allen, it proudly hails from Clearwater, FL, embodying a relentless pursuit of excellence in the world of spirits.

About Alexander Kachmar

Alexander Y. Kachmar, currently serving as Managing Principal and Chief Investment Officer at Bradley & Daytona Railway and Land Co., Inc., brings a wealth of expertise to the table. In addition to his role at Bradley & Daytona, Alex holds pivotal positions in leading organizations, including FTI Consulting, Inc.(NYSE: FCN), where he contributes to their global management consultancy and corporate financial advisory efforts. Furthermore, as VP at Palomar Holdings (NASDAQ: PLMR), Inc., a specialty insurer with a commanding market share, Alex has demonstrated his proficiency in managing complex financial operations. His role as a consultant for Array Technologies, Inc.(NASDAQ: ARRY), marked a transformative phase, where he oversaw the transition of executive and employee compensation programs during the IPO process, benefitting a global workforce spread across five continents. With a remarkable track record as a board member and consultant for publicly traded companies, Mr. Kachmar brings a wealth of experience to steer LQR House’s Investor Relations strategy, with a relentless focus on delivering outstanding performance for the benefit of all stakeholders.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Shareholders can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations that arise after the date hereof, except as may be required by law. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and the completion of the initial public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the registration statement on Form S-1 filed with the SEC. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement on Form S-1 and other filings with the SEC. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov.

Investor and Media Contact:

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