DigiPath, Inc. (OTCMKTS:DIGP) Files An 8-K Entry into a Material Definitive Agreement

DigiPath, Inc. (OTCMKTS:DIGP) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01 Entry into a Material Definitive Agreement.

On February 20, 2017, DigiPath, Inc., a Nevada corporation (the
Company), entered into a Master Joint Venture Agreement (the
Master Agreement) with OC Testing LLC (OC Testing), to build
additional cannabis testing labs. to the Master Agreement:

Digipath and OC Testing may open cannabis testing labs from
time to time, with Digipath to provide turnkey services and
its industry expertise and OC Testing to provide the funding
required to open such labs.
Digipath will be entitled to 20% of the cash flow generated
by each such lab. In addition, Digipath will be reimbursed
for its expenses during the construction phase of each
testing lab, and once a lab begins operations, Digipath will
be entitled to a monthly fee of 3.5% of gross revenues, which
fee will increase to 7% of gross revenues once OC Testing has
received distributions equal to its invested capital in such
lab.

The foregoing is a summary of the terms of the Master Agreement,
does not purport to be complete, and is subject to and qualified
in its entirety by reference to the text of such agreement, which
has been filed as an exhibit to this Current Report on Form 8-K.

Item 8.01 Other Events.

On February 22, 2017, the Company issued a press release
announcing its entry into the Master Agreement. A copy of such
press release is furnished as Exhibit 99.1 to this Current Report
on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.

Exhibit 10.1 Master Joint Venture Agreement, dated as of March 20, 2017,
between Digipath, Inc. and OC Testing LLC
Exhibit 99.1 Press Release dated February 22, 2017


DigiPath, Inc. (OTCMKTS:DIGP) Recent Trading Information

DigiPath, Inc. (OTCMKTS:DIGP) closed its last trading session down -0.050 at 0.290 with shares trading hands.

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