Amendment No. 3 to Share Exchange Agreement entered into and effective as of October 22, 2021, by and between the registrant, Novo Healthnet Limited, Acenzia Inc., Avec8 Holdings Inc., Ambour Holdings Inc., Indrajit Sinha, Grant Bourdeau, and Derrick Bourdeau

Exhibit 10.1

AMENDMENT No. 3 to

SHARE EXCHANGE AGREEMENT

Dated: October 22, 2021

THIS AMENDMENT No. 3 to the SHARE EXCHANGE AGREEMENT (“Amendment No. 3”) is entered into and effective as of October 22, 2021, by and between (i) Novo Integrated Sciences, Inc., a Nevada corporation (“Parent”), (ii) Novo Healthnet Limited, a limited company incorporated under the Laws (as defined below) of the Province of Ontario, Canada (“NHL” or the “Buyer”), (iii) Acenzia Inc., an Ontario Canada corporation (“ACZ”), (iv) Avec8 Holdings Inc., a Canadian Federal corporation (“Avec8”), Ambour Holdings Inc., an Ontario Canada corporation (“Ambour”), Indrajit Sinha a Canadian resident (“IS”), Grant Bourdeau, a Canadian resident (“GB”) and Derrick Bourdeau a Canadian resident (“DB”). Collectively, Avec8, Ambour, IS, GB and DB represent all shareholders of ACZ (the “ACZ Shareholders”).

Each of the Parent, NHL, ACZ and the ACZ Shareholders, may be referred to herein individually as a “Party” and collectively as the “Parties.” The Parent and NHL collectively may be referred to herein as the “Company”. The ACZ Shareholders and ACZ collectively may be referred to herein as the “ACZ Parties”.

WITNESSETH

WHEREAS, the Parent, NHL, ACZ and the ACZ Shareholders are parties to that certain Share Exchange Agreement, dated as of May 28, 2021 and closed on June 24, 2021 (the “Original Agreement”), resulting in NHL owning all of the ACZ Purchased Shares, representing 100% of the issued and outstanding shares in ACZ and the ACZ Shareholders receiving NHL Exchangeable Preferred Shares in consideration for the Purchased Shares; and

WHEREAS, on September 22, 2021, the Parties entered into an Amendment No. 1 (“Amendment No. 1”) amending certain terms and provisions of the Original Agreement, and

WHEREAS, on October 7, 2021, the Parties entered into an Amendment No. 2 (“Amendment No. 2”) amending certain terms and provisions of the Original Agreement and Amendment No. 1, and

WHEREAS, the Parties hereto desire to amend certain terms and provisions of the Original Agreement, as set forth herein.

NOW, THEREFORE, in consideration of the mutual agreements and covenants set forth herein and for other valuable consideration, the sufficiency of which is hereby acknowledged, the Parties hereto agree, subject to the terms and conditions hereinafter set forth, as follows:

[Signatures Appear on Following Page]

IN WITNESS WHEREOF, the Parties have executed this Amendment No. 2 as of the date first-above written.

EXHIBIT A

Amendment No. 3 (dated 10/22/21)

ACZ Shareholder’s Percent Ownership,

NHL Exchangeable Preferred Shares Issued and

Novo Integrated Sciences, Inc. Allotted Common Stock Ledger

As provided for in the Original Agreement and Amendment No. 2, within 120 days from Closing of the Original Agreement, based on Closing Working Capital Adjustment and the audited Final Closing Balance Sheet the Post Closing Adjustment provides for the Adjusted Purchase Price of $14,162,795.

Note 1: Based on the Adjusted Purchase Price of $14,162,795 divided by $3.91/share = 3,622,199 total NVOS restricted share allotment.