REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 3rd, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 28, 2022 between Connexa Sports Technologies Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT CONNEXA SPORTS TECHNOLOGIES INC.Security Agreement • January 10th, 2023 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd., a Cayman Islands exempted company, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five and one half year anniversary of the Initial Exercise Date (the “Termination Date”), but not thereafter, to subscribe for and purchase from Connexa Sports Technologies Inc., a Delaware corporation (the “Company”), 18,099,548 shares, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 3rd, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • New York
COMMON STOCK PURCHASE WARRANT Connexa Sports Technologies Inc.Securities Agreement • October 3rd, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the seven and one half year anniversary of the Initial Exercise Date (the “Termination Date”), but not thereafter, to subscribe for and purchase from Connexa Sports Technologies Inc., a Delaware corporation (the “Company”), up to 25,641,024 shares of common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”); provided, however, in the event that the Exercise Price is reduced pursuant to Section 2(b), the number of Warrant Shares issuable hereunder shall be increased such that the aggregate Exercise Price of this Warrant payable h
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 10th, 2021 • Slinger Bag Inc. • Sporting & athletic goods, nec • New York
SUBSIDIARY GUARANTEE, dated as of August 6, 2021 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), between Slinger Bag Inc.., a Nevada corporation (the “Company”) and the Purchasers.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 24th, 2024 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of January 19, 2024, between Connexa Sports Technologies Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature page hereto (including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
] Shares Connexa Sports Technologies Inc. Common Stock, par value $0.001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • June 14th, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • New York
Connexa Sports Technologies Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this underwriting agreement (this “Agreement”), to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company has also granted to the Underwriters an option to purchase up to [ ] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares are collectively referred to herein as the “Securities”.
COMMON STOCK PURCHASE WARRANT SLINGER BAG INC.Common Stock Purchase Warrant • August 10th, 2021 • Slinger Bag Inc. • Sporting & athletic goods, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth herein (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 6, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Slinger Bag Inc., a Nevada corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT CONNEXA SPORTS TECHNOLOGIES INC.Pre-Funded Warrant Agreement • October 3rd, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date Shareholder Approval is received and effective (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from CONNEXA SPORTS TECHNOLOGIES INC., a Delaware corporation (the “Company”), up to 11,802,002 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock; provided, however, upon each of (a) any date that the Company undertakes a reverse stock split (each such date on which such reverse stock split occurs and is effective as to the Common Stock, a “Reverse Stock Split Date”) and (b) the date that Shareholder Approval is obtained and deemed effective (the “Shareholder Approval Date”) the foll
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 10th, 2021 • Slinger Bag Inc. • Sporting & athletic goods, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 6, 2021, between Slinger Bag Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SERVICE AGREEMENTService Agreement • May 27th, 2020 • Slinger Bag Inc. • Services-personal services • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 1st, 2020 • Slinger Bag Inc. • Services-personal services • New York
This SECURITIES PURCHASE AGREEMENT, dated as of March 16, 2020 (the “Agreement”), by and between Slinger Bag Inc., a Nevada corporation with headquarters located at 709 North Rolling Road, Suite 116, Windsor Mill, Baltimore, MD 21244 (the “Company”), and MidCity Capital Ltd. with an address at 200-345 Wilson Ave., Toronto, On. Canada M3H5W1 (the “Investor”).
SERVICE AGREEMENTService Agreement • January 20th, 2021 • Slinger Bag Inc. • Services-personal services • New York
THIS AGREEMENT made this 1st day of November 2020 (the “Effective Date”) between Slinger Bag International (UK) Limited, a private English limited company with its registered address at Annecy Court Ferry Works, Summer Road, Thames Ditton, Surrey, England KT7 0QJ and Company No. 11923305 (the “Company”)and Mike Ballardie, an individual residing in the United Kingdom (the “Executive”)
SERVICES AGREEMENTServices Agreement • February 3rd, 2017 • Lazex Inc. • Services-personal services
The Buyer wishes to be provided with the Services (defined below) by the Service Provider and the Service Provider agrees to provide the Services to the Buyer on the terms and conditions of this Agreement.
ContractLoan Agreement • March 22nd, 2021 • Slinger Bag Inc. • Services-personal services • New York
This Loan Agreement (this “Agreement”) is made on November 24, 2020 by and between 2490585 Ontario Inc., an Ontario corporation (“Lender”), and Slinger Bag Inc., a Nevada corporation (together with its affiliates, “Borrower”).
Lock-Up AgreementLock-Up Agreement • June 14th, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • New York
ContractLoan Agreement • September 14th, 2021 • Slinger Bag Inc. • Sporting & athletic goods, nec • New York
This loan agreement (this “Agreement”) is made on July 23, 2021 by and between 2622325 Ontario Limited, an Ontario corporation (“Lender”), and Slinger Bag Inc., a Nevada corporation (together with its affiliates, “Borrower”).
Exclusive Distribution AgreementExclusive Distribution Agreement • September 29th, 2020 • Slinger Bag Inc. • Services-personal services • Maryland
This Exclusive Distribution Agreement (this “Agreement”), dated as of 2020 (the “Effective Date”), is entered into between Slinger Bag Americas Inc., a Delaware corporation located at 2709 N. Rolling Road, Unit 138, Windsor Mill, MD 21244, with company registration number 0127-01-003630 and Dunlop International Europe Ltd., with its offices located at Thorncroft Manor, Thorncroft Drive, Leatherhead, England, KT22 8JB, with company registration number 00776384, a 100% owned subsidiary of Sumitomo Rubber Industries, Ltd., with its offices located at 3-6-9 Wakinohama-cho, Chuo-ku, Kobe, Hyogo 651-0072, Japan (“Distributor”), and together with SBA, the “Parties”, and each, a “Party”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT CONNEXA SPORTS TECHNOLOGIES INC.Security Agreement • January 24th, 2024 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date Shareholder Approval is received and effective (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from CONNEXA SPORTS TECHNOLOGIES INC., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Exclusive Distribution AgreementExclusive Distribution Agreement • September 9th, 2020 • Slinger Bag Inc. • Services-personal services • Maryland
This Exclusive Distribution Agreement (this “Agreement”), dated as of 25 August 2020 (the “Effective Date”), is entered into between Slinger Bag Americas Inc., a Delaware corporation located at 2709 N. Rolling Road Unit 138, Windsor Mill, Baltimore, MD 21244, with company registration number 0127-01-003630 and Sporting Goods Specialists Limited, a company organized and existing under the laws of New Zealand located at 20C Sylvia Park Road, Mount Wellington, Auckland 1060 New Zealand and with company registration number 845050 (“Distributor”), and together with SBA, the “Parties”, and each, a “Party”).
ContractLoan Agreement • December 10th, 2019 • Slinger Bag Inc. • Services-personal services • New York
This loan agreement (this “Agreement”) is made on December 3, 2019 by and between 2490585 Ontario Inc., an Ontario corporation (“Lender”), and Slinger Bag Inc., a Nevada corporation (together with its affiliates, “Borrower”).
NOTELoan Agreement • January 10th, 2023 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
FOR VALUE RECEIVED, the undersigned (the “Borrower”), HEREBY PROMISES TO PAY to the order of Armistice Capital Master Fund Ltd., a Delaware limited liability company, the (“Lender”), on or before the Maturity Date (as such term is defined in the Loan Agreement (as defined below)), the principal sum of up to Two Million and No/100 Dollars ($2,000,000.00) in accordance with the terms and provisions of that certain Loan and Security Agreement, dated as of the date hereof, by and among the Borrower, Slinger Bag Americas Inc., a Delaware corporation, Slinger Bag Canada Inc., an Ontario corporation, Slinger Bag Limited, an Israeli company, and Slinger Bag Australia PTY Ltd, an Australian company (collectively, the “Guarantors”, and each individually, a “Guarantor”), Armistice Capital Master Fund Ltd., as Agent, and the Lenders party thereto (as same may be amended, modified, increased, supplemented and/or restated from time to time, the “Loan Agreement”; capitalized terms used herein and not
ContractWarrant Agreement • February 8th, 2022 • Slinger Bag Inc. • Sporting & athletic goods, nec • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 4 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
STOCK PLEDGE AGREEMENTStock Pledge Agreement • April 21st, 2021 • Slinger Bag Inc. • Sporting & athletic goods, nec
This STOCK PLEDGE AGREEMENT, dated as of 15 April 2021 (as amended, supplemented, or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), made by and among Slinger Bag, Inc., a Nevada corporation (the “Pledgor”), in favor of SB Invesco LLC (the “Secured Party”).
ContractLoan Agreement • March 12th, 2020 • Slinger Bag Inc. • Services-personal services • New York
This Amended and Restated Loan Agreement (this “Agreement”) is reaffirmed on December 13, 2019 by and between 2490585 Ontario Inc., an Ontario corporation (“Lender”), and Slinger Bag Americas Inc.., a Delaware corporation (together with its affiliates, “Borrower”).
SERVICE AGREEMENTService Agreement • September 19th, 2019 • Lazex Inc. • Services-personal services • New York
NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the premises and the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • December 6th, 2023 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • New York
This Employment Agreement (the “Agreement”) is made and entered into as of December 1, 2023, by and between Mark Radom (the “Executive”) and Connexa Sports Technologies Inc., a Delaware corporation (the “Company”).
ContractLoan Agreement • March 12th, 2020 • Slinger Bag Inc. • Services-personal services • New York
This Amended and Restated Loan Agreement (this “Agreement”) is reaffirmed on December 13, 2019 by and between 2490585 Ontario Inc., an Ontario corporation (“Lender”), and Slinger Bag Americas Inc.., a Delaware corporation (together with its affiliates, “Borrower”).
CONSULTING AGREEMENTConsulting Agreement • May 27th, 2020 • Slinger Bag Inc. • Services-personal services • New York
THIS AGREEMENT made this 30th day of April (the “Effective Date”) between Slinger Bag Inc., a Nevada company (the “Company”) and Aitan Zacharin, an individual residing in Bet Shemesh, Israel (the “Consultant”)
Exclusive Distribution AgreementExclusive Distribution Agreement • March 14th, 2023 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • New York
This Exclusive Distribution Agreement (this “Agreement”), dated as of 7 March 2023 (the “Effective Date”), is entered into between Slinger Bag Americas Inc., a Delaware corporation located at 2709 N. Rolling Road, Unit 138, Windsor Mill, MD 21244, with company registration number 7339853 and Desarrollo y Promocion de Padel S.L., a company organized and existing under the laws of Spain (“Distributor”), and together with SBA, the “Parties”, and each, a “Party”).
FIRST AMENDMENT TO CONVERTIBLE LOAN AGREEMENTConvertible Loan Agreement • October 12th, 2021 • Slinger Bag Inc. • Sporting & athletic goods, nec
This FIRST AMENDMENT TO CONVERTIBLE LOAN AGREEMENT (this “Amendment”) is made as of October 6, 2021 by and between PlaySight Interactive Ltd (the “Company”) and Slinger Bag Americas Inc. (the “Lender”). All capitalized terms used in this Amendment which are not herein defined shall have the meanings respectively ascribed to them in the Agreement (as defined infra).
WAIVER, WARRANT AMENDMENT, AND SECOND LOAN AND SECURITY MODIFICATION AGREEMENTLoan and Security Modification Agreement • February 21st, 2024 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec • New York
This Waiver, Warrant Amendment and Second Loan and Security Modification Agreement (this “Agreement”) is made and entered into as of February 21, 2024 (the “Agreement Date”) by and among Connexa Sports Technologies Inc., a Delaware corporation (the “Company”), Slinger Bag Americas Inc., a Delaware corporation, Slinger Bag Canada Inc., an Ontario corporation, Slinger Bag Limited, an Israeli company, and Slinger Bag Australia PTY Ltd, an Australian company (collectively, the “Guarantors”, and each individually, a “Guarantor”) and Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the “Purchaser” and together with the Company and the Guarantors, individually a “Party” and collectively the “Parties”) and each of the lenders initially a signatory hereto together with their successors and assignees under Section 10.8 (the “Lenders”) for the purpose of, among other things, (i) amending that certain Loan and Security Modification Agreement dated as of January 6, 2023 as ame
WARRANT AGREEMENTWarrant Agreement • April 1st, 2020 • Slinger Bag Inc. • Services-personal services • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of this 16th day of March 2020 (the “Effective Date”), is entered into by and between Slinger Bag Inc. a Nevada corporation with headquarters located at 709 North Rolling Road, Suite 116, Windsor Mill, Baltimore, MD 21244 (the “Company”), and Midcity Capital Ltd. with an address at 200-345 Wilson Ave., Toronto, On. Canada M3H5W1 (the “Investor”). The Investor and the Company shall be collectively referred to as “Parties”.
OMNIBUS AMENDMENT AGREEMENTOmnibus Amendment Agreement • June 14th, 2022 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
This Omnibus Amendment Agreement (this “Amendment”), dated as of December __, 2021, by and between SLINGER BAG INC., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • April 18th, 2024 • Connexa Sports Technologies Inc. • Sporting & athletic goods, nec
This Warrant Purchase Agreement (this “Agreement”) is dated as of April 15, 2024, between Morgan Capital LLC (the “Purchaser”), __________ (the “Holder”) and Connexa Sports Technologies Inc. (the “Company”).
