SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 2nd, 2023 • EBET, Inc. • Services-amusement & recreation services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February _, 2023, between EBET, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 31st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Delaware
The undersigned, Esports Technologies, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
COMMON STOCK PURCHASE WARRANT EBET, Inc.EBET, Inc. • June 8th, 2022 • Services-amusement & recreation services • California
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 six month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date, (the “Termination Date”) but not thereafter, to subscribe for and purchase from EBET, Inc., a Nevada corporation (the “Company”), up to [●] of shares of Company common stock, par value $0.001 per share (the “Common Stock”) (the Common Stock issuable hereunder, as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT EBET, Inc.EBET, Inc. • February 2nd, 2023 • Services-amusement & recreation services • New York
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 August __, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August __, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from EBET, Inc., a Nevada 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).
ContractEsports Technologies, Inc. • April 9th, 2021 • Services-amusement & recreation services • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [●] (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) BOUSTEAD SECURITIES, LLC OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) AN OFFICER, PARTNER, REGISTERED PERSON OR AFFILIATE OF BOUSTEAD SECURITIES, LLC.
COMMON STOCK PURCHASE WARRANT Esports Technologies, Inc.Esports Technologies, Inc. • December 1st, 2021 • Services-amusement & recreation services • California
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 Shareholder Approval Date (as defined in the Purchase Agreement) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date, (the “Termination Date”) but not thereafter, to subscribe for and purchase from Esports Technologies, Inc., a Nevada corporation (the “Company”), up to [●] of shares of Company common stock, par value $0.001 per share (the “Common Stock”) (the Common Stock issuable hereunder, as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EBET, Inc.EBET, Inc. • February 2nd, 2023 • Services-amusement & recreation services • California
DOMAIN PURCHASE AGREEMENTDomain Purchase Agreement • March 10th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
This DOMAIN PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of September 1, 2020, by and between, Dover Hill, LLC, a Wyoming corporation (the “Seller”) and ESEG Limited, a Belize corporation (the “Purchaser”). Purchaser and Seller are collectively referred to herein as the “Parties” and each individually as a “Party.”
EMPLOYMENT AGREEMENTEmployment Agreement • March 10th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services
This Employment Agreement, together with the Restrictive Covenants and Employee Handbook attached as Exhibit "B" hereto, forms the terms and conditions of your employment with Esportsbook Technologies Ltd. (a wholly owned subsidiary of Esports Technologies, Inc., a Nevada corporation) ("Company").
FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 23rd, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services
This First Amended and Restated Employment Agreement (“the Agreement”), together with all other documents herein referred to, forms your Terms and Conditions of Employment and sets out particulars of the terms on which of Esportsbook Technologies Limited (“the Company”), having its registered office at 1 Terenure Place, Terenure, Dublin 6W, Ireland, employs Jim Purcell (hereinafter “you’ and / or “Employee”) as employee.
ContractEsports Technologies, Inc. • December 1st, 2021 • Services-amusement & recreation services • Nevada
THIS PROMISSORY NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBORDINATED IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT DATED AS OF NOVEMBER 29, 2021 AMONG THE BORROWER, HOLDER AND CP BF FUNDING, LLC (AS MODIFIED AND AMENDED FROM TIME TO TIME).
SECOND AMENDED AND RESTATED NOTE CONVERSION OPTION AGREEMENTNote Conversion Option Agreement • January 12th, 2024 • EBET, Inc. • Services-amusement & recreation services • New York
THIS SECOND AMENDED AND RESTATED NOTE CONVERSION OPTION AGREEMENT (this “Agreement”) is effective as of January 9, 2024, by and among EBET, Inc. (formerly, eSports Technologies, Inc.), a Nevada corporation (the “Company”) and CP BF LENDING, LLC, a Delaware limited liability company (together with its successors, assigns and Related Parties, “Lender”), each a “Party” and collectively the “Parties”, upon the following premises:
White Label Agreement This White Label Agreement is made by and between RecitalsWhite Label Agreement • April 9th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • March 10th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
THIS AGREEMENT (the “Agreement”) is made as of the date hereof identified below, and is by and between Esports Technologies, Inc. a Nevada corporation (hereinafter referred to as the “Company”), and _________ (hereinafter referred to as the “Director”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 9th, 2022 • EBET, Inc. • Services-amusement & recreation services • Nevada
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective on the date of execution as stated hereunder (the “Effective Date”), by and between EBET, Inc., a Nevada corporation (the “Company”) having its principal place of business at 197 E. California Ave., Ste. 302, Las Vegas, Nevada 89104, and Matthew Lourie (“Employee”), and the Company and the Employee collectively referred to herein as the “Parties”) having their office at a location of his choosing.
Re: Mutually Agreed Separation of EmploymentEBET, Inc. • September 9th, 2022 • Services-amusement & recreation services
This letter agreement is being issued following meetings with you recently where it was mutually agreed that the best course of actions for both parties is your separation of employment from the Company. You have represented to me and to the Board of Directors of EBET, INC. and its legal counsel that as of the date of your departure you have witnessed no fraud or inappropriate conduct in connection with the financial affairs or financial reporting of EBET, Inc.
FORBEARANCE AGREEMENT among EBET, INC. F/K/A ESPORTS TECHNOLOGIES, INC. as the Borrower, the SUBSIDIARIES OF THE BORROWER, as Guarantors and CP BF LENDING, LLC, as Lender Dated as of June 30, 2023Forbearance Agreement • July 3rd, 2023 • EBET, Inc. • Services-amusement & recreation services • New York
This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of June 30, 2023 by and between EBET, INC. f/k/a ESPORTS TECHNOLOGIES, INC., a Nevada corporation (the “Borrower”), the Guarantors, and CP BF LENDING, LLC, a Delaware limited liability company (the “Lender”).
NOTE CONVERSION OPTION AGREEMENTNote Conversion Option Agreement • June 8th, 2022 • EBET, Inc. • Services-amusement & recreation services • New York
THIS NOTE CONVERSION OPTION AGREEMENT (this “Agreement”) is effective as of May 23, 2022, by and among EBET, Inc. (formerly, eSports Technologies, Inc.), a Nevada corporation (the “Company”) and CP BF LENDING, LLC, a Delaware limited liability company (together with its successors, assigns and Related Parties, “Lender”), each a “Party” and collectively the “Parties”, upon the following premises:
CREDIT AGREEMENT among ESPORTS TECHNOLOGIES, INC. as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors and CP BF LENDING, LLC, as Lender Dated as of November 29, 2021Credit Agreement • December 1st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • New York
SUBSCRIPTION AGREEMENT by and among ESPORTS TECHNOLOGIES, INC., and THE INVESTORS NAMED HEREIN Dated as of October 1, 2021Subscription Agreement • October 1st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • California
This SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of October 1, 2021, is entered into by and among Esports Technologies, Inc., a Nevada corporation (the “Company”), and the Persons named on the signature pages hereto (the “Investors”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 9 hereof.
LICENSE AGREEMENTLicense Agreement • May 12th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Delaware
This Patents’ License Agreement (“Agreement”) dated as of 6th May 2021 (the “Effective Date”) is entered into by and between the Licensor, Colossus (IOM) Ltd Clinch’s House, Lord Street, Douglas, Isle of Man, IM99 1RZ and a registered number of 009662V and the Licensee, Esports Technologies, Inc. (Licensor and Licensee each a “Party,” and collectively, the “Parties”).
THIRD AMENDMENT TO CREDIT AGREEMENT among EBET, INC. F/K/A ESPORTS TECHNOLOGIES, INC. as the Borrower, the SUBSIDIARIES OF THE BORROWER, as Guarantors and CP BF LENDING, LLC, as Lender Dated as of January 9, 2024 THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 12th, 2024 • EBET, Inc. • Services-amusement & recreation services • New York
This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of January 9, 2024 (the “Effective Date”) by and between EBET, INC. f/k/a ESPORTS TECHNOLOGIES, INC., a Nevada corporation (the “Borrower”), the Guarantors, and CP BF LENDING, LLC, a Delaware limited liability company (the “Lender”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 10th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective October 1, 2020 (the “Effective Date”), by and between eSports Technologies, Inc., a Nevada corporation (the “Company”) having its principal place of business at 720 South 7th Street, 3rd Floor, Las Vegas, Nevada 89101, and Matthew Lourie having his office in St. Louis, Missouri, or such other location of his choosing, (“Employee”) and the Company and the Employee collectively referred to herein as the “Parties”).
FORBEARANCE AGREEMENT AMENDMENT NO. 1 among EBET, INC. F/K/A ESPORTS TECHNOLOGIES, INC. as the Borrower, the SUBSIDIARIES OF THE BORROWER, as Guarantors and CP BF LENDING, LLC, as Lender Dated as of September 15, 2023Forbearance Agreement • September 19th, 2023 • EBET, Inc. • Services-amusement & recreation services • New York
REVOLVING NOTE EBET, INC. F/K/A ESPORTS TECHNOLOGIES, INC.Revolving Note • July 3rd, 2023 • EBET, Inc. • Services-amusement & recreation services
FOR VALUE RECEIVED, the undersigned, EBET, Inc. f/k/a ESPORTS TECHNOLOGIES, INC., a Nevada corporation, as borrower under the Credit Agreement referenced below (the “Borrower”), promises to pay, on the earlier of the Termination Date (as defined in the Forbearance Agreement defined below) or the Maturity Date to the order of CP BF LENDING, LLC (hereinafter, together with its successors in title and assigns, called the “Lender”), the principal sum of TWO MILLION DOLLARS (US$2,000,000.00) (the “Revolving Loan Cap”), in immediately available funds or, if less, the aggregate unpaid principal amount of the Revolving Loan made by the Lender to the Borrower pursuant to the Credit Agreement to which reference is hereinafter made and to pay interest, in like money, on the unpaid principal amount owing hereunder from time to time from the date hereof until payment in full of such principal amount as provided in this Revolving Note (this “Revolving Note”) and in the Credit Agreement. Unless other
Amendment to First Amended and Restated Employment AgreementEmployment Agreement • August 14th, 2023 • EBET, Inc. • Services-amusement & recreation services
This Amendment to the First Amended and Restated Employment Agreement dated October 1, 2021 by and between Aaron Speach and EBET, INC. (fka Esports Techologies, Inc.) (“Prior Agreement”) is made and effective as of July 1, 2023 (“Effective Date”) and amends said Prior Agreement as well as that certain Employment Agreement made prior to the Prior Agreement and supersedes same only to the extent identified hereinbelow and any and all other provisions, terms and conditions of said Prior Agreement which are not referenced herein shall remain in full force and effect (“Amendment”):
AMENDED AND RESTATED NOTE CONVERSION OPTION AGREEMENTNote Conversion Option Agreement • October 2nd, 2023 • EBET, Inc. • Services-amusement & recreation services • New York
THIS AMENDED AND RESTATED NOTE CONVERSION OPTION AGREEMENT (this “Agreement”) is effective as of October 1, 2023, by and among EBET, Inc. (formerly, eSports Technologies, Inc.), a Nevada corporation (the “Company”) and CP BF LENDING, LLC, a Delaware limited liability company (together with its successors, assigns and Related Parties, “Lender”), each a “Party” and collectively the “Parties”, upon the following premises:
OPTION AGREEMENTOption Agreement • March 10th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Delaware
This Option Agreement is entered by and between the parties with an effective date as of the 1st of October 2020 and sets forth the agreement whereby Company grants to Optionholder (as those parties are defined hereunder) the option to enter into a binding exclusive license agreement to license the Company patents as defined hereunder (“Option”).
SOFTWARE LICENSE AND SUPPORT AGREEMENT 28/09/2020Software License and Support Agreement • March 31st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
Ana Karamanova, on behalf of Galaxy Group Ltd a limited liability company duly incorporated and acting under and in accordance with the laws of the British Virgin Islands, with registration number 1920862, having its principal place of business at lntershore Chambers, Road Town, Tortola, British Virgin Islands ("SOFTWARE PROVIDER")
ESPORTS TECHNOLOGIES, INC. WARRANT TO PURCHASE COMMON STOCKEsports Technologies, Inc. • December 1st, 2021 • Services-amusement & recreation services • Nevada
Esports Technologies, Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, CP BF Lending, LLC or its permitted registered assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company up to a total of 1,567,840 shares of common stock, $0.001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price per share equal to $25.00 per share (as adjusted from time to time as provided in Section 9 herein, the “Exercise Price”), upon surrender of this Warrant to purchase Common Stock (including any Warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”) at any time and from time to time on or after the date hereof (the “Original Issue Date”) and through and including 5:30 P.M., New York City time, on t
COMMON STOCK PURCHASE WARRANT esports technologies, Inc.Esports Technologies, Inc. • March 10th, 2021 • Services-amusement & recreation services • Nevada
THIS SHARE 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from eSports Technologies, Inc., a Nevada corporation (the “Company”), up to _______ ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company (the ordinary shares of the Company, the “Shares”). The purchase price of one Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 9th, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
THIS FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) effective as of October 1, 2021 (the “Effective Date”), by and between Esports Technologies, Inc., a Nevada corporation, having its principal office at 197 E. California Ave., Ste. 302, Las Vegas, Nevada 89104 (“Employer” or the “Company”), and Aaron Speach, residing at 73 The Strand, Unit 16, Slima, Malta SLM 1022 (“Employee”) and supersedes and replaces that certain Employment Agreement between the parties dated October 1, 2020 (“Original Agreement”).
FORBEARANCE AGREEMENT AMENDMENT NO. 2 among EBET, INC. F/K/A ESPORTS TECHNOLOGIES, INC. as the Borrower, the SUBSIDIARIES OF THE BORROWER, as Guarantors and CP BF LENDING, LLC, as Lender Dated as of October 1, 2023Forbearance Agreement • October 2nd, 2023 • EBET, Inc. • Services-amusement & recreation services • New York
AMENDMENT TO NOTE CONVERSION OPTION AGREEMENTNote Conversion Option Agreement • June 17th, 2022 • EBET, Inc. • Services-amusement & recreation services
This amendment (“Amendment”), dated as of the date set forth below, is to that certain Note Conversion Option Agreement executed June 7, 2022 (the “Agreement”) by and between EBET, Inc. (formerly, eSports Technologies, Inc.), a Nevada corporation (the “Company”) and CP BF LENDING, LLC, a Delaware limited liability company (together with its successors, assigns and Related Parties, “Lender”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.
Re: Separation of Employment and Release AgreementLetter Agreement • February 16th, 2023 • EBET, Inc. • Services-amusement & recreation services
This letter agreement (“Agreement”) is being issued following meetings last week wherein a dispute arose which was mutually agreed and resolved given your resignation and separation of employment from the EBET, INC. and its affiliate/subsidiary Esports Product Trading Malta (collectively the “Company”). You enter this Agreement after consideration with your own legal counsel.
