UNDERWRITING AGREEMENT between ESPORTS ENTERTAINMENT GROUP, INC and Maxim Group LLC as Representative of the Several Underwriters ESPORTS ENTERTAINMENT GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 30th, 2020 • Esports Entertainment Group, Inc. • Services-amusement & recreation services • New York
The undersigned, Esports Entertainment Group, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Esports Entertainment Group, Inc. the “Company”), hereby confirms its agreement (this “Agreement”) with Maxim Group Inc. (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:
UNIT B COMMON STOCK PURCHASE WARRANT ESPORTS ENTERTAINMENT GROUP, INC.Common Stock Purchase • March 30th, 2020 • Esports Entertainment Group, Inc. • 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 [●], 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the twelve (12) month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Esports Entertainment Group, 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).
FORM OF WARRANT AGENT AGREEMENTWarrant Agent Agreement • March 30th, 2020 • Esports Entertainment Group, Inc. • Services-amusement & recreation services • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of [●], 2020 (the “Issuance Date”) between Esports Entertainment Group, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
