HALL OF FAME RESORT & ENTERTAINMENT COMPANY UNDERWRITING AGREEMENTUnderwriting Agreement • February 16th, 2021 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • New York
The undersigned, Hall of Fame Resort & Entertainment Company, a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters;”), for whom Maxim Group LLC is acting as representative (in such capacity, the “Representative”), an aggregate of 12,244,897 shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”) and, at the election of the Representative, up to an additional 1,836,734 shares of Common Stock (the “Option Shares” and collectively with the Firm Shares, the “Shares” or the “Securities”). The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering.”
