SEPARATION AGREEMENT dated as of June 28, 2022 among NEXTPLAY TECHNOLOGIES, INC., NEXTTRIP GROUP, LLC, REINHART INTERACTIVE TV AG, and TGS ESPORTS, INC.Separation Agreement • June 29th, 2022 • NextPlay Technologies Inc. • Services-business services, nec • Delaware
This SEPARATION AGREEMENT (this “Agreement”), dated as of June 28, 2022, is entered into by and among NextPlay Technologies, Inc., a Nevada corporation publicly traded on the Nasdaq Capital Market (Nasdaq: NXTP) (the “Company”), NextTrip Group, LLC (“NextTrip”), a Florida limited liability company and direct subsidiary of the Company, Reinhart Interactive TV AG, a Switzerland Aktiengesellschaft (“Reinhart”), a partially-owned subsidiary of the Company, and TGS Esports Inc., a British Columbia corporation publicly traded on the TSX Venture Exchange (TSXV:TGS) (“Parent”).
RIGHT OF FIRST REFUSAL AND DISTRIBUTION AGREEMENTRight of First Refusal and Distribution Agreement • June 29th, 2022 • NextPlay Technologies Inc. • Services-business services, nec • Delaware
THIS RIGHT OF FIRST REFUSAL AND DISTRIBUTION AGREEMENT (this “Agreement”), is made as of the ______, 2022 by and among TGS Esports Inc., a British Columbia corporation publicly traded on the TSX Venture Exchange (TSXV:TGS) (the “Company”) and NextPlay Technologies, Inc., a Nevada corporation publicly traded on the Nasdaq Capital Market (Nasdaq: NXTP) (the “Investor”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • June 29th, 2022 • NextPlay Technologies Inc. • Services-business services, nec • Delaware
This STOCK ESCROW AGREEMENT, dated as of , 2022 (the “Agreement”) is entered into by and among TGS Esports Inc., a British Columbia corporation publicly traded on the TSX Venture Exchange (TSXV:TGS) (“Company”), the undersigned parties listed as Stockholders on the signature page hereto (collectively, the “Stockholders”) and [TBC] (“Escrow Agent”).
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • June 29th, 2022 • NextPlay Technologies Inc. • Services-business services, nec • Delaware
THIS SECURITIES EXCHANGE AGREEMENT (the “Agreement”) is made and entered into as of June 28, 2022 by and among TGS Esports Inc., a British Columbia corporation publicly traded on the TSX Venture Exchange (TSXV:TGS) (“Parent”), NextPlay Technologies, Inc., a Nevada corporation publicly traded on the Nasdaq Capital Market (Nasdaq: NXTP) (the “Company”), William Kerby (“Kerby”) and Donald Monaco (“Monaco,” and, together with the Company and Kerby, the “Sellers”). All capitalized terms that are used but not defined herein shall have the respective meanings assigned to them in Annex A.
