FINANCING AND SECURITY AGREEMENTFinancing and Security Agreement • December 22nd, 2023 • Super League Enterprise, Inc. • Services-computer integrated systems design
This Financing and Security Agreement (“Agreement”) is made and entered into on December 5, 2023 (the “Effective Date”) by and between SUPER LEAGUE ENTERPRISE, INC., (‘Super League”), MOBCRUSH STREAMING INC. (“Mobcrush”), and INPVP, LLC (“InPVP”) (each a “Borrower” and collectively the “Borrower”) and SLR DIGITAL FINANCE LLC (“Lender”). Lender may make, in accordance with the terms herein, Advances from time to time in its sole and absolute discretion, against the Face Amount of certain of Borrower’s Accounts, provided that Borrower agrees to the provisions of this Agreement. Capitalized terms used herein are defined in Section 36 below.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 22nd, 2023 • Super League Enterprise, Inc. • Services-computer integrated systems design • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”), shall be engaged by Super League Enterprise, Inc., a Delaware corporation (the “Company”) to act as the exclusive placement agent in connection with the private placement (the “Offering”) of shares (the “Shares”) of Series AAA Convertible Preferred Stock, par value $0.001 per share (including all subseries of such stock, the “Series AAA Preferred Stock”). The Offering will consist of a minimum of 1,000 Shares (1,000,000) (“Minimum Offering Amount”) and up to a maximum of 30,667 Shares ($30,667,000) (“Maximum Offering Amount”) which shall be offered on a “reasonable efforts, all or none” basis as to the Minimum Offering Amount and a “reasonable efforts” basis for all amounts in excess of the Minimum Offering Amount. For purposes hereof, this
