0001493152-21-005948 Sample Contracts

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • March 15th, 2021 • Motorsport Games Inc. • Services-prepackaged software • Delaware

THIS SHARE EXCHANGE AGREEMENT (this “Agreement”), effective as of March 14, 2021, is entered into among Ascend FS, Inc. a British Columbia corporation (f/k/a Gaming Nation Inc., an Ontario corporation), located at 1 Yonge St, Toronto, ON M5E 1W7 Canada (“Seller”), Motorsport Games Inc., a Delaware corporation located at 5972 NE 4th Avenue, Miami, FL 33137 (“Buyer”), and 704Games Company, a Delaware corporation (the “Company”).

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