ContractExchange Agreement • March 31st, 2023 • SIMPLICITY ESPORTS & GAMING Co • Retail-eating & drinking places
Simplicity Esports Signs Agreement to Convert Promissory Notes into 5% Common Stock Ownership and Extension to Exchange Agreement with Software Company Diverted River Technology, LLC
Simplicity Esports and Gaming CompanyAgreement to Convert Convertible Promissory Notes • March 31st, 2023 • SIMPLICITY ESPORTS & GAMING Co • Retail-eating & drinking places
Reference is made to the convertible promissory notes issued by Simplicity Esports And Gaming Company (“WINR” or the “Company”) and enumerated on Schedule A attached hereto (collectively, the “Notes”). Capitalized terms used but not defined herein shall have the same meanings set forth in the form of Transaction Documents (as defined below) enumerated on Exhibit A. In consideration of the promises and other good and valuable consideration specified herein, the receipt and sufficiency of which are hereby acknowledged, the Company and each of the holders of such Notes and party hereto (each, a “Holder” and collectively, the “Holders”) agree that:
Amendment No. 2 to Exchange Agreement Dated as of March 10, 2023Exchange Agreement • March 31st, 2023 • SIMPLICITY ESPORTS & GAMING Co • Retail-eating & drinking places
This Amendment No. 1 to Exchange Agreement (this “Amendment”) is entered into as of the date first set forth above (the “Amendment Date”) by and between (i) Simplicity Esports and Gaming Company, a Delaware corporation (the “Company”); (ii) Diverted River Technology, LLC, an Indiana limited liability company (“DRT”), and (iii) Zachary Johnson (the “Members’ Representative”). Each of the Company, DRT and the Members’ Representative may be referred to herein collectively as the “Parties” and separately as a “Party”.
