COMMON STOCK PURCHASE WARRANT Esports Technologies, Inc.Common Stock Purchase Warrant • December 1st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • California
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Shareholder Approval Date (as defined in the Purchase Agreement) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date, (the “Termination Date”) but not thereafter, to subscribe for and purchase from Esports Technologies, Inc., a Nevada corporation (the “Company”), up to [●] of shares of Company common stock, par value $0.001 per share (the “Common Stock”) (the Common Stock issuable hereunder, as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractPromissory Note • December 1st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
THIS PROMISSORY NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBORDINATED IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT DATED AS OF NOVEMBER 29, 2021 AMONG THE BORROWER, HOLDER AND CP BF FUNDING, LLC (AS MODIFIED AND AMENDED FROM TIME TO TIME).
CREDIT AGREEMENT among ESPORTS TECHNOLOGIES, INC. as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors and CP BF LENDING, LLC, as Lender Dated as of November 29, 2021Credit Agreement • December 1st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • New York
ESPORTS TECHNOLOGIES, INC. WARRANT TO PURCHASE COMMON STOCKSecurity Agreement • December 1st, 2021 • Esports Technologies, Inc. • Services-amusement & recreation services • Nevada
Esports Technologies, Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, CP BF Lending, LLC or its permitted registered assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company up to a total of 1,567,840 shares of common stock, $0.001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price per share equal to $25.00 per share (as adjusted from time to time as provided in Section 9 herein, the “Exercise Price”), upon surrender of this Warrant to purchase Common Stock (including any Warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”) at any time and from time to time on or after the date hereof (the “Original Issue Date”) and through and including 5:30 P.M., New York City time, on t
