0001493152-20-013272 Sample Contracts

Torque Esports Corp.
Torque Esports Corp. • July 14th, 2020 • Ontario
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Torque Esports Enters into Definitive Purchase Agreement for Controlling Stake in Ferrari-Partnered Allinsports
Torque Esports Corp. • July 14th, 2020

TORONTO, ON, October 18, 2019 — Torque Esports Corp. (“Torque” or the “Company,” TSX VENTURE: GAME, OTCQB: MLLLF) – Torque Esports has signed a definitive share purchase agreement to acquire a 51 percent interest in the market-leading motorsport simulator manufacturer, Allinsports. The investment was previously announced by Torque on October 3, 2019.

NOT FOR DISSEMINATION IN THE UNITED STATES OR TO UNITED STATES NEWSWIRE SERVICES Torque Esports, Frankly, and WinView ENTER INTO business Combination Agreement
Torque Esports Corp. • July 14th, 2020

TORONTO, ON, March 10, 2020 – Torque Esports Corp. (TSX-V: GAME) (OTCQB: MLLLD) (“Torque”, formerly Millennial Esports Corp.), Frankly Inc. (TSX-V: TLK) (OTCQX: FRNKF) (“Frankly”), and WinView, Inc. (“WinView”) have entered into a business combination agreement dated March 9, 2020 (the “Business Combination Agreement”), pursuant to which Torque will acquire each of Frankly and WinView (the “Transaction”), which will create an integrated platform dedicated to live esports, news and gaming.

LOAN Agreement BETWEEN TORQUE ESPORTS CORP.
Loan Agreement • July 14th, 2020 • Torque Esports Corp. • Ontario
ARRANGEMENT AGREEMENT
Arrangement Agreement • July 14th, 2020 • Torque Esports Corp. • Alberta

THIS AGREEMENT WITNESSETH THAT in consideration of the respective covenants and agreements herein contained and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by each Party), the Parties hereby covenant and agree as follows:

torque esports corp.
Engine Merger • July 14th, 2020 • Torque Esports Corp. • Ontario

Stockholders’ Rights Agreement, dated as of April 21, 2016, by and among WinView, Inc., the persons and entities listed on Exhibit A thereto.

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