COMMON STOCK PURCHASE WARRANT Allied Esports Entertainment Inc.Allied Esports Entertainment, Inc. • June 8th, 2020 • Services-amusement & recreation services
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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June 9, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Allied Esports Entertainment Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 8, 2020, between Allied Esports Entertainment Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 8, 2020 between Allied Esports Entertainment Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • New York
This SECURITY AGREEMENT, dated as of June 8, 2020 (this “Agreement”), is among Allied Esports Entertainment Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s Senior Secured Convertible Notes due twenty-four (24) months following their issuance, in the original aggregate principal amount of $9,600,000.30 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”) and [ ], in its capacity as agent for the Secured Parties (“Agent”).
SENIOR SECURED CONVERTIBLE NOTE DUE JUNE 8, 2022Allied Esports Entertainment, Inc. • June 8th, 2020 • Services-amusement & recreation services • New York
THIS SENIOR SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Notes of Allied Esports Entertainment Inc., a Delaware corporation (the “Company”), having its principal place of business at 17877 Von Karman Avenue, Suite 300, Irvine, California, 92614, designated as its Senior Secured Convertible Note due June 8, 2022 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • New York
SUBSIDIARY GUARANTEE, dated as of June 8, 2020 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Allied Esports Entertainment Inc., a Delaware corporation (the “Company”) and the Purchasers.
SECURED CONVERTIBLE NOTE MODIFICATION AND CONVERSION AGREEMENT NO. 3Modification and Conversion Agreement • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • California
This Secured Convertible Note Modification and Conversion Agreement No. 3 (this “Agreement”) is dated effective as of June 8, 2020, among Allied Esports Entertainment, Inc., a Delaware corporation formerly known as Black Ridge Acquisition Corp. (“Borrower”), certain undersigned direct and indirect subsidiaries of Borrower (the “Borrower Parties”) and Knighted Pastures LLC (the “Purchaser” and collectively with Borrower and the Borrower Parties, the “Parties”).
SECURED CONVERTIBLE NOTE MODIFICATION AGREEMENT (Extension)Secured Convertible Note • June 8th, 2020 • Allied Esports Entertainment, Inc. • Services-amusement & recreation services • California
This Secured Convertible Note Modification Agreement (this “Agreement”) is dated effective as of June 8, 2020, among Allied Esports Entertainment, Inc., a Delaware corporation formerly known as Black Ridge Acquisition Corp. (“Borrower”), certain undersigned direct and indirect subsidiaries of Borrower (the “Borrower Parties”) and the undersigned (the “Purchaser” and collectively with Borrower and the Borrower Parties, the “Parties”).
