0001493152-21-024387 Sample Contracts

COMMON STOCK PURCHASE WARRANT SIMPLICITY ESPORTS AND GAMING COMPANY
SIMPLICITY ESPORTS & GAMING Co • October 1st, 2021 • Retail-eating & drinking places • Delaware

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company, or its registered 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 “Issuance Date”) and on or prior to the close of business on the third anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SIMPLICITY ESPORTS AND GAMING COMPANY, a Delaware corporation (the “Company”), up to 593,750 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.

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COMMON STOCK PURCHASE WARRANT SIMPLICITY ESPORTS AND GAMING COMPANY
SIMPLICITY ESPORTS & GAMING Co • October 1st, 2021 • Retail-eating & drinking places • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company, or its registered 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 “Issuance Date”) and on or prior to the close of business on the third anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SIMPLICITY ESPORTS AND GAMING COMPANY, a Delaware corporation (the “Company”), up to 40,000 shares of common stock of the Company (the “Common Stock”), as such number may be adjusted hereunder (as the same may be adjusted, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.

COMMON STOCK PURCHASE WARRANT SIMPLICITY ESPORTS AND GAMING COMPANY
SIMPLICITY ESPORTS & GAMING Co • October 1st, 2021 • Retail-eating & drinking places • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, FIRSTFIRE GLOBAL OPPORTUNITIES FUND LLC, a Delaware limited liability company, or its registered 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 “Issuance Date”) and on or prior to the close of business on the third anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SIMPLICITY ESPORTS AND GAMING COMPANY, a Delaware corporation (the “Company”), up to 40,000 shares of common stock of the Company (the “Common Stock”), as such number may be adjusted hereunder (as the same may be adjusted, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.

Amendment No. 1 to Common Stock Purchase Warrant
Stock Purchase Warrant • October 1st, 2021 • SIMPLICITY ESPORTS & GAMING Co • Retail-eating & drinking places • Delaware

This Amendment No. 1 to Common Stock Purchase Warrant (this “Amendment”), dated as of the date first set forth above, is entered into by and between Simplicity Esports and Gaming Company, a Delaware corporation (the “Company”) and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company (“Holder”). The Company and Holder may be referred to herein individually as a “Party” and collectively as the “Parties.”

Amendment No. 2 to Convertible Promissory Note
SIMPLICITY ESPORTS & GAMING Co • October 1st, 2021 • Retail-eating & drinking places • Delaware

This Amendment No. 2 to Convertible Promissory Note (this “Amendment”), dated as of the date first set forth above, is entered into by and between Simplicity Esports and Gaming Company, a Delaware corporation (the “Company”) and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company (“Holder”). The Company and Holder may be referred to herein individually as a “Party” and collectively as the “Parties.”

Amendment No. 1 to Convertible Promissory Note
Convertible Promissory Note • October 1st, 2021 • SIMPLICITY ESPORTS & GAMING Co • Retail-eating & drinking places • Delaware

This Amendment No. 1 to Convertible Promissory Note (this “Amendment”), dated as of the date first set forth above, is entered into by and between Simplicity Esports and Gaming Company, a Delaware corporation (the “Company”) and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company (“Holder”). The Company and Holder may be referred to herein individually as a “Party” and collectively as the “Parties.”

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