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Esports Entertainment Group, Inc. – ‘S-1/A’ on 10/30/19 – ‘EX-10.17’

On:  Wednesday, 10/30/19, at 4:13pm ET   ·   Accession #:  1213900-19-21514   ·   File #:  333-231167

Previous ‘S-1’:  ‘S-1’ on 5/2/19   ·   Next:  ‘S-1/A’ on 2/13/20   ·   Latest:  ‘S-1/A’ on 8/2/23   ·   1 Reference:  By:  Esports Entertainment Group, Inc. – ‘10-Q’ on 2/16/21 for 12/31/20

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

10/30/19  Esports Entertainment Group, Inc. S-1/A                  4:3.8M                                   Edgar Agents LLC/FA

Pre-Effective Amendment to Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1/A       Amendment No. 1 to Form S-1                         HTML   3.51M 
 2: EX-10.17    First Amendment to Software Transfer Agreement      HTML     11K 
                Dated October 4, 2019, by and Between Swiss                      
                Interactive Software and the Company                             
 3: EX-23.1     Consent of McGovern Hurley, LLP, Independent        HTML      7K 
                Registered Public Accounting Firm                                
 4: EX-23.2     Consent of Rrbb Accountants and Advisors Firm       HTML      6K 


‘EX-10.17’   —   First Amendment to Software Transfer Agreement Dated October 4, 2019, by and Between Swiss Interactive Software and the Company


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



Exhibit 10.17

 

FirsT Amendment to SOFTWARE TRANSFER Agreement

  

This First Amendment to SOFTWARE Agreement (this “Amendment”) is entered into as October 4, 2019, by and between Swiss Interactive Software GmbH, a Swiss corporation with offices at Ave. Beauregard 12, 1700 Fribourg, Switzerland (“Swiss Interactive”), and Esports Entertainment Group, Inc., a Nevada corporation with its principal office at 170 Pater House, Psaila Street, Birkirkara, Malta, (“Esports Entertainment”) (Swiss Interactive and Esports Entertainment each, a Party;” together, the “Parties”).

 

RECITALS

 

WHEREAS, the Parties entered into that certain Software Transfer Agreement dated April 7, 2019, whereby Swiss Interactive transfered to Esports Entertainment, in exchange for Esports Entertainment’s payment of transfer fees, ownership of certain software (the “Original Agreement”), as further described in the Original Agreement; and

 

WHEREAS, the Parties desire to amend the Original Agreement to allow for additional time for a Qualified Offering (as such term is defined in the Original Agreement) to be consummated.

 

NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the Parties hereby agree as follows:

 

1. Amendments. The Original Agreement shall be amended as follows, in accordance with the terms and conditions of Section 8.12 thereof:

 

a.References to this “Agreement” shall mean the Original Agreement as amended by this Amendment.

 

b.Section 3.2(f) of the Original Agreement is hereby deleted in its entirety and replaced with the following:

 

Without prejudice to any other provision of this Agreement, in the event that the Effective Date does not take place prior to June 30, 2020 (the “Deadline Date”), then the Agreement shall terminate with immediate-effect on the Deadline Date and neither party shall have any further rights or obligations to the other party hereunder, notwithstanding the pre-existing Software License Agreement between the Parties.

 

2. Governing Law; Jurisdiction. This Amendment shall be governed by and construed in accordance with the internal laws of the State of Nevada without giving effect to any choice or conflict of law provision or rule (whether of the State of Nevada or any other jurisdiction). Any legal proceeding arising out of or based upon this Agreement shall be instituted in the federal courts or the courts of the state of Nevada and each party irrevocably submits to the exclusive jurisdiction of such courts in any such proceeding.

 

3. Counterparts. This Amendment may be executed in several counterparts, each of which shall be deemed to be an original copy and all of which together shall constitute one agreement binding on all parties hereto, notwithstanding that all the parties shall not have signed the same counterpart.

 

 C: 

 

 

 

 

IN WITNESS WHEREOF, the Parties, by their duly authorized representatives, have executed this Amendment as of the date first stated above.  

 

Swiss Interactive Software GmbH.   Esports Entertainment Group, Inc.
         
By:     By:  
Name: Yan Rozum   Name: Grant Johnson
Title: Director   Title: Chief Executive Officer

 

 

 

 


Dates Referenced Herein

This ‘S-1/A’ Filing    Date    Other Filings
6/30/20None on these Dates
Filed on:10/30/19
10/4/19
4/7/19
 List all Filings 


1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/16/21  Esports Entertainment Group, Inc. 10-Q       12/31/20   75:4.2M                                   M2 Compliance LLC/FA
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Filing Submission 0001213900-19-021514   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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