Exhibit
10.1


 


SERVICE
AGREEMENT


 


THIS
AGREEMENT made this 1st day of November 2020 (the “Effective Date”) between Slinger
Bag International (UK) Limited, a private English limited company with its registered address at Annecy Court Ferry Works,
Summer Road, Thames Ditton, Surrey, England KT7 0QJ and Company No. 11923305 (the “Company”)and Mike
Ballardie, an individual residing in the United Kingdom (the “Executive”)


 


A.
Slinger Bag Inc. (“SBI”) and the Executive entered into a service agreement on 6 April 2020, which was amended
on 30 April 2020 (the “SBI Agreement”).


 


B.
SBI, the Company and the Executive now wish to terminate the SBI Agreement and enter into this Agreement, provided that the warrant
issued to the Executive by SBI in connection with the SBI Agreement (the “Warrant”) shall remain in full force and
effect in accordance with its terms.


 


C.
The Company has offered the Executive the position of Chief Executive Officer of the
Company.


 


D.
The Company and the Executive wish to formally record the terms and conditions upon
which the Executive will be hired by and serve as chief executive officer of the Company.


 


E.
Each of the Company and the Executive has agreed to the terms and conditions set forth in this Agreement, as evidenced by their
respective execution hereof.


 


NOW
THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the premises and the mutual covenants and agreements herein contained,
the parties hereto covenant and agree as follows:


 


Article
1


CONTRACT
FOR SERVICES


 


	1.1	Engagement
    the Executive as Chief Executive Officer. (a) The Company hereby agrees to hire the Executive as Chief Executive Officer
    in accordance with the terms and provisions hereof.


 


	 	(i)	Term.
    Unless terminated earlier in accordance with the provisions hereof, this Agreement will commence on the Effective Date and
    will continue for a period of five (5) years therefrom (the “Term”).


 


	 	(b)	Service.
    The Executive agrees to faithfully, honestly and diligently serve the Company and to devote the time, attention efforts to
    further the business and legal
    interests of the Company and utilize his professional skills and care during the Term.


 


	1.2	Duties:
    The Executive’s services hereunder will be provided on the basis of the following terms and conditions:


 


	 	(a)	Reporting
    directly to the Board of Directors (the “Board”) of the Company, the Executive will serve as the Company’s
    Chief Executive Officer and President;
	 	 	 
	 	(b)	The
    Executive’s primary responsibilities
    include providing the
    strategic vision for the
    company, implementing the
    appropriate company structure,
    defining the core business objectives, making major corporate decisions, directing and managing the overall operations and
    resources of the Company, acting as the main point of communication between the Board and corporate operations and being the
    public face of the Company, in each case subject to, and in accordance with, applicable laws and regulations.


 




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	 	(c)	The
    Executive will faithfully, honestly and diligently serve the Company, co operate with the Company and utilize maximum professional
    skill and care to
    ensure that all services rendered
    hereunder are to the satisfaction of the Company, acting reasonably. The Executive will provide any other services not specifically
    mentioned herein, but, which by reason of the Executive’s capability, the Executive knows or ought to know to be necessary
    to ensure that the best interests of the Company are maintained at all times.
	 	 	 
	 	(d)	The
    Executive will assume, obey, implement and execute such duties, directions, responsibilities, procedures, policies and
    lawful orders
    as may be determined or given from time to time by the Board.
	 	 	 
	 	(e)	The
    Executive will report the results of his duties hereunder to the Board as it may request from time to time.


 


Article
2 


COMPENSATION


 


	2.1	Remuneration.


 


	 	(a)	The
    Executive’s monthly gross base salary shall be US $50,000 (together with any increases thereto as hereinafter provided,
    the “Base Salary”). The Base Salary shall be payable in accordance with the Company’s normal payroll procedures
    in effect from time to time. All monthly payments of Base Salary shall be paid in arrears within the last five days of each
    calendar month.
	 	 	 
	 	(b)	If
    required by the Company, the Executive agrees to defer $20,000 per month of his base salary (the “Deferred Amount”)
    until the latter of the business reaching $10 million in cumulative revenues or the end of 2021. On either of the above options
    being reached, the Company
    will promptly transfer the Deferred Amount to the Executive in full.


 




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The
Base Salary may be increased by the Board from time to time during the Term but shall be reviewed by the Board at least annually.
Starting in the second year of this Agreement, Executive’s monthly base salary shall be increased in accordance with industry
standard compensation for chief executive officers so long as the Company has completed a capital raise or has the cash flow available
to do so.


 


	 	(c)	To
    the extent that the Company does not have sufficient funds to pay Executive his Base Salary, the Executive agrees that he
    shall defer the aggregate unpaid amount (the “Deferral Amount”) which will be registered in the Company’s
    books as a loan given to the Company by the Executive. As and when the Company has additional funds from any source, the Company
    will pay as much of Executive’s Base Salary as possible. So long as any amount of the Executive’s Base Salary
    remains unpaid, the Executive will have the option to convert such amount, or part of it into shares of the Company at the
    average trading price of the 10
    days prior to the date of
    the request by the Executive to exercise this option. This option will survive the Term of this agreement.
	 	 	 
	 	(d)	The
    Executive shall be eligible to
    participate in employee benefit
    plans currently and hereafter maintained by the Company of general applicability to other senior executives of the Company,
    including, without limitation, group medical, dental and vision cover, life and permanent disability insurance, monthly car
    allowance, pension contributions of a minimum of 10% of the gross monthly salary and flexible-spending account plans (whether
    in existence as at the date hereof or to be established in the future). In the alternative the Company, at its sole discretion,
    having considered the suitability of Company benefits for the Executive, will provide the employee with a cash benefits allowance
    of not less than $7,500 gross per month to procure his own benefits, including without limitation private medical, dental
    and vision cover, life and permanent disability insurance, car allowance and pension provision.


 




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	 	(e)	On
    the earlier of the Company’s cumulative revenues reaching $10 million (including, for the avoidance of doubt, revenue
    to be received by the Company in respect of orders for the Company’s products) or on 31 March 2021, the Executive will
    receive a one-time payment of $385,000 in cash or, at Executive’s
    option, $385,000
    in shares of the Company with the shares to be valued at their fair market value at the date of issuance.
	 	 	 
	 	(f)	Holidays:
    The Executive is eligible to take 25 holiday days per year exclusive of all UK public holidays. The company’s’
    Holiday year will run from 1 January to 31 December and Holidays not used in any given year cannot be carried over to the
    following year without express permission of the Board.
	 	 	 
	 	(g)	In
    addition to the foregoing, the Company will grant the Executive additional compensation in the form of cash or shares in cases
    of extraordinary contribution by him to the benefit of the Company as the Board of Directors of the Company will decide.
	 	 	 
	 	(h)	The
    Executive’s position with the Company requires a special degree of personal trust, and the Company is not able to supervise
    the number of working hours of the Executive. Therefore, the Executive will not be entitled to any additional remuneration
    whatsoever for his work with the exception of that specifically set out in this Agreement. The Executive has other business
    interests and, as such, shall be permitted to spend such time as the Executive deems necessary or expedient on such interests,
    so long as there is no adverse material impact on the Executive’s performance of his obligations hereunder.


 


	2.2	Incentive
    Plans. The Executive will be entitled to participate in any bonus plan or incentive compensation plans as approved by
    the company from time-to-time. The Executives bonus payment level will be set at a minimum of 50% of the annual gross base
    salary. It is agreed that any such plans will be retroactive to the Effective Date of the SBI Agreement.
	 	 
	2.3	Company
    equity or option plans.
    The Executive will be entitled
    to participate in any equity or option plan adopted for its directors, officers or employees by the Company.
	 	 
	2.4	Expenses.
    The Executive will be reimbursed by the Company for all reasonable business expenses incurred by the Executive in connection
    with his duties. This includes,
    but is not limited to, payments
    of expenses incurred when traveling abroad and others.


 




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Article
3


INSURANCE
AND BENEFITS


 


	3.1	Liability
    Insurance Indemnification. The Company will insure the Executive (including his heirs, executors and administrators) with
    coverage under a standard directors’ and officers’ liability insurance policy at the Company’s expense.


 


Article
4


CONFIDENTIALITY
AND NON-COMPETITION


 


	4.1	Maintenance
    of Confidential Information.


 


	 	(a)	The
    Executive acknowledges that, in the course of performing his obligations hereunder, the Executive will, either directly or
    indirectly, have access to and be entrusted with confidential information (whether oral, written or by inspection) relating
    to the Company or its respective affiliates,
    associates or customers (the
    “Confidential Information”).
	 	 	 
	 	(b)	The
    Executive acknowledges that the Company’s
    Confidential Information constitutes a proprietary right, which the Company is entitled to protect. Accordingly, the Executive
    covenants and agrees that, as long as he works for the Company, the Executive will keep in strict confidence the Company’s
    Confidential Information and will not, without prior written consent of the Company, disclose, use or otherwise disseminate
    the Company’s Confidential Information, directly or indirectly, to any third party.
	 	 	 
	 	(c)	The
    Executive agrees that, upon termination of his services for the Company, he will immediately surrender to the Company all
    Company Confidential Information then in his possession or under his control.


 


	4.2	Exceptions.
    The general prohibition contained in Section 4.1
    against the unauthorized disclosure, use or dissemination of the Company’s Confidential Information will not apply in
    respect of any Company Confidential Information that:


 


	 	(a)	is
    available to the public generally;
	 	 	 
	 	(b)	becomes
    part of the public domain through no fault of the Executive;
	 	 	 
	 	(c)	is
    already in the lawful possession of the Executive at the time of receipt of the Company’s Confidential Information;
    or
	 	 	 
	 	(d)	is
    compelled by applicable law or regulation to be disclosed, provided that the Executive gives the Company prompt written notice
    of such requirement prior to such disclosure and provides commercially reasonable assistance at the request and expense of
    the Company, in obtaining an order protecting the Company’s Confidential Information from public disclosure


 




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Article
5


TERMINATION


 


	5.1	Termination
    of Employment. The Executive’s employment may be terminated only as follows:


 


	 	(a)	Termination
    by the Company


 


	 	(i)	For
    Cause: The Company may terminate the Executive’s employment for Cause.
	 	 	 
	 	(ii)	Without
    Cause: The Company may terminate Executive’s employment at any time by giving Executive 180 days prior written Notice
    of the termination. In such a case,100% of the Executive’s unvested stock and option compensation of any nature will
    vest without any further action required on the part of the Executive or the Company and the Company will deliver to the order
    of the Executive promptly, upon receipt of a written demand of the Executive, such shares of common stock, warrants or options
    at its sole expense as become due to Executive hereunder or under the Warrant. The Executive’s right to receive compensation
    whether in cash or securities shall survive any termination of this Agreement Without Cause.


 


	 	(b)	Termination
    by the Executive


 


	 	(i)	For
    Good Reason. The Executive may terminate the Executive’s employment with the Company for Good Reason.
	 	 	 
	 	(ii)	Without
    Good Reason. The Executive may voluntarily terminate the Executive’s employment with the Company at any time by giving
    the Company 180 days prior written Notice of the termination.


 


	 	(c)	Termination
    Upon Death or Disability


 


	 	(i)	Death.
    The Executive’s
    employment shall terminate upon the Executive’s death.
	 	 	 
	 	(ii)	Disability.
    The Company may terminate the Executive’s employment upon the Executive’s Disability by giving not less than 180
    days’ prior written Notice of the termination to the Executive.


 


	 	(d)	For
    the purpose of this Article 5, “Cause” means:


 


	 	(i)	Breach
    of Agreement. Executive’s material breach of Executive’s obligations of this Agreement, not cured after 30 days’
    Notice from the Company.


 




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	 	(ii)	Gross
    Negligence. Executive’s gross negligence in the performance of Executive’s duties.
	 	 	 
	 	(iii)	Crimes
    and Dishonesty. Executive’s
    conviction of or plea guilty to any crime involving, dishonesty, fraud or moral turpitude.
	 	 	 
	 	(iv)	In
    the event of termination of this agreement for Cause, the Company may terminate the Executive’s employment after 30
    days’ Notice.


 


	 	(e)	For
    the purpose of this Article 5, “Good Reason” means:


 


	 	(i)	Breach
    of Agreement. The Company’s material breach of this Agreement ,
    which breach has not been
    cured by the Company within 30 days after receipt
    of written notice specifying, in reasonable detail, the nature of such breach or failure from Executive.
	 	 	 
	 	(ii)	Non-Payment.
    The failure of the Company to pay any amount due to Executive hereunder, which failure persists for 30 days after written
    notice of such failure has been received by the Company.
	 	 	 
	 	(iii)	Change
    of Responsibilities/Compensation. Any material reduction in Executive’s title or a material reduction in Executive’s
    duties or responsibilities or any material adverse change in Executive’s Base Salary or any material adverse change
    in Executive’s benefits.
	 	 	 
	 	(iv)	Change
    of Location. Any relocation of the premises at which Executive works to a location more than 20 kilometers from such location,
    without Executive’s consent.


 


	 	(f)	It
    is agreed that in the event of termination of this agreement if the Company decides that the Executive’s services are
    not needed during the termination period, the Company will continue to be responsible for paying Base Salary, providing his
    benefits (or a cash allowance in lieu) and equity compensation as defined in Article 2 of this Agreement for the entire termination
    period. Neither the Company, nor the Executive will be entitled to any notice, or payment in excess of that specified in this
    Article 5.
	 	 	 
	 	(g)	Upon
    the termination (whether for cause, disability, death, without cause, for good reason or without good reason), the Company
    shall pay to Executive within 30 days of the termination date (i) any accrued but unpaid Base Salary for services rendered
    as of the date of termination, (ii) (if applicable) any accrued but unpaid vacation pay, (iii) the business expenses reasonably
    incurred by the Executive up to the date of termination or resignation and properly reimbursable, and (iv) payment of any
    cash allowance for benefits, in each case less any applicable deductions or withholdings required by law.


 




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Section
5.2 Termination for Cause, Disability or Death


 


In
the event that this Agreement and the Executive’s employment with the Company is terminated for Cause, the Company shall
provide the Executive written notice thereof and Executive shall be entitled only to the amounts specified in Section 5.1plus
all vested common or preferred shares and,
if applicable options and warrants.


 


Section
5.3 Termination without Cause or For Good Reason


 


In
the event this Agreement and the Executive’s employment with the Company is terminated by the Company without Cause (other
than for death or Disability) or by the Executive For Good Reason, then in addition to the amounts specified in Section 5.1
and subject to the Executive’s
execution and non-revocation of a separation agreement containing a general release and waiver of liability
against the Company and anyone connected with it in form acceptable to the Company, the Executive shall be entitled to receive,
and the Company shall pay the Executive an amount in lieu of Base Salary and benefits (less statutory deductions and withholdings)
that would have accrued to the Executive for the greater of (a) the unexpired portion of the Term of this Agreement or (b) two
(2) years, in a single lump sum, paid in full within 30 days of the termination date. Further, Executive shall be entitled to
all vested common or preference shares and, if applicable, options and warrants with vesting continuing for 12 months following
termination as applicable.


 


Article
6


MUTUAL
REPRESENTATIONS


 


	6.1	The
    Executive represents and warrants to the Company that the execution and delivery of this Agreement and the fulfillment of
    the terms hereof


 


	 	(a)	will
    not constitute a default under or conflict with any agreement or other instrument to which he is a party or by which he is
    bound; and
	 	 	 
	 	(b)	do
    not require the consent of any person or entity.


 


	6.2	The
    Company represents and warrants to the Executive that this Agreement has been duly authorized, executed and delivered by the
    Company and that the fulfillment of the terms hereof


 


	 	(a)	will
    not constitute a default under or conflict with any agreement of other instrument to which it is a party or by which it is
    bound; and


 




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	 	(b)	do
    not require the consent of any person of entity.


 


	6.3	Each
    party hereto warrants and represents to the other that this Agreement constitutes the valid and binding obligation of such
    party enforceable against such party in accordance with its terms subject to applicable bankruptcy, insolvency,
    moratorium and similar laws
    affecting creditors’ rights generally, and subject, as to enforceability, to general principles of equity (regardless
    if enforcement is sought in proceeding in equity or at law).


 


Article
7


NOTICES


 


	7.1	Notices.
    All notices required or allowed to be given under this Agreement must be made either personally by delivery to or by facsimile
    transmission to the address as hereinafter set forth or to such other address as may be designated from time to time by such
    party in writing:


 


	 	(a)	in
    the case of the Company, to:


 


Slinger
Bag International (UK) Limited.


 


To
be provided under separate cover within three days after the date hereof; in the event that Executive does not receive notice
of address within such period, then Executive shall be entitled to send any notice to any email address of the Company known to
Executive and the sending of any such notice shall constitute receipt of notice whether the Company receives such notice or not.


 


	 	(b)	and
    in the case of the Executive, to the Executive’s last residence address known to the Company or mike.ballardie@slingerbag.com
    and his personal email address made known by the Executive to the Company from time to time.


 


	7.2	Change
    of Address. Any party may, from time to time, change its address for service hereunder by written notice to the other
    party in the manner aforesaid.


 


Article
8

GENERAL


 


	8.1	Further
    Assurances. Each party hereto will promptly and duly execute and deliver to the other party such further documents and
    assurances and take such further action as such other party may from time to time reasonably request in order to more effectively
    carry out the intent and purpose of this Agreement and to establish and protect the rights
    and remedies created or intended
    to be created hereby.


 




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	8.2	Waiver.
    No provision hereof will be deemed waived and no breach excused, unless such waiver or consent excusing the breach is made
    in writing and signed by the party to be charged with such waiver or consent. A waiver by a party of any provision of this
    Agreement will not be construed as a waiver of a further breach of the same provision.
	 	 
	8.3	Amendments
    in Writing. No amendment, modification or rescission of this Agreement will be effective unless set forth in writing and
    signed by the parties hereto.
	 	 
	8.4	Assignment.
    Except as herein expressly provided, the respective rights and obligations of the Executive and the Company under this Agreement
    will not be assignable by either party without the written consent of the other party and will, subject to the foregoing,
    inure to the benefit of and be binding upon the Executive and the Company and their permitted successors or assigns. Nothing
    herein expressed or implied is intended to confer on any person other than the parties hereto any rights, remedies, obligations
    or liabilities under or by reason of this Agreement. For the avoidance of doubt, it is agreed that in the event that the Company
    participates in a merger, acquisition, restructuring, reorganization or other transaction in which the Company is merged into,
    sold to or otherwise becomes part of or owned by another company or entity, this Agreement will remain in force and be binding
    on any such successor, surviving or acquiring company or entity.
	 	 
	8.5	The
    Company acknowledges and agrees that the Executive may submit to the Company invoices from a company that employs him in lieu
    of invoices on his name. The Executive confirms that any such invoice will replace his own invoice and he agrees that his
    fees will be paid by the Company to third parties provided that it is done as per his instructions to the Company.
	 	 
	8.6	Severability.
    In the event that any provision contained in this Agreement is declared invalid, illegal or unenforceable by a court or other
    lawful authority of competent jurisdiction, such provision will be deemed not to affect or impair the validity or enforceability
    of any other provision of this Agreement, which will continue to have full force and effect.
	 	 
	8.7	Headings.
    The headings in this Agreement
    are inserted for convenience of reference only and will not affect the construction or interpretation of this Agreement.
	 	 
	8.8	Number
    and Gender. Wherever the singular or masculine or neuter is used in this Agreement, the same will be construed as meaning
    the plural or feminine or a body politic or corporate and vice versa where the context so requires.
	 	 
	8.9	Time.
    Time is of the essence in this Agreement.
	 	 
	8.10	Governing
    Law. This Agreement will be construed and interpreted in accordance with the laws of the State of New York without reference
    to its conflicts of laws principles or the conflicts of laws principles of any other jurisdiction, and each of the parties
    hereto expressly attorns to the jurisdiction of the courts of the State of New York. The sole and exclusive place of jurisdiction
    in any matter arising out of or in connection with this Agreement will be the applicable New York state or federal court.


 




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	8.11	This
    Agreement (including all Annexes thereto) constitutes the entire agreement between the Parties with respect to the subject
    matter thereof and supersedes all prior agreements, understandings and negotiations, both written and oral, between the Parties
    with respect to this matter.


 


	IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as of the date and year first above written.
	 	 	 
	Slinger Bag International (UK) Limited	 
	 	 	 
	By:	/s/
    Mike Ballardie	 
	Name:	 	 
	Title:	 	 
	 	 	 
	Executive	 
	 	 	 
	 	 
	 	 	 
	Agreed and accepted by Slinger Bag Inc.	 
	 	 	 
	By:	/s/
    Mike Ballardie	 
	Name:	 	 
	Title:	 	 


 




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