Exhibit
4.1


 


FIRST
AMENDMENT TO


CONVERTIBLE
LOAN AGREEMENT


 


This
FIRST AMENDMENT TO CONVERTIBLE LOAN AGREEMENT (this “Amendment”) is made as of October 6, 2021 by and between
PlaySight Interactive Ltd (the “Company”) and Slinger Bag Americas Inc. (the “Lender”). All
capitalized terms used in this Amendment which are not herein defined shall have the meanings respectively ascribed to them in the
Agreement (as defined infra).


 


WHEREAS,
the Company and Lender are parties to that certain Convertible Loan Agreement, dated as of July 21, 2021 (the “Agreement”),
pursuant to which, among other things, Lender agreed to make certain advances to the Company as provided therein;


 


WHEREAS,
the Company, Lender and certain other parties are contemplating entering into an “Agreement for Merger” (the “Merger
Agreement”), pursuant to which, among other things, a subsidiary of Lender would merge with and into the Company, with the
Company continuing as the surviving entity and a wholly owned subsidiary of Lender (the “Merger”); and


 


WHEREAS,
the Company and Lender wish to amend the terms of the Agreement to provide for additional advances to be made under the Agreement through
the earlier of the date of the closing of the Merger and the termination of the Merger Agreement.


 


NOW,
THEREFORE, in consideration of the premises and the covenants and agreements hereinafter set forth, the parties hereto hereby agree as
follows:


 


1.
Bridge Loan Deduction. Notwithstanding any other provision of the Agreement, to the extent that immediately prior to Completion
(as defined in the Merger Agreement) any amounts are owing by the Company under the Agreement, the number of shares of Buyer Common Stock
to be issued as Completion Merger Consideration will be reduced by the Bridge Loan Deduction Share Number (as defined in the Merger Agreement)
as contemplated in the Merger Agreement, and the Loan will automatically be deemed repaid pursuant to such arrangement.


 


2.
Advances through Closing of the Merger or Termination of the Merger Agreement. Annex A to the Agreement shall be deleted
and replaced in its entirety, effective as of the date hereof, with the form of “A&R Annex A” attached to this
Amendment. In addition, all references to the Principal Amount and/or Loan (or any statement relative to the maximum amount of funds
to be loaned or advanced by Lender under the Agreement) are hereby amended and adjusted, effective as of the date hereof, to reflect
and include the additional advances contemplated by (and as provided in) the A&R Annex A.


 


3.
 Counterparts. This Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which
shall constitute one and the same instrument, and may be delivered by facsimile.


 


4.
Governing Law; Jurisdiction. This Amendment shall be construed, performed and enforced in accordance with, and governed
by, the laws of the State of Israel. The competent courts of Tel Aviv shall have sole and exclusive jurisdiction over any dispute related
to this Amendment, its performance or breach.


 


5.
Continued Effectiveness. It is the express intention of the parties hereto to ratify and reaffirm the terms and conditions
of the Agreement, as amended pursuant to the terms of this Amendment. Except as expressly amended hereby, the Agreement shall remain
unmodified and in full force and effect. In the event of any inconsistency between the provisions of the Agreement and the provisions
of this Amendment, the provisions of this Amendment shall prevail.


 


(signature
page follows)


 




    	 



     


    

 


IN
WITNESS WHEREOF, the parties hereto have caused this First Amendment to Convertible Loan Agreement to be executed by their duly authorized
representatives as of the day and year first above written.


 


	 	Slinger
    Bag Americas Inc.
	 	 	 
	 	By:	
	 	Name:	 Mike Ballardie
	 	Title:	Chief
    Executive Officer
	 	 	 
	 	PlaySight
    Interactive, Ltd.
	 	 
	 	By:	
	 	Name:	
	 	Title:	 


 




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[AMENDED
AND RESTATED ANNEX A]


 


A&R
Annex A


 


Advance/Drawdown
Schedule


 


Guaranteed
Advances:


 


	Friday,
    July 23, 2021:	$	300,000
	Monday,
    August 30, 2021:	$	700,000
	Monday,
    October 11, 2021:	$	500,000
	Monday,
    November 15, 2021:	$	500,000


 


If
the Company and Lender enter into the Merger Agreement prior to December 26, 2021, then Lender shall make the following additional advances
to the Company:


 


	Monday,
    December 27, 2021:	$	500,000;
	Monday,
    January 10, 2022:	$	500,000;
	Monday,
    February 21, 2022:	$	500,000;
and


 


thereafter,
every six (6) weeks Lender shall make additional advances to the Company in the amount of $500,000 each, with the first such advance
to be made on Monday, April 4, 2022 (followed by: Monday, May 16, 2022; etc.) , until the earlier of such time as the closing of the
Merger occurs and the Merger Agreement is otherwise terminated.


 




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