Exhibit
10.1


 


THIS
IS A BALLOON NOTE, WITH ALL PRINCIPAL AND ACCRUED INTEREST THEREON DUE IN FULL ON 15 April 2023. THIS NOTE HAS NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES LAWS AND MAY NOT
BE OFFERED FOR SALE OR SOLD, ASSIGNED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION UNLESS WRITTEN EVIDENCE REASONABLY
SATISFACTORY TO THE MAKER IS SUPPLIED TO THE MAKER TO THE EFFECT THAT THE PROPOSED OFFER, SALE, ASSIGNMENT OR OTHER TRANSFER MAY
BE EFFECTED WITHOUT SUCH REGISTRATION.


 


SECURED
TERM PROMISSORY NOTE


 


	$2,000,000	15
    April 2021


 


THIS
SECURED TERM PROMISSORY NOTE (as may be amended from time to time, this “Note”) is issued by Slinger Bag Inc., a Nevada
corporation having offices at 2709 North Rolling Road, Suite 138, Windsor Mill, MD 21244 (“Parent”), Slinger Bag Americas
Inc., a Delaware corporation having offices at 2709 North Rolling Road, Suite 138, Windsor Mill, MD 21244 (“Slinger Bag
Americas”), Slinger Bag Canada, Inc., a Canadian company having offices at 2709 North Rolling Road, Suite 138, Windsor Mill,
MD 21244 (“SBC”), Slinger Bag International (UK) Limited (“SB UK”), an English limited company having
offices at 2709 North Rolling Road, Suite 138, Windsor Mill, MD 21244 and Slinger Bag Ltd., an Israeli company having offices
at 2709 North Rolling Road, Suite 138, Windsor Mill, MD 21244 (“SBL;” Slinger Bag Americas, SBC, SB UK, SBL and the
Parent are referred to collectively, jointly and severally, as the “Borrower”).


 


FOR
VALUE RECEIVED, the Borrower promises to pay to the order of SB Invesco LLC, a Wyoming limited liability company (“Lender”),
at such place as the holder hereof may designate, in lawful money of the United States of America, the aggregate unpaid principal
amount of TWO MILLION DOLLARS ($2,000,000), plus interest, at the rates and in accordance with the terms of the Business Loan
and Security Agreement between Borrower and Lender of even date herewith, as amended from time to time (the “Loan Agreement”)
on or before the last calendar day of each month. The entire principal amount and all accrued interest shall be due and payable
on or before the day before 15 April 2023, or on such earlier date, as provided for in the Loan Agreement.


 


This
Note is issued pursuant to the Loan Agreement which shall govern the rights and obligations of Borrower with respect to all obligations
hereunder. The obligations of Borrower hereunder are secured by a security interest in the “Collateral” of Borrower,
as provided under the terms of the Loan Agreement.


 




    	Exhibit A - Promissory Note
	Page 1 of 3	 



    	 



    

 


Borrower
promises to pay Lender all Lender Expenses (as defined in the Loan Agreement), whether or not suit is filed. Borrower waives presentment,
demand, protest, notice of protest, notice of dishonor, notice of nonpayment, and any and all other notices and demands in connection
with the delivery, acceptance, performance, default or enforcement of this Note, as well as any applicable statute of limitations.
No delay by Lender in exercising any power or right hereunder shall operate as a waiver of any power or right. Time is of the
essence as to all obligations hereunder.


 


Borrower
expressly acknowledges that the indebtedness evidenced by this Note is a “business loan” within the meaning of the
Wyoming Revised Statutes. In the event that this Note should be found not to be a negotiable instrument, the Borrower acknowledges
and agrees that Article 3 of the Code, as now or hereafter in effect in the State of Wyoming, nevertheless sets forth the respective
contracts, warranties, rights and obligations of Lender and of Borrower and any other person liable for payment hereof, except
to the extent that there can be no holder in due course hereof.


 


This
Note shall be binding upon Borrower and Borrower’s heirs, successors and assigns. This Note shall inure to the benefit of
Lender, its successors and assigns, including any parties to whom this Note may be assigned. If more than one party shall execute
this Note, the term “Borrower,” as used herein, shall mean all parties signing this Note, who shall be jointly and
severally obligated hereunder. The term “other person liable for payment hereof” shall include any endorser, guarantor,
surety or other person now or hereafter primarily or secondarily liable for the payment of this Note, whether by signing this
or another instrument.


 


If
any provision of this Note is held to be invalid, illegal or unenforceable in any respect, or operates, or would if enforced operate
to invalidate this Note, then that provision shall be deemed null and void. Nevertheless, its nullity shall not affect the remaining
provisions of this Note, which shall in no way be affected, prejudiced or disturbed.


 


THE
LAW OF THE STATE OF WYOMING SHALL APPLY TO THIS NOTE. BORROWER ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIES, UNCONDITIONALLY,
THE EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN CHEYENNE COUNTY, WYOMING IN ANY ACTION,
SUIT, OR PROCEEDING OF ANY KIND, AGAINST IT WHICH ARISES OUT OF OR BY REASON OF THIS NOTE OR THE LOAN AGREEMENT. BORROWER AND
ANY OTHER PERSON LIABLE FOR PAYMENT HEREOF WAIVES ITS RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING
OUT OF ANY OF THE LOAN DOCUMENTS (AS DEFINED IN THE LOAN AGREEMENT) OR ANY OF THE TRANSACTIONS CONTEMPLATED THEREIN, INCLUDING
CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW OR STATUTORY CLAIMS. BORROWER RECOGNIZE AND AGREE
THAT THE FOREGOING WAIVER CONSTITUTES A MATERIAL INDUCEMENT FOR IT TO ENTER INTO THE LOAN AGREEMENT AND ACCEPT THIS NOTE. BORROWER
REPRESENTS AND WARRANTS THAT BORROWER HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL AND THAT IT KNOWINGLY AND VOLUNTARILY WAIVES
ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL.


 


Signature
pages follow.


 




    	Exhibit A - Promissory Note
	Page 2 of 3	 



    	 



    

 


IN
WITNESS WHEREOF, the Borrower has set its hand and seal to this Note as of 15 April 2020.


 


	 	BORROWER:
	 	 	 
	 	Slinger
    Bag Inc.,
	 	a
    Nevada corporation
	 	 	 
	 	By:
    	Mike
    Ballardie
	 	Its:	Authorised
    Signatory
	 	 	 
	 	BORROWER:
	 	 
	 	Slinger
    Bag Americas Inc.,

 a Delaware corporation
	 	 	 
	 	By:	Mike Ballardie
	 	Its:	Authorised
    Signatory
	 	 	 
	 	BORROWER:
	 	 
	 	Slinger
    Bag, Inc.,
	 	a
    Canadian company
	 	 	 
	 	By:	Mike Ballardie
	 	Its:	Authorised
    Signatory
	 	 	 
	 	BORROWER:
	 	 
	 	Slinger
    Bag Ltd., An Israeli company
	 	 	 
	 	By:	Mike Ballardie
	 	Its:
    	Authorised
    Signatory
	 	 	 
	 	BORROWER:
	 	 
	 	Slinger
    Bag International (UK) Limited, an English company
	 	 	 
	 	By:	Mike
    Ballardie
	 	Its:
    	Authorised
    Signatory


 




    	Exhibit A - Promissory Note
	Page 3 of 3