GameSquare agrees to standstill with YA II PN, paying $1.9M to limit share sales through Nov 30

GameSquare Holdings, Inc.

Holder YA II PN agrees not to sell its 640,000 shares until Nov 30, 2024 (Standstill Period).
Company may purchase shares at ≥$0.70; any unsold shares require company to pay difference to $0.70.
Redemption amount of $1,900,000 payable in installments; 93% applied to Note principal, 7% to premium.
Conversion standstill through Dec 31: no conversions under Note or advances under SEPA, with exceptions.
Holder may sell during standstill on event of default, missed payment, or at price ≥$1.00 per share.

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