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POSSIBLY ANOTHER NOTE OWED TO ROY WELSH by PARTNERING with Wala that does business as ArcMail!
https://www.sec.gov/Archives/edgar/data/1479681/000121152415000164/exhibit2.htm
iGambit Announces Sale of ArcMail Technologies and $6,000,000 Liabilities Reduction From Balance Sheet
http://m.marketwired.com/press-release/igambit-announces-sale-arcmail-technologies-6000000-liabilities-reduction-from-balance-otcqb-igmb-2225008.htm
https://caselaw.findlaw.com/us-2nd-circuit/1747593.html
United States Court of Appeals, Second Circuit.
UNITED STATES OF AMERICA, Appellee, v. LENA LASHER, also known as Sealed Defendant 2, also known as Lena Contang, also known as Lena Congtang, Defendant-Appellant, Peter J. Riccio, also known as Sealed Defendant 1, John Nicholas Burling, also known as Sealed Defendant 3, Robert P. Imbernino, also known as Sealed Defendant 4, Edmond S. Kaplan, also known as Sealed Defendant 5, Timothy Kear, also known as Sealed Defendant 6, Christopher Riley, also known as Sealed Defendant 7, Adam Risolia, also known as Sealed Defendant 8, Gergana Chervenkova, also known as Sealed Defendant 9, Paul Gryszliewicz, also known as Sealed Defendant 10, Defendants.**
No. 15-2915-cr
Decided: September 02, 2016
PRESENT: GERARD E. LYNCH, SUSAN L. CARNEY, Circuit Judges, ALVIN K. HELLERSTEIN,* District Judge. FOR APPELLEE: DANIEL RICHENTHAL, Assistant United States Attorney (Kristy Greenberg, Margaret Garnett, on the brief), for Preet Bharara, United States Attorney for the Southern District of New York, New York, NY. FOR DEFENDANT-APPELLANT: ROGER L. STAVIS (Adam M. Felsenstein, Jerry A. Weiss, on the brief), Gallet Dreyer & Berkey, LLP, New York, NY.
____________________________________
UPON DUE CONSIDERATION IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that the judgment of the district court is AFFIRMED.
Defendant-Appellant Lena Lasher was the supervising pharmacist at two Pennsylvania pharmacies that filled thousands of prescriptions for addictive painkillers issued over the Internet by doctors who had never met or consulted with their patients. In filling hundreds of prescriptions daily, Lasher and her employees, among other things, poured pills into vials without counting them, re-dispensed returned medication to new customers without properly inspecting the pills, and altered the instructions on pharmacy labels such that they did not correspond to what any physician had ordered.
On September 10, 2015, following a ten-day trial, Lasher was found guilty by a jury of conspiracy to misbrand drugs held for sale in violation of 18 U.S.C. § 371 (Count I); introducing misbranded drugs into interstate commerce in violation of 21 U.S.C. §§ 331(a) and 333(a)(2) and 18 U.S.C. § 2 (Count II); conspiracy to commit mail and wire fraud in violation of 18 U.S.C. § 1349 (Count III); and mail and wire fraud in violation of 18 U.S.C. §§ 1341, 1343, and 2 (Counts IV and V). She was then sentenced principally to three years' imprisonment.
On appeal, Lasher challenges (1) the sufficiency of the evidence supporting her conviction on Counts III, IV, and V; (2) the fairness of her trial; (3) the introduction of certain evidence under Fed. R. Evid. 404(b); and (4) the substantive reasonableness of her sentence. In rejecting each of these challenges, we assume the parties' familiarity with the underlying facts and the procedural history of the case.
I. Sufficiency of the Evidence
First, Lasher argues that the evidence produced at trial was insufficient to prove the mail and wire fraud counts beyond a reasonable doubt. Our review of the jury's verdict is highly deferential: we must affirm the conviction if “any rational trier of fact could have found the essential elements of the crime beyond a reasonable doubt.” United States v. Aguilar, 585 F.3d 652, 656 (2d Cir. 2009) (internal quotation marks omitted); see also United States v. MacPherson, 424 F.3d 183, 187 (2d Cir. 2005). In making that determination, we “view the evidence in the light most favorable to the government, crediting every inference that could have been drawn in the government's favor.” United States v. Chavez, 549 F.3d 119, 124 (2d Cir. 2008); see also United States v. Payne, 591 F.3d 46, 60 (2d Cir. 2010) (“[a]ssessments of witness credibility and choices between competing inferences lie solely within the province of the jury.”).
Lasher relies upon the so-called “no sale” theory to insist that while her actions might have been illegal for a host of other reasons, she did not commit mail or wire fraud because she did not defraud any customers. See United States v. Shellef, 507 F.3d 82, 108 (2d Cir. 2007) (“[o]ur cases have drawn a fine line between schemes that do no more than cause their victims to enter into transactions they would otherwise avoid—which do not violate the mail or wire fraud statutes—and schemes that depend for their completion on a misrepresentation of an essential element of the bargain—which do violate the mail and wire fraud statutes.”). But there was sufficient evidence adduced at trial, including relevant customer testimony, for a rational juror to find that the quantity, quality, and/or labeling of pills were “essential element[s] of the bargain,” and that Lasher agreed with others to make, and did herself make, false representations with respect to one or more of these elements. United States v. Schwartz, 924 F.2d 410, 421 (2d Cir. 1991); see also United States v. Regent Office Supply, 421 F.2d 1174, 1182 (2d Cir. 1970) (“fraudulent intent is apparent” where “false representations are directed to the quality, adequacy or price of the goods themselves”). As a result, Lasher's appeal as to the insufficiency of evidence fails.
Does the name Mr. Congtang Li look familiar with the same name on the board of DATA443!?!?! And people tell me there is no China connection hahaha
LandStar Inc. (LDSR) Negotiates Installation Project with Leading Chinese Energy Company
WUHAN, China, July 13, 2010—LandStar Inc. (LDSR; http://www.landstarcorp.com/) and its main
subsidiary, Hubei Chuguan Technology Co. Ltd, announces project negotiations with Sinopec Group.
Mr. Congtang Li, chairman and CEO of Chuguan, met with the Qingdao Research Institute of Safety
Engineering, subsidiary of Sinopec Group, to discuss a project contract, and is pleased to report the
success of these negotiations.Chuguan has been negotiating installation and manufacturing for the
company’s oil and gas recovery projects. Next steps of negotiations will involve a framework agreement
of cooperation signed by both companies. Chuguan predicts that this agreement will lead to future
projects within Sinopec, and others.
Sinopec Corp. is one of the largest integrated energy and chemical company in China. The Company is
China's largest producer and supplier of refined oil products and major petrochemical products and is
China's second largest crude oil producer.
LDSR and Hubei Chuguan Technology Co. Ltd will inform the public on details of the agreement once the
contract has been officially signed.
Does the name Mr. Congtang look familiar?
Why is this Lena Lasher, aka Lena Contang, aka Lena Congtang who is guilty person associated with DATA443!?
Department of Health and Human Services
DEPARTMENTAL APPEALS BOARD
Appellate Division
Lena Lasher, aka Lena Contang, aka Lena Congtang
Docket No. A-17-52
Decision No. 2800
June 28, 2017
FINAL DECISION ON REVIEW OF
ADMINISTRATIVE LAW JUDGE DECISION
Lena Lasher, aka Lena Contang, aka Lena Congtang (Petitioner) appeals the January 30,
2017 decision of an Administrative Law Judge (ALJ), Lena Lasher, aka Lena Contang,
aka Lena Congtang, DAB No. CR4780 (2017) (ALJ Decision). The ALJ sustained the
determination by the Inspector General (I.G.) of the Department of Health & Human
Services to exclude Petitioner from participation in all federal health care programs for
10 years, effective April 20, 2016. For the reasons set forth below, we affirm the ALJ
Decision.
Background
The I.G. excluded Petitioner pursuant to section 1128(a)(3) of the Social Security Act
(Act), 42 U.S.C. § 1320a-7(a)(3), which requires the I.G. to impose an exclusion of at
least five years for convictions for felony offenses related to fraud, theft, embezzlement,
breach of fiduciary responsibility, or other financial misconduct in connection with the
delivery of a health care item or service. The I.G. determined that a 10-year exclusion
was warranted based on the aggravating factors at 42 C.F.R. § 1001.102(b)(2) and (b)(5)
that may be a basis for lengthening the period of exclusion and on the absence of any
mitigating factors.
Petitioner was convicted of five felony offenses, including mail fraud, wire fraud and
conspiracy to commit mail fraud and wire fraud. ALJ Decision at 1, 7. The ALJ
concluded that Petitioner’s “convictions [were] undoubtedly related to fraud” since they
“related to her role in a scheme to illegally dispense drugs” and included “actual
commission of fraud” as well as “conspiracy to commit fraud.” ALJ Decision at 7. The
ALJ also concluded that Petitioner’s “criminal offenses were in connection with the
delivery of a health care item or service” because the “crux of Petitioner’s criminal
offense was that she was dispensing drugs in a manner contrary to law.” Id. at 7-8. The
ALJ further concluded that the aggravating factors in sections 1001.102(b)(2) and (b)(5)
https://nz.wallmine.com/otc/ldsr/officer/1173727/robert-xu.amp#referrer=https%3A%2F%2Fwww.google.com&_tf=From%20%251%24s&share=https%3A%2F%2Fnz.wallmine.com%2Fotc%2Fldsr%2Fofficer%2F1173727%2Frobert-xu
Mr. Robert Xu biography
Robert Xu is the Chief Strategy Officer and Consultant at DATA443 Risk Mitigation.
What does DATA443 Risk Mitigation do?
LandStar, Inc. a technology company, develops and acquires various cyber-security products and services. Its products and services are central to cyber data security, GDPR, compliance, and governance capabilities. LandStar, Inc. was founded in 1990 and is based in Raleigh, North Carolina.
DATA443 Risk Mitigation executives and stock owners
DATA443 Risk Mitigation executives and other stock owners filed with the SEC include:
William Rosario Alessi Jr.
CEO, CFO & Director
Jason Remillard
Founder, CEO, CFO, Sec. & Pres
Colm J. King
Sec.
Robert Xu
Chief Strategy Officer and Consultant
Eric Yang
Investor Relations Officer, Investor Communications Officer and Corp. Media Relations Officer
Lee Congtang
Chairman and Chief Exec. Officer
IT'S RIGHT THERE THAT PHILIP M VERGES IS THE CEO OF USMJ
Contact Information:
North American Cannabis Holdings, Inc.
2520 South Third Street #206
Louisville
United States
40208
Phone: 502-636-2807
Fax:
E-mail: info@novaei.com
URL: http://www.novaei.com
Company Details:
Sector: Crude Petroleum and Natural Gas
Industry: Mineral Industries
State Of Incorporation:
Year Of Incorporation:
Number Of Employees: 1
Market Cap: 71870.4
Year End:
Directors: Philip M. Verges-Interim CEO
James Tilton-COO
Description
North American Cannabis Holdings, Inc., through its subsidiaries, operates in the legal cannabis market in the United States. It conducts various pilots in the legal cannabis sector in order to explore various high growth potential business opportunities. The company also operates a destination beverage company that enables consumers to interface with staff to learn about the specific benefits of cannabis, and select healthy and refreshing cannabis infused beverages, which include custom blended hemp infused coffee, cold pressed juices, and smoothies. In addition, it offers raw hemp seeds and other hemp infused foods. North American Cannabis Holdings, Inc. was formerly known as Algae International Group, Inc. and changed its name to North American Cannabis Holdings, Inc. in June 2015. The company is based in Farmers Branch, Texas.
You have Chinese relatives Xu that were both on M i r a Mar group and Data443 board that is no accident!
It's not a cleaned up shell company when you have people like Philip M Verges involved with USMJ and then having a note owed to Philip M Verges company Smea2z llc. And have outstanding shares to a Chinese people/company. It is M i r a M a r group all over again!
Landstar Inc LDSR Shareholder Update
Hubei Chuguan Industry Co Ltd
–Filing-
BEIJING, China, Nov. 29 - Land Star Inc. (LDSR) (www.landstarcorp.com) The following filing
is a management discussion filing and not a news release. Its purpose is to update or keep the
company’s shareholders informed on the progress of activities with the company. Further to the
company news release on the pending mining merger with the China based Hubei Chuguan
Industry Co Ltd and the delays which stem from the company receiving an unsolicited merger
inquiry from an OTCBB company based out of Norwalk, CT the Land Star management
continues to explore the merger inquiry.
In summary, the OTCBB Company proposes to either merge with Landstar Inc and or complete
the transaction by a way of an asset sale of the China based Hubei Chuguan Industry Co Ltd. The
inquiry is subject to the satisfactory closing of the transaction between Landstar Inc and Hubei
Chuguan, and the consulting fees due to the facilitator agency.
In other corporate updates, the company has abandoned its aspirations to acquire Hydra Lift
Industries. The company continues to explore other mining opportunities throughout Americas
and the satisfactory completion of the Hubei Chuguan Industry Co Ltd transaction, and or the
satisfactory completion inquiry with the OTCBB company. The company is also seeking legal
advice as to the ways and means to share or split part or all of the OTCBB proceeds with its
current shareholder base.
The company fully expects to close the Hubei Chuguan Industry Co Ltd transaction with Land
Star shortly as previously announced or in the alternative to complete the transaction with the
Norwalk, CT based OTCBB listed company.
Safe Harbour statement under the Private Securities Litigation Reform Act of 1995: Certain
information contained in this release contains forward-looking statements that involve risk and
uncertainties, including but not limited to, those relating to development and expansion
activities, domestic and global conditions, and market competition.
Yes, that is exactly my point i have been to tell everyone here! This is a total sham/scam! They keep leading investors to think they are trying to be bought out from FB for the longs to invest more, but they are pumping up the shares. They know when they will be coming out with news about partnership because Philip M Verges is in on the other companies like USMJ. USMJ is up and data443 is down.
I tried calling USMJ that we are partnering with 800-861-1350 such a scam!
Have you compared China Crescent Enterprises Inc. To what is happening to this company. I already informed the SEC about the similarities between what is happening now and with that company. With some of the same players involved!
ITEM 10. RECENT SALES OF UNREGISTERED SECURITIES.
The following information represents securities sold by the Company within the past three years which were not registered under the Securities Act. Included are sales of reacquired securities, as well as new issues, securities issued in exchange for property, services, or other securities, and new securities resulting from the modification of outstanding securities.
? On 26 January 2018 the Company agreed to issue $1,200,000 in shares of our common stock, valued as of that date, to Jason Remillard under the transaction in which we acquired substantially all of the assets of Myriad Software Productions, LLC. This equated to 1,200,000,000 shares of our common stock, none of which have been issued to Mr. Remillard. The issuance was exempt under Section 4(a)(2) of the Securities Act.
35
? On or about February 6, 2018, the Company entered into a Securities Purchase Agreement (the “SPA”) with Blue Citi LLC (“Blue Citi”) under which Blue Citi would purchase $500,000 in 8% interest accruing, convertible notes, maturing 18 months after issue. Subsequently, the Company and Blue Citi reached a verbal agreement to extend the SPA to $1,000,000. Each note was previously convertible at the option of Blue Citi into common shares at a 25% discount to the lowest trading price during the ten consecutive trading days immediately preceding the date of conversion. See, below, the discussion for the September 30, 2018 transactions involving the Restructuring Agreement and the Consolidated Note.
? On March 16, 2018, the Company converted $2,000 of a promissory note into 40,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On March 20, 2018, the Company converted $1,750 of a promissory note into 35,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2).
? On April 18, 2018, the Company converted $3,100 of a promissory note into 62,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On April 19, 2018, the Company converted $3,150 of a promissory note into 63,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On 29 June 2018 the Company agreed to issue 100,000,000 shares of our common stock, and an additional 100,000,000 shares upon satisfaction of certain conditions, to Mr. Remillard under the transaction in which we acquired all of the shares of Data443. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? Through Data443, we have signed consulting contracts with a team of consultants and advisors, of which, four provide senior leadership to the Company in corporate development, technology development, finance, operations, and sale and marketing, with the others providing services in administration, marketing, sales, and engineering. Additionally, we engage junior and mid-level engineering consultants on a project-by-project basis to further develop technology and to implement services for prospective clients. Collectively, the team is paid approximately $200,000 each quarter. Additionally, we have granted stock and stock options to some of these consultants and advisors as part of their compensation or in lieu of cash to reduce cash outlays. Grants of stock and stock options are awarded selectively to consultants upon their start dates, and every quarter thereafter throughout the term of their engagement at a fixed dollar amount. Each grant of stock and stock options is irrevocable, and some stock grants include registration rights; however, each grant of stock is restricted until the one-year anniversary from the grant date, and each grant of stock options vests on the one-year anniversary of the grant date. For the nine-month period ended September 30, 2018: (i) 133,567,651 common shares were granted as restricted stock awards; and, (ii) options to purchase 182,550,551 common shares were granted. The exercise prices for the grants of stock options range from $0.0014 to $0.018. One of our consulting contracts is with Myriad Software. Of the shares and options reserved for consultants during the period ending September 30, 2018, approximately 36,055,901 common shares and 36,287,144 in stock options were granted to Myriad Software. Of the approximately $400,000 payable to consultants and advisors in the period ending September 30, 2018, $30,000 of the Company’s consultant expense was due to Myriad Software for services rendered by Jason Remillard during the period. None of the shares committed under this paragraph have been issued as of the date of this Statement. These shares have been recorded as common shares issuable and included in additional paid-in capital – stock subscription within our financial statements for the period ending September 30, 2018 and have not been included in the total number of issued and outstanding shares reflected herein.
36
? On July 2, 2018, the Company converted $10,000 of a promissory note into 200,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On August 9, 2018, the Company converted $5,000 of a promissory note into 100,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On September 30, 2018, the Company entered into a Debt Restructuring Agreement with Blue Citi (the “Restructuring Agreement”). Pursuant to the Restructuring Agreement, the parties agreed, among other things, to combine all of the Convertible Notes and other amounts owed to Blue Citi into a single note dated 30 September 2018 (the “Consolidated Note”). The Consolidated Note made the Convertible Notes null and void, and provided for, among other things, (i) an original principal amount of $829,680; (ii) 8% annual interest; (iii) 18-month maturity; (iv) reduction in the conversion discount from 25% to 10%, meaning that the Conversion Note, at the option of Blue Citi, is convertible into common shares at a price equal to 90% of the lowest trading price during the ten consecutive trading days immediately preceding the date of conversion; and, (v) Blue Citi waived all known and unknown breaches under the Convertible Notes. The outstanding principal for the Consolidated Note as of September 30, 2018 was $829,680. Based on this amount, and the Company’s lowest stock price of $0.0056 per share during the preceding ten day period, the Consolidated Note is convertible into approximately 148,157,143 shares of our common stock. However, the Consolidated Note contains a limiter prohibiting the holder from converting if the conversion would cause the holder to own more than 4.99% of the Company’s then outstanding common stock after giving effect to the conversion of the stock. The issuance of the Consolidated Note was exempt under Section 4(a)(2) of the Securities Act.
? On October 12, 2018, the Company issued to AFT Funding Corp. the Company’s promissory note in the amount of $110,000 in exchange for $100,000 in net proceeds. The note provides for a maturity date of July 16, 2019; 8% interest; and, the right of the holder to convert all amounts due into shares of the Company’s common stock at a price equal to 70% of the lesser of (i) the lowest price for our common stock during the 20-days preceding the conversion; or, (ii) the lowest price for our common stock for the 20-days preceding the issuance of the note. The issuance of the note was exempt under Section 4(a)(2) of the Securities Act.
? On 16 October 2018, the Company converted $20,000 of a promissory note into 400,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On 22 October 2018 the Company agreed to issue 164,533,821 shares of our common stock Modevity, LLC under the transaction in which we acquired substantially all of the assets of Modevity, LLC. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? On October 23, 2018, the Company issued to Smea2z LLC the Company’s promissory note in the amount of $220,000 in exchange for $200,000 in net proceeds. The note provides for a maturity date of July 23, 2019; 8% interest; and, the right of the holder to convert all amounts due into shares of the Company’s common stock at a price equal to 70% of the lesser of (i) the lowest price for our common stock during the 20-days preceding the conversion; or, (ii) the lowest price for our common stock for the 20-days preceding the issuance of the note. The issuance of the note was exempt under Section 4(a)(2) of the Securities Act.
? On 15 November 2018 the Company converted $5,000 of a promissory note into 100,000,000 shares of its common stock. The issuance was exempt under Section 4(a)(2) of the Securities Act.
? From October 01, 2018 through December 13, 2018, Blue Citi loaned to the Company an additional $175,000, which amount is to be added to the Consolidated Note and subject to the same terms and conditions therein. These amounts added to the Consolidated Note was exempt under Section 4(a)(2) of the Securities Act.
? On December 20, 2018 the Company issued a total of 252,016,130 restricted shares of its common stock for subscriptions of $500,000. The Company received the entire amount of the proceeds. In connection with the issuance of the shares, the Company also issued to the subscribers warrants to acquire a total of 50,403,226 shares of our common stock at a strike price of $0,003 per share, with a cashless exercise feature and a five (5) year term. The issuance was exempt under Section 4(a)(2) of the Securities Act.
https://www.sec.gov/Archives/edgar/data/1068689/000149315219000470/ex4-3.htm
EX-4.3 7 ex4-3.htm
THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”)
$220,000.00
LANDSTAR, INC.
8% CONVERTIBLE REDEEMABLE NOTE
DUE July 23, 2019
FOR VALUE RECEIVED, Landstar, Inc. (the “Company”) promises to pay to the order of SMEA2Z LLC and its authorized successors and permitted assigns (“Holder”), the aggregate principal face amount of Two Hundred and Twenty Thousand Dollars exactly (U.S.$220,000.00) on July 23, 2019 (“Maturity Date”) and to pay interest on the principal amount outstanding hereunder at the rate of 8% per annum commencing on October 23, 2018 (the “Issue Date”). This Note contains original issue discount in the amount of Twenty Thousand Dollars ($20,000.00), such that the purchase price of the note is $200,000. The interest will be paid to the Holder in whose name this Note is registered on the records of the Company regarding registration and transfers of this Note. The principal of, and interest on, this Note are payable to SMEA2Z LLC. initially, and if changed, last appearing on the records of the Company as designated in writing by the Holder hereof from time to time. The Company will pay each interest payment and the outstanding principal due upon this Note before or on the Maturity Date, less any amounts required by law to be deducted or withheld, to the Holder of this Note by check or wire transfer addressed to such Holder at the last address appearing on the records of the Company. The forwarding of such check or wire transfer shall constitute a payment of outstanding principal hereunder and shall satisfy and discharge the liability for principal on this Note to the extent of the sum represented by such check or wire transfer. Interest shall be payable in Common Stock (as defined below) pursuant to paragraph 4(b) herein. This Note is subject to the following additional provisions:
1. This Note is exchangeable for an equal aggregate principal amount of Notes of different authorized denominations, as requested by the Holder surrendering the same. No ser vice charge will be made for such registration or transfer or exchange, except that Holder shall pay any tax or other governmental charges payable in connection therewith.
_____
Initials
2. The Company shall be entitled to withhold from all payments any amounts required to be withheld under applicable laws.
3. This Note may be transferred or exchanged only in compliance with the Securities Act of 1933, as amended (“Act”), and applicable state securities laws. Any attempted transfer to a non-qualifying party shall be treated by the Company as void. Prior to due present ment for transfer ofthis Note, the Company and any agent of the Company may treat the person in whose name this Note is duly registered on the Company’s records as the owner hereof for all other purposes, whether or not this Note be overdue, and neither the Company nor any such agent shall be affected or bound by notice to the contrary. Any Holder of this Note electing to exercise the right of conversion set forth in Section 4(a) hereof, in addition to the requirements set forth in Section 4(a), and any prospective transferee of this Note, also is required to give the Company written confirmation that this Note is being converted (“Notice of Conversion”) in the form annexed hereto as Exhibit A. The date of receipt (including receipt by telecopy) of such Notice of Conversion shall be the Conversion Date.
4. (a) The Holder of this Note is entitled, at its option at any time, to con- vert all or any amount of the principal face amount of this Note then outstanding into shares of the Company’s common stock (the “Common Stock”) at a price (“Conversion Price”) for each share of Common Stock equal to 70% of the lowest trading price of the Common Stock as reported on the OTCPK marketplace which the Company’s shares are traded or any market upon which the Common Stock may be traded in the future (“Exchange”), for twenty day look back at the lower of (i) 20 trading days immediately preceding the Issue Date or (ii) 20 trading days immediately preceding the receipt of a notice of conversion (provided such Notice of Conversion is delivered by fax or other electronic method of communication to the Company after 4 P.M. Eastern Standard or Daylight Savings Time if the Holder wishes to include the same day closing price). If the shares have not been delivered within 5 business days, the Notice of Conversion may be rescinded. Such conversion shall be effectuated by the Company delivering the shares of Common Stock to the Holder within 3 business days of receipt by the Company of the Notice of Conversion. Once the Holder has received such shares of Common Stock, the Holder shall surrender this Note to the Company, executed by the Holder evidencing such Holder’s inten tion to convert this Note or a specified portion hereof, and accompanied by proper assignment hereof. Accrued, but unpaid interest shall be subject to conversion. No fractional shares or scrip representing fractions of shares will be issued on conversion, but the number of shares issuable shall be rounded to the nearest whole share. In the event the Company experiences a DTC “Chill” on its shares, the conversion price shall be decreased to 60% instead of 70% while that “Chill” is in effect. If the Company fails to repay the Note on the Maturity Date, the conversion discount shall be increased by 20%. In no event shall the Holder be allowed to effect a conversion if such conversion, along with all other shares of Company Common Stock beneficially owned by the Holder and its affiliates would exceed 9.9% of the outstanding shares of the Common Stock of the Company.
2
(b) Interest on any unpaid principal balance of this Note shall be paid at the rate of 8% per annum. Interest shall be paid by the Company in Common Stock (“Interest Shares”). Holder may, at any time, send in a Notice of Conversion to the Company for Interest Shares based on the formula provided in Section 4(a) above. The dollar amount converted into Interest Shares shall be all or a portion of the accrued interest calculated on the unpaid principal balance of this Note to the date of such notice.
(c) Upon the occurrence of any Event of Default, the Holder shall have the right, at its option to have the Note redeemed equal to 150% of the unpaid principal amount of this Note along with any accrued interest.
(d) Upon (i) a transfer of all or substantially all of the assets of the Company to any person in a single transaction or series of related transactions, (ii) a reclassification, capital reorganization or other change or exchange of outstanding shares of the Common Stock, other than a forward or reverse stock split or stock dividend, or (iii) any consolidation or merger of the Company with or into another person or entity in which the Company is not the surviving entity (other than a merger which is effected solely to change the jurisdiction of incorporation of the Company and results in a reclassification, conversion or exchange of outstanding shares of Common Stock solely into shares of Common Stock) (each of items (i), (ii) and (iii) being referred to as a “Sale Event”), then, in each case, the Company shall, upon request of the Holder, redeem this Note in cash for 150% of the principal amount, plus accrued but unpaid interest through the date of re demption, or at the election of the Holder, such Holder may convert the unpaid principal amount of this Note (together with the amount of accrued but unpaid interest) into shares of Common Stock immediately prior to such Sale Event at the Conversion Price.
(e) In case of any Sale Event (not to include a sale of all or substantially all of the Company’s assets) in connection with which this Note is not redeemed or converted, the Company shall cause effective provision to be made so that the Holder of this Note shall have the right thereafter, by converting this Note, to purchase or convert this Note into the kind and number of shares of stock or other securities or property (including cash) receivable upon such reclassifica tion, capital reorganization or other change, consolidation or merger by a holder of the number of shares of Common Stock that could have been purchased upon exercise of the Note and at the same Conversion Price, as defined in this Note, immediately prior to such Sale Event. The foregoing provisions shall similarly apply to successive Sale Events. If the consideration received by the holders of Common Stock is other than cash, the value shall be as determined by the Board of Directors of the Company or successor person or entity acting in good faith.
5. No provision of this Note shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of, and interest on, this Note at the time, place, and rate, and in the form, herein prescribed.
6. The Company hereby expressly waives demand and presentment for payment, notice of non-payment, protest, notice of protest, notice of dishonor, notice of acceleration or intent to accelerate, and diligence in taking any action to collect amounts called for hereunder and shall be directly and primarily liable for the payment of all sums owing and to be owing hereto.
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7. PREPAYMENT CLAUSE:
If at anytime after the Issue Date the Company wishes to repurchase this Note, the following terms apply:
1-60 days - 120% of face amount of Note plus any accrued int.
61-120 days -135% of face amount of Note plus any accrued int.
121-180 days - 150% of face amount of Note plus any accrued int.
8. The Company agrees to pay all costs and expenses, including reasonable attorneys’ fees and expenses, which may be incurred by the Holder in collecting any amount due under this Note.
9. If one or more of the following described “Events of Default” shall occur:
(a) The Company shall default in the payment of principal or interest on this Note or any other note issued to the Holder by the Company; or
(b) Any of the representations or warranties made by the Company herein or in any certificate or financial or other written statements heretofore or hereafter furnished by or on behalf of the Company in connection with the execution and delivery of this Note, shall be false or misleading in any respect; or
(c) The Company shall fail to perform or observe, in any respect, any covenant, term, provision, condition, agreement or obligation of the Company under this Note or any other note issued by the Company to the Holder; or
(d) The Company shall (1) become insolvent; (2) admit in writing its inability to pay its debts generally as they mature; (3) make an assignment for the benefit of creditors or commence proceedings for its dissolution; (4) apply for or consent to the appointment of a trustee, liquidator or receiver for its or for a substantial part of its property or business; (5) file a petition for bankruptcy relief, consent to the filing of such petition or have filed against it an involuntary petition for bankruptcy relief, all under federal or state laws as applicable; or
(e) A trustee, liquidator or receiver shall be appointed for the Company or for a substantial part of its property or business without its consent and shall not be discharged within sixty (60) days after such appointment; or
(f) Any governmental agency or any court of competent jurisdiction at the in- stance of any governmental agency shall assume custody or control of the whole or any substantial portion of the properties or assets of the Company; or
(g) One or more money judgments , writs or warrants of attachment, or similar process, in excess of fifty thousand dollars ($50,000) in the aggregate, shall be entered or filed against the Company or any of its properties or other assets and shall remain unpaid, unvacated, unbonded or unstayed for a period of fifteen (15) days or in any event later than five (5) days prior to the date of any proposed sale thereunder; or
4
(h) The Company shall have defaulted on or breached any term of any other note of similar debt instrument into which the Company has entered and failed to cure such default within the appropriate grace period; or
(i) The Company shall have its Common Stock delisted from a trading market (including the OTC Exchange Market) or, if the Common Stock trades on an exchange, then trading in the Common Stock shall be suspended for more than 10 consecutive days or ceases to file its 1934 act reports with the SEC after it becomes a mandatory filer with the SEC;
(g) Jason Remillard no longer serves on the Board of Directors of the Company;
(k) The Company shall not deliver to the Holder the Common Stock pursuant to paragraph 4 herein within 3 business days of its receipt of a Notice of Conversion; or
(1) The Company shall not replenish the reserve set forth in Section 12, within 3 business days of the request of the Holder.
(m) The Company shall not get “current” within six months after the Issue Date, or thereafter stay current in its filings with the Securities and Exchange Commission; or
(n) The Company shall lose the “bid” price for its stock in a market (including the OTC marketplace or other exchange).
Then, or at any time thereafter, unless cured within 5 days, and in each and every such case, unless such Event of Default shall have been waived in writing by the Holder (which waiver shall not be deemed to be a waiver of any subsequent default) at the option of the Holder and in the Holder’s sole discretion, the Holder may consider this Note immediately due and payable, without present ment, demand, protest or (further) notice of any kind (other than notice of acceleration), all of which are hereby expressly waived, anything herein or in any note or other instruments contained to the contrary notwithstanding, and the Holder may immediately, and without expiration of any period of grace, enforce any and all of the Holder’s rights and remedies provided herein or any other rights or remedies afforded by law. Upon an Event of Default, interest shall accrue at a default interest rate of 24% per annum or, if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law. In the event of a breach of Section 8(k) the penalty shall be $250 per day the shares are not issued beginning on the 4th day after the conversion notice was delivered to the Company. This penalty shall increase to $500 per day beginning on the 10th day. The penalty for a breach of Section 8(n) shall be an increase of the outstanding principal amounts by 20%. In case of a breach of Section 8(i), the outstanding principal due under this Note shall increase by 50%. If this Note is not paid at maturity, the outstanding principal due under this Note shall increase by 10%. Further, if a breach of Section 8(m) occurs or is continuing after the 6 month anniversary of the Note, then the Holder shall be entitled to use the lowest closing bid price during the delinquency period as a base price for the conversion. For example, if the lowest closing bid price during the delinquency period is $0.01 per share and the conversion discount is 50% the Holder may elect to convert future conversions at $0.005 per share.
If the Holder shall commence an action or proceeding to enforce any provisions of this Note, including, without limitation, engaging an attorney, then if the Holder prevails in such action, the Holder shall be reimbursed by the Company for its reasonable attorneys’ fees and other costs and expenses incurred in the investigation, preparation and prosecution of such action or proceeding.
5
Make-Whole for Failure to Deliver Loss. At the Holder’s election, if the Company fails for any reason to deliver to the Holder the conversion shares by the by the 3rd business day following the delivery of a Notice of Conversion to the Company and if the Holder incurs a Failure to Deliver Loss, then at any time the Holder may provide the Company written notice indicating the amounts payable to the Holder in respect of the Failure to Deliver Loss and the Company must make the Holder whole as follows: Failure to Deliver Loss= [(High trade price at any time on or after the day of exercise) x (Number of conversion shares)]
The Company must pay the Failure to Deliver Loss by cash payment, and any such cash payment must be made by the third business day from the time of the Holder’s written notice to the Company.
10. In case any provision of this Note is held by a court of competent jurisdiction to be excessive in scope or otherwise invalid or unenforceable, such provision shall be adjusted rather than voided, if possible, so that it is enforceable to the maximum extent possible, and the validity and enforceability of the remaining provisions of this Note will not in any way be affected or impaired thereby.
11. Neither this Note nor any term hereof may be amended, waived, discharged or terminated other than by a written instrument signed by the Company and the Holder.
12. The Company shall issue irrevocable transfer agent instructions reserving 50,000,000 shares of its Common Stock when practicable for conversions under this Note (the “Share Reserve”). Upon full conversion of this Note, any shares remaining in the Share Reserve shall be cancelled. The Company shall pay all costs associated with issuing and delivering the shares. If such amounts are to be paid by the Holder, it may deduct such amounts from the Con version Price. Conversion Notices may be sent to the Company or its transfer agent via electric mail. The Company should at all times reserve a minimum of five times the amount of shares required if the Note would be fully converted. The Holder may reasonably request increases from time to time to reserve such amounts.
13. The Company will give the Holder direct notice of any corporate actions, including but not limited to name changes, stock splits, recapitalizations etc. This notice shall be given to the Holder as soon as possible under law.
14. This Note shall be governed by and construed in accordance with the laws of New York applicable to contracts made and wholly to be performed within the State of New York and shall be binding upon the successors and assigns of each party hereto. The Holder and the Company hereby mutually waive trial by jury and consent to exclusive jurisdiction and venue in the courts of the State of New York or in the federal courts sitting in the county and city of New York. This Agreement may be executed in counterparts, and the facsimile transmission of an
executed counterpart to this Agreement shall be effective as an original.
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IN WITNESS WHEREOF, the Company has caused this Note to be duly executed by an officer thereunto duly authorized.
Dated: Oct 23,2018
You did not see the promissory note for him for $250k from DATA443?
THIS IS EXACTLY WHAT IS HAPPENING TO DATA443!!!!
Philip M Verges' Brand New Company - HUDSON FULTON
HUDSON FULTON hudsonfulton.com
Philip Verges – Co-Founder, Managing Director
Hudson Fulton LLC is a Texas Limited-Liability Company filed on March 9, 2016 . The company's filing status is listed as Active and its File Number is 0802410897.
The Registered Agent on file for this company is Verges Philip and is located at 1319 Crampton Street, Dallas, TX 75207. The company's principal address is 1319 Crampton St, Dallas, TX 75207-6011. https://www.bizapedia.com/ny/hudson-fulton-associates-llc.html
“Philip’s Frontier Market business development experience is built on his founding of a technology firm in 1997 that grew to over $130 million in annual sales with the majority of sales coming from Emerging and Frontier Markets.” hudsonfulton.com
HISTORY LESSON - Part I
CEO Philip Verges said the change in focus helped IPVoice go from "a research and development firm with no sales and a public market capitalization of less than $250,000" to a company with more than $10 million in annual revenue and a market capitalization of more than $20 million.
The company said it plans to make more acquisitions to expand its scope beyond voice-over-Internet-protocol (VoIP) technologies into health care and homeland security communications. To reflect the change, IPVoice said it would change its name later this year to NewMarket Technology.
IPVoice's stock trades on the over-the-counter bulletin board under the ticker "IPVO."
Company Web site: www.ipvoice.com
NewMarket Technology Inc
1500616D:US
Ticker Delisted
NMKT:US
https://www.bloomberg.com/quote/1500616D:US
………………………………………………………………………….
“Separate from the technology firm founded in 1997, Philip founded the Small Equity Initiative, a global advocacy and services group for small and medium enterprises within Emerging and Frontier Markets, the entrepreneurs that founded the enterprises, and the investors that support them. The Small Equity Initiative brings to Hudson Fulton active projects in Brazil, Chile, Colombia, Venezuela, China, and Kenya. Past Small Equity engagements include projects in Mexico, Panama, Honduras, Ethiopia, Tanzania, Vietnam and Malaysia.” hudsonfulton.com
…………………………………………………
HISTORY LESSON – Part II
The Small Equity Initiative has worked for public and private clients. Small Equity Initiative, Inc. is a Texas Corporation filed on June 25, 2009 . The company's filing status is listed as Franchise Tax Involuntarily Ended and its File Number is 0801139337.
The Registered Agent on file for this company is Not On File. The company's principal address is 14860 Montfort Dr Ste 210, Dallas, TX 75254-6772.
The company has 2 principals on record. The principals are Bruce A Noller from Dallas TX and Philip M Verges from Dallas TX. https://www.bizapedia.com/tx/small-equity-initiative-inc.html#aReviews
LOOK PHILIP M VERGES IS ALSO ASSOCIATED WITH BRAZIL TECH COMPANY IN 2005!!! DATA443 ALSO NOW HAS PARTNER WITH USMJ THAT PHILIP M VERGES IS BOARD OF DIRECTORS AAND DATA443 ALSO PARTNERED WITH BAZIL COMPANY
THERE IS A NOTE FROM DATA443 TO PHILIP M VERGES.
http://www.pinkinvesting.com/company/info/USMJ/North%20American%20Cannabis%20Holdings,%20Inc.
Philip M Verges. The epitome of superfluous self-aggrandizing rhetoric.
BANKRUPTCY
ProTek Capital, Inc. (PRPM): Phillip Verges $1million ...
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=...
Phillip Verges $1million "McMansion" FORECLOSED ... by a Deed of Trust dated April 28. 2006 (the "Deed of Trust"), Philip M. Verges and spouse, Heidi Fixler ...
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=92077844
Philip Verges has been associated with eighteen companies, according to public records. The companies were formed over a eleven year period with the most recent being incorporated eight years ago in June of 2009. One of the companies is still active while the remaining seventeen are now listed as inactive.
https://www.corporationwiki.com/Texas/Dallas/philip-m-verges/30671765.aspx
(BW) Wallst.net Interviews NewMarket Technology Inc. CEO Verges; Discusses Watershed Cash Acquisition of Brazilian Tech Firm with $14 Million in 2005 Revenue
Business Editors, (c) 2006 Business Wire
Published 3:10 pm, Monday, February 27, 2006
NewMarket recently announced that it ranked Number 13 on the 2005 Deloitte Technology Fast 500, a ranking of the 500 fastest growing technology companies in North America. Rankings are based on the percentage of revenue growth over five years from 2000-2004.
NewMarket's revenue increased 18,082 percent during this period.
http://www.chron.com/news/article/BW-Wallst-net-Interviews-NewMarket-Technology-1480381.php
The link below has Philip Verges introducing his new company and bragging about his past business successes.
http://www.hudsonfulton.com/pvletter
Here is an excerpt from the website, “Philip’s Frontier Market business development experience is built on his founding of a technology firm in 1997 that grew to over $130 million in annual sales with the majority of sales coming from Emerging and Frontier Markets.”
I would like to examine Philip M Verges’ recollection of his past successes.
Philip M Verges’ main claim-to-fame is his flagship enterprise Newmarket Technology Inc.
Currently, Newmarket Technology Inc. stock symbol has been removed and replaced with a number (see below). Also, the abundance of zeros in the details reveals a sobering story.
651627309 NEWMARKET TECHNOLOGY INC
Last Price 0.00
Today's Change $0.00 (0.00%)
Volume 0
Bid (Size) $0.00 x0
Ask (Size) $0.00 x0
52 Week Range 0.00 – 0.00
P/E 0.00x EPS 0.000
NEW MARKET TECHNOLOGY INC (REPORTED CLOSED)
14860 Montfort Dr Ste 210, Dallas, TX 75254
http://www.citysearch.com/profile/43043706/dallas_tx/new_market_technology_inc.html
http://getfilings.com/sec-filings/100415/China-Crescent-Enterprises-Inc_10-K/
Stockvaper,
This link is exactly what is happening to this company! Read it all! If you didn't get in on it from the beginning and sell right away then we are all screwed! They even break it down for you in the link year by year with dilution!
http://getfilings.com/sec-filings/100415/China-Crescent-Enterprises-Inc_10-K/
PLEASE READ THIS!! What happen in the link i sent is what is exactly what is happening to data443!!!
And Peter M Verges has his name in both of these businesses and Bruce Noller!
Current positions of Philip M. Verges
Name Title Since
Newmarket Latin America Inc
(IT Services & Consulting)
https://www.marketscreener.com/business-leaders/Philip-Verges-004124-E/biography/
Didn't we just partner with a company in Latin America?
Jason is clearly a front for the Chinese investors, once they have a board of Chinese people they will vote out Jason and take over and be an Chinese company in America using blockchain to spy on everyone.
#24 in Midas
Bob Xiaoping Xu ranked #24 in Forbes Midas List in 2018
WOW just saw this!
Yes he bought it but why have Chinese Mr. Xu on the board from a relative of m i n a m a r marketing group that LDSR was partnering with back in 2010? The 2 tie in together some how or some way!
Can't view the link
Doesn't anyone else find this suspicious having two Xu people related to China company one that i am forbidden to mention on this website because it is court ordered not to mention it(m i n a m a r marketing group) because if i do mention this company without the spaces it will not allow me to post!? And Philip M Verges is also been associated with the drug company and Chinese companies. There is a connection with all this i am just not the cia or nsa to know all the dirty secrets of this whole thing. Jason has a Chinese Robert Xu on the advisory board so it is not totally clear from the China. Something is playing out.
Thank you
https://photos.app.goo.gl/c3mdXhBxjhTJ9GLn6
There are 2 Xu people that are involved here one is Robert Xu and the other is Meihua Xu.
Could be shell drug running companies that involves Military.
Something seriously doesn't add up with all this Chinese and Philip M Verges and the company i can not mention on this post and blocks me when trying to post about it. See link
Ldsr tried to merge with oil company in Texas back on 2010. M i n a M a r Marketing Group.
https://www.bloomberg.com/research/stocks/private/person.asp?personId=60466180&privcapId=39652539
Meihua Xu serves as Head of the Asian Division at cnI puorG raM aniM
https://quotes.wsj.com/LDSR/company-people
Look who is on Jason's board:
All Executives
Jason Remillard
Chairman, President & Chief Executive Officer
Robert Xu
Chief Strategy Officer
Philip M Verges is also in Texas and now has a promissory note with LDSR has ties to China and US military also with drug company! Something doesn't add up!
Where can you get the info on the form that was filed from Chinese company/person claiming to own the shares? Anyone know please send me thx!
Philip M Verges manipulates the markets with impunity.
DEFENSE TECHNOLOGY SYSTEMS INC
DIGEMEDICAL SOLUTIONS INC.
INTERCELL CORP
IP VOICE COM INC
IP GLOBAL VOICE INC
INFOTEL TECHNOLOGIES
NEWMARKET LATIN AMERICA INC. (NLAI)
NEWMARKET TECHNOLOGY INC.
NEWMARKET HEALTH TECHNOLOGIES, INC.
RED RIVER ADVISORS, LLC
NEWMARKET INTELLECTUAL PROPERTY, INC.
NEWMARKET BROADBAND, INC.
NETSCO INC
SMALL EQUITY INITIATIVE, INC.
NEWMARKET CHINA, INC.
MEDICAL OFFICE SOFTWARE INC.
DIGITAL COMPUTER INTEGRATION INC.
LOGIC CORPORATION (CANADA)
WIRELESS FRONTIER INTERNET INC.
ES HORIZONS, INC.
CHINA CRESCENT ENTERPRISES INC.
NEWMARKET GREENFIELD PARTNERSHIP PROGRAM
INNOPRISE CAPITAL MANAGEMENT LLC
EVERMOBILE INC.
NEWMARKET ASIA INC.
RKM USA Corp., Inc., (RKMM)
RKM Suministros, C.A., (RKMV)
VERGETECH INC.
TWIN VEE POWERCATS INC.
S. AQUA SEMICONDUCTOR LLC
WORLDWIDE STRATEGIES INC
SILICON AQUARIUS INC
ENABLE IPC CORPORATION
SAVANNA EAST AFRICA INC
NOVA ENERGY
VALUERICH INC
Philip M Verges
Education
Unknown/Other Education
United States Military Academy
Other Affiliations
Intercell International Corp.,
Savanna East Africa Inc.
Defense Technology Systems Inc.
VergeTech Inc.
United States Military Academy
Nova Enterprises, Inc.
Enable IPC Corporation
Worldwide Strategies Incorporated
Twin Vee PowerCats, Inc.
digiMedical Solutions, Inc.
China Crescent Enterprises, Inc.