Quantum Materials Corp. (fka QTMM)

[BigE1960]

PLAINTIFFS’ CLAIMS AND THE COURT’S FINDINGS

11. Quantum allegedly failed to comply with the Securities
Exchange Act.

Quantum agreed that it would comply with the reporting requirements of the Exchange Act. Failure to do so would be an incident or event of default and would cross-pollinate each of the contracts of the parties. The only claims Plaintiffs have are based upon the cross-pollination and penalty provisions, including acceleration of debts and increased interest, which they refer to as liquidated damage provisions. Those provisions are unenforceable. The Plaintiffs have shown no actual damages, or any loss, injury, or harm arising as a direct consequence of this alleged breach. Furthermore, the Court does not find from the credible persuasive evidence that there has been a failure to comply. There is no evidence of any action taken against it by the SEC. If the SEC granted extensions of time to comply with provisions of the Act, then that would be evidence that Quantum was complying and not in violation of the Act.