10-Q out !
Our cash position is dwindling, hopefully we can stretch things out
SUBSEQUENT EVENTS
Effective July 8, 2022 the Company entered into an Endorsement Agreement with Pez-Mar, Inc., a California corporation to furnish the services of Mario Lopez (“Lopez”). Pursuant to the Endorsement Agreement, Lopez will act as a Company spokesperson in connection with the promotion, advertisement and endorsement of the Company’s physical and virtual payment processing and money remittance business and the Company’s related products and services.
The Endorsement Agreement has a term of two (2) years from the Effective Date, which is subject to earlier termination on customary terms and conditions. The parties have agreed to certain deliverables of Lopez during the term of the agreement, including with respect to social media posts, television commercials, interviews and photo shoots. The Endorsement Agreement also contains other customary terms, covenants and conditions, including representations and warranties, restrictions on endorsements of competitive products during the Term, confidentiality, indemnification, and Lender and Lopez’s independent contractor status.
As compensation for the Services, Lopez or their designees will be paid the following: (i) a cash endorsement fee of Three Hundred Thousand U.S. Dollars ($300,000 USD), payable as follows: (i) One Hundred Twenty-Five Thousand Dollars ($125,000) upon execution of the Endorsement Agreement, (ii) One Hundred Twenty-Five Thousand Dollars ($125,000) quarterly during the Term, beginning on the 90th day following the Effective Date, and (iii) Fifty Thousand Dollars ($50,000) on or prior to the first anniversary of the Effective Date and (ii) warrants exercisable for an aggregate of Fifteen Million (15,000,000) shares of the common stock of the Company at an exercise price of $0.0345 per Share. The Warrants shall have a three-year term commencing from the Effective Date. The right to exercise the Warrants shall be subject to vesting during the Term but shall vest in full upon the consummation of a fundamental transaction involving the Company or upon certain termination events provided for in the Endorsement Agreement. The Exercise Price may be payable via “cashless exercise”, unless the underlying Shares are registered under an effective registration statement under the Securities Act of 1933, as amended. The Shares are subject to certain “piggyback” registration rights.
On July 8, 2022, the Company entered into a consulting agreement with a contractor for a period of twelve months to (i) review the Company’s business plan; (ii) analyze and assess the Company’s revenues, costs, and cash flow; and (iii) introduce the Company to and interface on the Company’s behalf with potential and actual commercial partners. The Company issued 2,000,000 shares of common stock as compensation for the services rendered which were fully earned on the date of issue. In addition, the contractor will receive a monthly fee of $3,000 for the term of the Agreement, commencing on August 1, 2022.
On July 8, 2022, the Company entered into a second consulting agreement with a separate contractor for a period of twelve months to (i) review the Company’s business plan; (ii) analyze and assess the Company’s revenues, costs, and cash flow; and (iii) introduce the Company to and interface on the Company’s behalf with potential and actual commercial partners. The Company issued 2,000,000 shares of common stock as compensation for the services rendered which were fully earned on the date of issue.
On July 11, 2022, the Board approved the issuance of 15,000,000 incentive stock options to William Corbett, the Company’s Chairman and Chief Executive Officer, and 2,000,000 shares of common stock to Richard Rosenblum, the Company’s President and Chief Financial Officer.
On August 5, 2022, the Board approved the issuance of 3,000,000 shares of common stock to Samad Harake or his designees, Mr. Harake is the president of Frictionless Financial Technologies Inc.
Other than the above, the Company has evaluated subsequent events through the date the financial statements were issued, and did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.
AI
