Item 1.01 Entry into a Material Definitive Agreement.
Kevin Schewe Senior Convertible Promissory Note Dated July 25, 2017
On July 25, 2017, Kevin Schewe, Director of the Registrant, made a $10,000 loan to the Registrant in conjunction with the Loan Agreement entered into with the Registrant on February 23, 2017. In the Loan Agreement, Schewe agreed, subject to satisfaction of certain conditions, including among other things, Schewe’s satisfaction with the use of proceeds of past loans, to provide loans of up to $100,000 as required by the Registrant for a two-year period. The loans would be evidenced by a Convertible Note. The loans accrue interest at 8% per annum. At Schewe's election, the notes are convertible into shares of Registrant common stock at a price equal to 20% of the average closing price of the Registrant's common stock for the 20 trading days immediately preceeding the date of the loan. Each note matures on the first anniversary of the issuance date of such note. If Schewe chooses to convert, the $10,000 loan made on July 25, 2017 would convert into 35,842,294 shares of Registrant common stock at a common stock price of $0.000279 per share.
Including the newest loan, Schewe has made cumulative loans to the Registrant totaling $65,000 since the execution of the Loan Agreement.
The Note for the loan on July 25, 2017 is attached hereto as Exhibit 10.1.
Notice of Conversion of July 25, 2017 Kevin Schewe Loan
On July 25, 2017, Kevin Schewe, Director of the Registrant, in conjunction with the Loan Agreement entered into with the Registrant on July 25, 2017 converted $10,000 of loans that he previously made to the Registrant into shares of Registrant common stock.
Schewe had made a $10,000 loan to the Registrant on July 25, 2017. The $10,000 loan owed to him converted into 35,842,294 shares of Registrant common stock at a conversion price of $0.000279 per common share.
Haris Basit Senior Convertible Promissory Note Dated July 25, 2017
On July 25, 2017, Haris Basit, CEO of the Registrant, made a $5,000 loan to the Registrant in conjunction with the Loan Agreement entered into with the Registrant on November 30, 2016. In the Loan Agreement, Basit agreed, subject to satisfaction of certain conditions, including among other things, Basit’s satisfaction with the use of proceeds of past loans, to provide loans of up to $100,000 as required by the Registrant for a two-year period. The loans would be evidenced by a Convertible Note. The loans accrue interest at 8% per annum. At Basit's election, the notes are convertible into shares of Registrant common stock at a price equal to 20% of the average closing price of the Registrant's common stock for the 20 trading days immediately preceeding the date of the loan. Each note matures on the first anniversary of the issuance date of such note. If Basit chooses to convert, the $5,000 loan made on July 25, 2017 would convert into 17,921,147 shares of Registrant common stock at a common stock price of $0.000279 per share.
Including the newest loan, Basit has made cumulative loans to the Registrant totaling $66,500 since the execution of the Loan Agreement.
The Note for the loan on July 25, 2017 is attached hereto as Exhibit 10.2.
Notice of Conversion of July 25, 2017 Haris Basit Loan
On July 25, 2017, Haris Basit, CEO and Director of the Registrant, in conjunction with the Loan Agreement entered into with the Registrant on July 25, 2017, converted $5,000 of loans that he previously made to the Registrant into shares of Registrant common stock.
Basit had made a $5,000 loan to the Registrant on July 25, 2017. The $5,000 loan owed to him converted into 17,921,147 shares of Registrant common stock at a conversion price of $0.000279 per common share.
Carl Kukkonen Loan Agreement Dated July 25, 2017
Effective as of July 25, 2017, the Registrant and Carl Kukkonen, CTO and Director of the Registrant, entered into a Loan Agreement pursuant to which Kukkonen agreed, subject to satisfaction of certain conditions, including among other things, Kukkonen’s satisfaction with the use proceeds of past loans, to provide loans of up to $25,000 as required by the Company for a two-year period. The loans would be evidenced by a Convertible Note. The Note (as with all subsequent notes) accrued interest at 8% per annum, and would be convertible into shares of Registrant common stock at a price equal to 20% of the average closing price for the 20 trading days prior to the issuance of the loan. Each note would mature on the first anniversary of the issuance date of such note.
The Loan Agreement and the Form of Senior Convertible Promissory Note are attached hereto as Exhibits 10.4 and 10.5.
Carl Kukkonen Senior Convertible Promissory Note Dated July 25, 2017
On July 25, 2017, Carl Kukkonen, CTO of the Registrant, made a $11,500 loan to the Registrant in conjunction with the Loan Agreement entered into with the Registrant on July 25, 2017. In the Loan Agreement, Kukkonen agreed, subject to satisfaction of certain conditions, including among other things, Kukkonen’s satisfaction with the use of proceeds of past loans, to provide loans of up to $25,000 as required by the Registrant for a two-year period. The loans would be evidenced by a Convertible Note. The loans accrue interest at 8% per annum. At Kukkonen's election, the notes are convertible into shares of Registrant common stock at a price equal to 20% of the average closing price of the Registrant's common stock for the 20 trading days immediately preceeding the date of the loan. Each note matures on the first anniversary of the issuance date of such note. If Kukkonen chooses to convert, the $11,500 loan made on July 25, 2017 would convert into 41,218,638 shares of Registrant common stock at a common stock price of $0.000279 per share.
Including the newest loan, Kukkonen has made cumulative loans to the Registrant totaling $11,500 since the execution of the Loan Agreement.
The Note for the loan on July 25, 2017 is attached hereto as Exhibit 10.3.
Notice of Conversion of July 25, 2017 Carl Kukkonen Loan
On July 25, 2017, Carl Kukkonen, CTO and Director of the Registrant, in conjunction with the Loan Agreement entered into with the Registrant on July 25, 2017, converted $11,500 of loans that he previously made to the Registrant into shares of Registrant common stock.
Kukkonen had made a $11,500 loan to the Registrant on July 25, 2017. The $11,500 loan owed to him converted into 41,218,638 shares of Registrant common stock at a conversion price of $0.000279 per common share.