Debt

A summary of the Company's debt at

September 30, 2020

and

December 31, 2019,

by counterparty, is as follows:

			Shares if		Interest				Balance
Origination	Maturity	Convertible	Converted		Rate				9/30/2020			12/31/2019

Noteholder 1
08/08/2018	11/20/2018	No		-		12	%	a	$	100,000		$	100,000

Noteholder 2
09/13/2019	08/12/2020	No		-				b		-			79,270
10/04/2019	06/03/2020	No		-				b		(1,624	)		45,053
10/30/2019	06/03/2020	No		-				b		-			27,690
03/13/2020	08/13/2020	No		-				b		-			-
01/27/2020	11/03/2020	No		-				b		26,910			-

Noteholder 3
05/01/2020	05/01/2022	No		-		1	%	c		130,200			-

Noteholder 4
06/21/2018	05/22/2021	No		-		18	%	d		2,204			4,419

Noteholder 5, related party
11/09/2018	05/01/2024	No		-		12	%	e		120,000			120,000
12/06/2018	11/30/2020	No		-		-		f		1,509			108,000

Noteholder 6
05/21/2019	11/21/2019	Yes		285,585		18	%	g		436,231			442,750

Noteholder 7
07/17/2019	01/17/2020	Yes		119,791		18	%	h		182,981			165,000

Noteholder 8
03/23/2020	03/25/2021	Yes		38,462		52	%	I		75,000			-

Noteholder 9
03/23/2020	03/25/2021	Yes		12,821		52	%	j		25,000			-

				456,659						1,098,411			1,092,182
Less unamortized discount										(342,561	)		(52,153	)
									$	755,850		$	1,040,029

Notes Payable

– On

August 8, 2018

third

party advanced

$200,000

to the Company in exchange for a secured promissory note, bearing interest at the rate of

12%

per annum with a maturity date of

November 20, 2018.

The note is secured by a Security Agreement providing for a continuing lien and

first

priority security interest in the assets of the Company and by a personal Guaranty Agreement with Gust Kepler, a Director, President, Chief Executive Officer, Chief Financial Officer and Secretary of the Company, and the Company's controlling stockholder. On

December 6, 2018,

Mr. Kepler made a payment on the note in the amount of

$100,000

plus accrued interest of

$8,000

for an aggregate of

$108,000.

The principal balance of

$100,000

remains outstanding and was in default as of

September 30, 2020.

This note was repaid on Novermber

12,

2020.

See Note

– On

September 13, 2019

third

party advanced

$90,000

to the Company in exchange for quasi-factoring financing arrangements to be repaid in daily installments of

$490,

through

August 18, 2020.

The related note discount of

$27,000

was amortized as interest expense over the term of the agreement.

October 2019

third

parties advanced

$80,000

to the Company in exchange for quasi-factoring financing arrangements to be repaid in daily installments of

$761

through

June 2020.

Approximately

$39,000

of this funding was settled with proceeds of the

January 27, 2020

financing described in a later paragraph. The related note discount of

$31,600

was amortized as interest expense over the term of the agreement.

March 13, 2020

third

party advanced

$35,000

to the Company in exchange for quasi-factoring financing arrangements to be repaid in daily installments of

$291.67,

through

August 31, 2020.

The related note discount of

$12,500

was amortized as interest expense over the term of the agreement

January 27, 2020

third

party advanced

$207,000

to the Company in exchange for quasi-factoring financing arrangements to be repaid in daily installments of

$1,035,

and the debt was fully paid on

November 5, 2020.

The related note discount of

$57,000

is being amortized over the term of the agreement for a total of

$49,951

in interest expense as of

September 30, 2020.

A portion of the proceeds of this financing settled the balance of approximately

$39,000

of previous funding from the

third

party with an original due date of

June 3, 2020.

c –

May 1, 2020,

pursuant to the Paycheck Protection Program under the Coronavirus Aid Relief and Economic Security Act (“CARES Act”) the Company was awarded a loan of

$130,200.

The loan carries an interest rate of

and matures on

May 1, 2022.

December 31, 2020,

the Company

may

apply for loan forgiveness following SBA guidelines and a portion or all of the loan

may

be forgiven.

Notes Payable, related party

- On

November 9, 2018,

Mr. Kepler, advanced

$120,000

to the Company in exchange for a promissory note bearing interest at

12%

per annum for a

ninety

-day period, maturing on

January 28, 2019.

November 12, 2020

Mr. Kepler and the Company agreed to waive the deault and extend the maturity to the earlier of

May 1, 2024

or such time as the senior secured note issued contemporaneously with the waiver is repaid (see Note

). Accrued interest due on the note is

$27,640

as of

September 30, 2020.

- On

December 6, 2018,

Mr.Kepler, advanced

$108,000

to the Company for payment to a

third

party note holder (Note

) in exchange for an unsecured promissory note. During the

nine

months ended

September 30, 2020

the Company repaid

$103,558

in principal and Mr. Kepler agreed to offset previous cash advances of

$2,933

to him as additional repayment of the note, reducing the balance due as of

September 30, 2020

$1,509.

Convertible Notes Payable

- On

May 21, 2019,

the Company issued an

Fixed Convertible Promissory Note payable to a

third

party for a

$350,000,

which included an original issue discount of

10%

on the investment amount. The note specified that the note holder retain an original issue discount of

10%

of any consideration, bore interest of

8%,

and matured

180

days from the effective date. The note provided a redemption premium of

115%

if retired after the

day. As the note was

not

retired on or before the maturity date, the note-holder was entitled to convert a portion or all the outstanding principal into shares of the Company's Common Stock at a variable conversion price which equals the lower of the fixed conversion price of

$1.95

per share or

65%

of the lowest closing bid price during the

consecutive trading days prior to the date of the note holder's election to convert. The note was in default and the Company recorded a default fee of

$57,750

which was added to the principal balance. The note included a conversion feature recorded at inception of

$207,308.

- On

July 17, 2019,

the Company issued an

Fixed Convertible Promissory Note payable to a

third

party for a total face value of

$165,000,

which included an original issue discount of

10%

on the investment amount of

$150,000.

The note specified that the note holder shall retain an original issue discount of

10%

of any consideration, bore interest of

8%,

and matured

180

days from the effective date. The note provided for a redemption premium of

115%

if retired after the

day. As the note was

not

retired on or before the maturity date, the note holder was entitled to convert a portion or all the outstanding principal into shares of the Company's Common Stock at a variable conversion price which equals the lower of the fixed conversion price of

$1.95per

share or

65%

of the lowest closing bid price during the

consecutive trading days prior to the date of the note holder's election to convert. The note was in default and the Company recorded a default fee of

$24,750

which was added to the principal balance. The note included a conversion feature recorded at inception of

$135,000.

July 10, 2020,

the Company entered into Forbearance and Note Settlement Agreements (“Agreements”) with the

third

parties agreeing to take

further action to avail themselves of the remedies of default defined in the Notes. The Agreements stipulate the Company will remit payment of all accrued interest and principal outstanding beginning on

July 20, 2020

for

thirteen

agreed upon payments and until the note is repaid in full. Upon execution of these Agreements, effectively extinguishing the above described notes, the Company recognized a cancellation of the derivative liability previously related to the conversion feature of

$522,065.

As additional consideration for the Agreements, the Holders were issued warrants to purchase up to

360,000

shares of the Company's Common Stock at a price of

$1.00

per share, exercisable beginning

January 10, 2021

and expiring on

July 10, 2025.

The fair value cost at the date of issuance of the warrants was

$371,243,

reflected in paid in capital and the related debt discount is being amortized over the term of the Agreements.

- On

March 23, 2020

third

parties advanced

$75,000

and

$25,000

to the Company in exchange for Convertible Promissory Notes, bearing interest at

52%

per annum to be paid monthly in arrears beginning

April 30, 2020,

secured by the Company's assets, with rights to convert into the Company's Common Stock at

$0.60,

and maturing on

March 25, 2021.

June 23, 2020

the Company amended the notes changing the provision for conversion into the Company's Common Stock from

$0.60

$1.95.

Additional consideration for the amended and restated notes included the issuance of warrants for the purchase of up to

115,385

shares of Common Stock at a price of

$0.01.

July 6, 2020

the holders exercised their warrants. In the event the notes are

not

converted prior to the maturity date, the Company has the right to repurchase

one

warrant share for each

$0.8666

of unconverted principal. The Company recognized a derivative liability in the amount of

$34,999

as of

September 30, 2020.

As discussed in Note

the holders of these notes elected to convert the notes into common stock.