Related Party Transactions | 9 Months Ended |
Sep. 30, 2013 |
Related Party Transactions: | ' |
Related Party Transactions | ' |
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4. Related Party Transactions |
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On March 23, 2012, the company entered into a revolving line of credit with the |
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Adams family, a related party, in the amount of up to $500,000. The line of |
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credit is for a period of six months at an interest rate of prime plus 2%. In |
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the event that the loan balance is not fully repaid at the end of the six month |
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term, then the outstanding balance plus accrued interest may be convertible to |
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common stock at the option of the creditors at the rate of $0.10 per share. The |
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principle balance owed as of September 30, 2013 was $623,684. As of September |
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30, 2013 the Related party line of credit due to George and Terry Adams was |
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$203,684 and $420,000, respectively. These proceeds have been used for short |
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term working capital purposes. Interest payable of $35,503 has been recorded as |
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of September 30, 2013, making a total amount due of $659,187. |
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In addition, the company issued a note to Fred Feck for $33,000 on June 30, 2012 |
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in exchange for rent for the warehouse occupied by the company. Fred Feck is a |
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board member and Secretary of the company. As of September 30, 2013 the accrued |
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interest on Mr. Feck's note is $2,175. |
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On June 14, 2013 the company offered its existing shareholders an opportunity to |
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participate in a convertible bridge loan based on their pro-rata shareholder |
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ownership percentage. The bridge loan is for a period of one year with interest |
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at six percent per annum and convertible to stock at the rate of $.35 per share. |
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As of September 30, 2013 the amount of $47,850 was loaned by shareholders, |
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pursuant to this agreement. |
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The total related party accrued interest of $38,327 is included in the accrued |
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expenses, related parties amount on the Company's financial statements. |
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Accrued Expenses - Related Party - As of September 30, 2013, the Company had |
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Accrued Expenses consisting of the following: |
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Accrued Expenses - Related Party |
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Royalty fees - Related Party $59,260 |
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Accrued Interest - Related Parties 38,327 |
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------- |
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Total Accrued Expenses - Related Parties $97,587 |
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===pre> |
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Royalty Fees Payable - The Adams Agreement described in Note 1 above, granted |
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Mr. Adams a royalty fee of $20.00 for each SunTracker One(TM) and SunTracker |
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Two(TM) unit or any future units that are based on the patent rights we acquired |
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from him. The maximum royalty fees payable under the Adams Agreement is |
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$2,000,000 based on the sale of 100,000 units. At September 30, 2013 accrued |
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royalties in the amount of $59,260, related to our sale of 2,963 units. |
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The Company previously leased warehouse space from one of our directors, |
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Frederick Feck. As of May 31, 2013 the warehouse operation was outsourced to |
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Cargo House in Carson California. |
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In January 2010, we entered into a nonexclusive distributorship agreement with |
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Chaparral Green Energy Solutions, LLC, an entity in which our securities |
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attorney, David E. Wise, Esq., owns a 50% equity interest. This non-exclusive |
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dealer agreement with the Company is to sell products in Texas and is on the |
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same terms, conditions and pricing as other dealer agreements. Thus, Mr. Wise's |
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company will not receive any beneficial or special treatment over our other |
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dealers or distributors. The terms and conditions of the dealer agreement with |
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Chaparral Green Energy Solutions, LLC are the same as for the other dealer and |
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distributorship agreements. Therefore, the agreement with Chaparral Green Energy |
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Solutions, LLC does not contain preferential or more favorable terms or |
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conditions than agreements with our other dealers or distributors. |
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During the nine months ending September 30, 2013 there were 249,998 shares |
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issued to the Board of Directors for their services and to Smokey Robinson, a |
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Board member for his services related to Marketing and Public Relations. Through |
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April 30, 2013, each of the six Board Members received 50,000 common stock |
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shares with the shares accrued monthly and issuable quarterly. In addition, |
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through April 30, 2013, Smokey Robinson received 50,000 shares for his marketing |
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and public relation services. These are also accrued monthly and issuable |
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quarterly. |
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On September 27, 2013 the Board approved Board Compensation for the period of |
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May 1, 2013 through April 30, 2014. The Board approved granting each board |
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member with options to buy 75,000 common stock shares at the rate of $.2975. The |
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Options vested as of May 1, 2013 and extend for a period of 5 years. |
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