Convertible Notes Payable, Non-related Partied and Related Party | Note 11 – Convertible Notes Payable, Non-related Partied and Related Party Convertible notes payable – non related parties at September 30, 2023 and at December 31, 2022 consist of the following: Schedule of convertible notes payable – non related parties September 30, December 31, 2023 2022 Convertible note payable to GBT Technologies S.A $ 5,434,746 $ 6,395,531 Convertible notes payable to 1800 96,260 191,275 Convertible notes payable to Glen 462,500 — Total convertible notes payable, non related parties 5,942,926 6,586,788 Unamortized debt discount (66,512 ) (189,060 ) Convertible notes payable – non related parties 5,926,994 6,397,727 Less current portion (5,926,994 ) (6,397,727 ) Convertible notes payable – non related parties, long-term portion $ — $ — $10,000,000 for GBT Technologies S. A. acquisition In accordance with the acquisition of GBT-CR the Company issued a convertible note in the principal amount of $ 10,000,000 6 December 31, 2021 20,000 500 85 On May 19, 2021, the Company, Gonzalez, GBT-CR and IGOR 1 Corp entered into a Mutual Release and Settlement Agreement and Irrevocable Assignment of outstanding balance plus accrued interest (the “Gonzalez Agreement”). Pursuant to the Gonzalez Agreement, without any party admission of liability and to avoid litigation, the parties had agreed to (i) extend the GBT convertible note maturity date to December 31, 2022 13,777,480 During the period ended September 30, 2023, IGOR 1 converted $51,000 of the convertible note into 600,000,000 shares of the Company’s common stock. As of September 30, 2023, the note had an outstanding balance of $ 5,434,746 2,487,222 Paid Off Notes/Converted Notes Sixth Street Lending LLC – named changed - 1800 Diagonal Lending LLC On May 5, 2022, the Company entered into a Securities Purchase Agreement with 1800 Diagonal Lending LLC, an accredited investor (“DL”), pursuant to which the Company issued to DL a Convertible Promissory Note (the “DL Note”) of $ 244,500 203,500 August 4, 2023 6.0 The outstanding principal amount of the DL Note may not be converted prior to the period beginning on the date that is 180 days following the Issue Date. Following the 180 th the Company’s at a conversion price 85 4.99 Unless the Company shall have first delivered to DL, at least 48 hours prior to the closing of any equity (or debt with an equity component) financing in an amount less than $150,000 (“Future Offering”), written notice describing the proposed Future Offering and providing the Buyer an option during the 48 hour period following delivery of such notice to DL the securities being offered in the Future Offering on the same terms as contemplated by such Future Offering then the Company is restricted from conducting the Future Offering during the period beginning on the Issue Date and ending nine months following the Issue Date. During the period ended March 31, 2023, the entire balance of convertible note of $ 114,100 7,335 367,004,026 Convertible Note - On September 13, 2022, the Company entered into a Securities Purchase Agreement (dated September 9, 2022) with 1800 Diagonal Lending LLC, an accredited investor (“DL”) pursuant to which the Company issued to DL a Promissory Note (the “DL Note”) of $ 116,200 12,450 103,750 12 13,944 at a conversion price 75 4.99 During the period ended June 30, 2023, the company paid back $ 39,043 136,993,684 As of September 30, 2023, the note had an outstanding balance of $ 0 0 Outstanding Notes Glen Eagle The Company entered into a series of loan arrangements with Glen Eagles Acquisition LP pursuant to which it received $ 512,500 457,500 85 In order to include a convertible feature for the $ 55,000 512,500 55,000 10 December 31, 2023 85 92,737 As of September 30, 2023, the consolidated convertible note had an outstanding balance of $ 462,500 31,551 Sixth Street Lending LLC – named changed - 1800 Diagonal Lending LLC Straight Note – with Convertible Feature - On March 1, 2023, the Company entered into a Securities Purchase Agreement, with 1800 Diagonal Lending LLC, an accredited investor (“DL”) pursuant to which the Company issued to DL a Promissory Note (the “DL Note”) of $ 59,408 6,258 53,150 June 1, 2024 12 7,128 6,654 66,536 The outstanding principal amount of the DL Note may not be converted into the Company common shares except in the event of default. In the event of default on the DL Note, DL may convert the DL Note into shares of the Company’s common stock at a conversion price equal to 75 4.99 As of September 30, 2023, the note had an outstanding balance of $ 19,485 Convertible Note - On March 1, 2023, the Company entered into a Securities Purchase Agreement with DL pursuant to which the Company issued to DL a Convertible Promissory Note (the “DL Convertible Note”) of $ 62,680 52,150 June 1, 2024 The outstanding principal amount of the DL Convertible Note may not be converted prior to the period beginning on the date that is 180 days following the date the DL Convertible Note is issued. Following the 180th day, DL may convert the DL Convertible Note into shares of the Company’s common stock at a conversion price equal to 85 4.99 During the period ended September 30, 2023, 1800 Diagonal converted $ 17,000 200,000,000 As of September 30, 2023, the note had an outstanding balance of $ 45,680 2,195 Straight Note $47,208 47,208 5,058 42,150 April 24, 2024 12 5,664 5,287 52,872 The outstanding principal amount of the DL Note may not be converted into the Company common shares except in the event of default. In the event of default on the DL Note, DL may convert the DL Note into shares of the Company’s at a conversion price 75 4.99 As of September 30, 2023, the note had an outstanding balance of $ 26,059 5,664 Convertible Note $50,580 - 50,580 42,150 July 24, 2024 The outstanding principal amount of the DL Note may not be converted prior to the period beginning on the date that is 180 days following the Issue Date. Following the 180 th the Company’s at a conversion price 85 4.99 As of September 30, 2023, the note had an outstanding balance of $ 50,580 Convertible notes payable – prior related parties at September 30, 2023 and December 31, 2022 consist of the following: Schedule of convertible note payable September 30, December 31, 2023 2022 Convertible note payable to Stanley Hills 661,395 116,605 Unamortized debt discount — — Convertible notes payable, net, related party 661,395 116,605 Less current portion (661,395 ) (116,605 ) Convertible notes payable, net, related party, long-term portion $ — $ — Stanley Hills LLC The Company entered into a series of loan agreements with Stanley Hills LLC (“Stanley”) pursuant to which it received more than $ 1,000,000 1,214,900 85 4.99 1,231,466 4,420,758 325,000 800,000 126,003 424,731 750,000 10 June 30, 2024 85 408,034 As of September 30, 2023 and December 31, 2022 the principal balance of Stanley debt is $ 661,395 116,605 48,867 11,247 Discounts on convertible notes The Company recognized debt discount of $ 298,348 307,879 179,876 307,879 A roll-forward of the convertible notes payable from December 31, 2022 to September 30, 2023 is below: Schedule of roll-forward of the convertible notes payable Convertible notes payable, December 31, 2022 $ 6,703,393 Issued for cash 113,260 Convertible note issued for accounts payable 1,262,500 Payment with cash (39,043 ) Conversion to common stock (1,347,709 ) Other settlement (37,500 ) Convertible notes payable, September 30, 2023 $ 6,654,901 |