RELATED PARTY TRANSACTIONS | NOTE 11: RELATED PARTY TRANSACTIONS As of July 31, 2019, and January 31, 2019, related parties are due a total of $1,543,088 and $537,325, respectively. July 31, 2019 January 31, 2019 Related party payable (1)(2)(4)(5)(6)(7) $ 1,306,335 $ 1,040,349 Notes payable (3) 856,357 502,739 Total related party transactions $ 2,162,692 $ 1,543,088 Services provided from related parties: Three Months Ended July 31, Six Months Ended July 31, 2019 2018 2019 2018 Mr. Jeffery Taylor (1) $ 28,750 $ 28,750 $ 57,500 $ 57,500 Mr. Don Lee Taylor (1) 26,250 26,250 52,500 52,500 Ms. Jennifer Taylor (2) 9,000 9,000 18,000 18,000 Mr. Michael Rountree (4) 30,000 30,000 60,000 60,000 L. John Lewis (5) 30,000 30,000 60,000 60,000 S. Randall Oveson (6) 30,000 30,000 60,000 60,000 Mr. Andy Tucker (7) 30,000 30,000 60,000 60,000 $ 184,000 $ 184,000 $ 368,000 $ 368,000 Interest expenses from related parties: Three Months Ended July 31, Six Months Ended July 31, 2019 2018 2019 2018 Mr. Jeffery Taylor (3) $ - $ 37 $ 21 $ 75 Mr. Don Lee Taylor (3) 33 37 75 75 Mr. Michael Rountree (4) 1,311 38 2,066 38 Mr. Lewis (5) 428 - 843 - $ 1,772 $ 112 $ 3,005 $ 188 (1) Effective December 17, 2015, Mr. Jeffery Taylor was appointed to serve as Chief Executive Officer of the Company and Mr. Don Lee Taylor was appointed to serve as Chief Financial Officer of the Company. On December 21, 2015, the Company entered into employment agreements with Mr. Jeffery Taylor and Mr. Don Lee Taylor for a period of 24 months, where after the contract may be renewed in one-year terms at the election of both parties. Jeffery Taylor shall receive an annual gross salary of $115,000 and Don Lee Taylor shall receive an annual gross salary of $105,000 payable in equal installments on the last day of each calendar month and which may be accrued until such time as the Company has sufficient cash flow to settle amounts payable. Further under the terms of the respective agreements all inventions, innovations, improvements, know-how, plans, development, methods, designs, analyses, specifications, software, drawings, reports and all similar or related information (whether or not patentable or reduced to practice) which relate to any of the Company's actual or proposed business activities and which are created, designed or conceived, developed or made by the Executive during the Executive's past or future employment by the Company or any Affiliates, or any predecessor thereof ("Work Product"), belong to the Company, or its Affiliates, as applicable. During the six months ended July 31, 2019, the company paid $94,519 to Mr. Jeffery Taylor and $10,500 to Mr. Don Lee Taylor. As at July 31, 2019 there was a total of $80,615 owing to Mr. Jeffery Taylor and $132,082 to Mr. Don Lee Taylor, respectively, in accrued and unpaid salary under the terms of the employment agreement. (2) For six months ended July 31, 2019 and 2018 the Company was invoiced a total of $18,000, as consulting services by Ms. Jennifer Taylor, sister of the Company's officers and directors. During the six months ended July 31, 2019, the company paid $0 to Ms. Jennifer Taylor. As at July 31, 2019 there was a total of $40,000 in accrued and unpaid. (3) On February 17, 2016, the Company issued promissory notes to Mr. Jeffery Taylor, CEO, in the amount of $17,500 and to Mr. Don Lee Taylor, CFO, in the amount of $17,500, respectively. The notes bear interest at a rate of 1% per annum, maturing on August 17, 2016. During the fiscal year ended January 31, 2017, the company repaid $2,500 to Mr. Jeffery Taylor and $2,500 to Mr. Don Lee Taylor. During the fiscal year ended January 31, 2019, the company repaid $5,000 to Mr. Jeffery Taylor and $2,000 to Mr. Don Lee Taylor. During the six months ended July 31, 2019, the company repaid $10,000 to Mr. Jeffery Taylor and $0 to Mr. Don Lee Taylor. (4) On June 21, 2017, the Company entered into an employment agreement with Michael Rountree whereby Mr. Rountree agreed to serve as the Company's Chief Operating Officer for two years unless terminated earlier in accordance with the agreement. During his period of employment, Mr. Rountree has a base salary at an annual rate of $120,000. The Board shall review the Base Salary on an annual basis and may, but is not required to, make upward adjustments from time to time. We recorded $60,000 in the six months ended July 31, 2019 and 2018 under the terms of this agreement, all of which remains unpaid. As at July 31, 2019 there was a total of $260,000 in accrued and unpaid salary under the terms of the employment agreement. During the year ended January 31, 2019, the Company issued promissory notes to Mr. Rountree in the accumulated amount of $379,319. During the six months ended July 31, 2019, the Company issued promissory notes to Mr. Rountree in the accumulated amount of $363,618. The notes bear interest at a rate of 1% per annum, each is due nine months from issue date. Licensing agreement with Haiku Holdings LLC ("Haiku") On March 1, 2019 the Company and Haiku Holdings LLC "Haiku", a company controlled by Mr. Rountree, entered into a Trademark Licensing Agreement. Under the terms of the agreement, the Licensed Marks, including and incorporating Herbo, may be used by Haiku to facilitate the Company's business including lead generation and referral services. Further, as a result of any revenue generating business generated by Haiku, the Company shall receive 90% of the net revenue. The license remains in effect for a period of ten (10) years from the effective date of the agreement and may be terminated on sixty (60) days written notice by the Company should there be a material breach which remains uncured, or at any time on ten (10) days written notice by Haiku without cause. (5) On June 21, 2017, Ga-Du entered into an employment agreement with L. John Lewis whereby Mr. Lewis accepted employment as Chief Executive Officer of Ga-Du for two years unless terminated earlier in accordance with the agreement. During his period of employment, Mr. Lewis has a base salary at an annual rate of $120,000. The Board shall review the Base Salary on an annual basis and may, but is not required to, make upward adjustments from time to time. We recorded $60,000 in the six months ended July 31, 2019 and 2018 under the terms of this agreement, all of which remains unpaid. As at July 31, 2019 there was a total of $260,000 in accrued and unpaid salary under the terms of the employment agreement. During the three months ended April 30, 2018, Mr. Lewis paid $175,000 to third parties on behalf of the Company which amount has been recorded in Accounts payable – related parties. On July 31, 2018, the Company issued promissory notes to Mr. Lewis to convert the payable to note payable in the amount of $170,000. The notes bear interest at a rate of 1% per annum, each is due nine month from issue date. (6) On June 21, 2017, Ga-Du Corporation, a wholly owned subsidiary of Eco Science Solutions Inc. entered into an employment agreement with S. Randall Oveson whereby Mr. Oveson accepted employment as Chief Operating Officer of Ga-Du for two years unless terminated earlier in accordance with the agreement. During his period of employment, Mr. Oveson has a base salary at an annual rate of $120,000. The Board shall review the Base Salary on an annual basis and may, but is not required to, make upward adjustments from time to time. We recorded $60,000 in the six months ended July 31, 2019 and 2018 under the terms of this agreement, all of which remains unpaid. As at July 31, 2019 there was a total of $260,000 in accrued and unpaid salary under the terms of the employment agreement. (7) On June 21, 2017, Ga-Du entered into a consulting agreement with Andy Tucker, whereby Mr. Tucker will provide services to the Cannabis industry under development by the Company, as well as act as an advisor to various State regulators concerning the Cannabis industry for two years unless terminated earlier in accordance with the agreement. During the period of the agreement, Mr. Tucker has a base salary at an annual rate of $120,000. Compensation payments shall be divided into twelve (12) equal monthly payments, payable in arrears on the last day of each month following the commencement of the agreement, provided that any partial month worked shall be payable on the last day of such partial month. We recorded $60,000 in the six months ended July 31, 2019 and 2018 under the terms of this agreement, all of which remains unpaid. As at July 31, 2019 there was a total of $253,334 in accrued and unpaid salary under the terms of the consulting agreement. Mr. Tucker holds approximately 11.45% of the Company's issued and outstanding shares. |