RELATED PARTY TRANSACTIONS | NOTE 9: RELATED PARTY TRANSACTIONS As of October 31, 2020, and January 31, 2020, related parties are due a total of $2,848,861 and $2,371,738, respectively. October 31, 2020 January 31, 2020 Related party payables (1)(2)(4)(5)(6)(7) $ 1,556,757 $ 1,365,333 Notes payable (3)(4) 1,676,274 1,298,649 Total related party transactions $ 3,233,031 $ 2,371,738 Services provided from related parties: Three Months Ended October 31, Nine Months Ended October 31, 2020 2019 2020 2019 Mr. Jeffery Taylor (1) $ 28,750 $ 28,750 $ 86,250 $ 86,250 Mr. Don Lee Taylor (1) 26,250 26,250 78,750 78,750 Ms. Jennifer Taylor (2) 9,000 9,000 27,000 27,000 Mr. Michael Rountree (4) 30,000 30,000 90,000 90,000 L. John Lewis (5) - (20,000 ) - 40,000 S. Randall Oveson (6) - (20,000 ) - 40,000 Mr. Andy Tucker (7) - (13,333 ) - 46,667 $ 94,000 $ 184,000 $ 282,000 $ 408,667 Interest expenses from related parties: Three Months Ended October 31, Nine Months Ended October 31, 2020 2019 2020 2019 Mr. Jeffery Taylor (3) $ - $ - $ - $ 21 Mr. Don Lee Taylor (3) 33 33 98 108 Mr. Michael Rountree (4) 3,405 1,697 9,272 3,763 Mr. Lewis (5) 428 429 1,276 1,272 $ 3,866 $ 2,159 $ 10,646 $ 5,164 Revenue from related parties: Three Months Ended October 31, Nine Months Ended October 31, 2020 2019 2020 2019 Greenfield Groves Inc. (5) $ 2,697 $ 4,197 $ 8,091 $ 4,197 (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 November 20, 2020 each of Mr. Jeffery Taylor and Mr. Don Lee Taylor resigned as officers and directors 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 nine months ended October 31, 2020, the company paid $106,500 to Mr. Jeffery Taylor and $0 to Mr. Don Lee Taylor. As at October 31, 2020 there was a total of $38,887 owing to Mr. Jeffery Taylor (January 31, 2020 - $59,137) and $270,450 to Mr. Don Lee Taylor (January 31, 2020 - $191,700), respectively, in accrued and unpaid salary under the terms of the employment agreement. (2) For three and nine months ended October 31, 2020 and October 31, 2019 the Company was invoiced a total of $9,000 and $27,000, respectively, as consulting services by Ms. Jennifer Taylor, sister of the Company's officers and directors. As at October 31, 2020 there was a total of $85, 000 in accrued and unpaid (January 31, 2020 - $58,000) consulting fees. (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. As at October 31, 2020 there was a total of $0 owing to Mr. Jeffery Taylor (January 31, 2020 - $0) and $13,000 to Mr. Don Lee Taylor (January 31, 2020 - $13,000), respectively. (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 $120,000 in the fiscal years ended January 31, 2020 and 2019 under the terms of this agreement, all of which remains unpaid. As at October 31, 2020 there was a total of $410,000 (January 31, 2020 - $320,000) 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 Rountree Consulting, a company controlled by Mr. Rountree, in the accumulated amount of $379,319. During the fiscal year ended January 31, 2020 the Company issued promissory notes to Rountree Consulting, a company controlled by Mr. Rountree, in the accumulated amount of $805,901. The notes bear interest at a rate of 1% per annum, each is due nine months from issue date. During the nine months ended October 31, 2020, the Company issued promissory notes to Rountree Consulting, a company controlled by Mr. Rountree, in the accumulated amount of $377,625. (4) Licensing agreement with Haiku Holdings LLC ("Haiku") On March 1, 2019 the Company and Haiku Holdings LLC "Haiku", a company controlled by our COO, 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. Software Reseller Agreement with Haiku Holdings LLC ("Haiku") Effective July 1, 2019, the Company (“Reseller”) entered into a Software Reseller Agreement with respect to the Herbo suite of software offerings with Haiku (“Licensor”). Licensor is the owner of certain computer software-as-a-service offerings and related documentation that it provides to end users. Under the terms of the agreement, the Reseller desires (a) a non-exclusive license of the Software and (b) a non-exclusive, non-transferable, non-assignable and limited right and license to reproduce, market, and distribute such Software, and Licensor agrees to grant to Reseller such right and license. Under the terms of the agreement for each respective End User License Agreement (EULA) entered into with an End User, Reseller shall pay Licensor the corresponding license fee for the software usage of 10% of gross receipts from End Users. Fees are due on or prior to the 15th day of each calendar month in respect of all gross receipts received from End Users during the previous calendar month. During the three and nine months ended October 31, 2020 the company recorded $1,543 and $5,278 as license fees under costs of sales, respectively. During the three and nine months ended October 31, 2019 the company recorded $1,339 and $1,339 as license fees under costs of sales, respectively. (5) Revenue from Greenfield Groves Inc. Greenfield Groves Inc. is owned by Lindsay Giguiere, wife of Gannon Giguiere, who is the president of Phenix Ventures LLC (See Note 11(b) below), and an over 5% shareholder of the Company’s common stock. (6) 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. The employment agreement was not renewed on expiry. As at October 31, 2020 there was a total of $240,000 in accrued and unpaid salary under the terms of the employment agreement (January 31, 2020 - $240,000). 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. On April 15, 2020 Mr. L. John Lewis resigned all positions with the Company’s wholly owned subsidiary Ga-Du and also resigned as a director of ESSI. (7) 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. The employment agreement was not renewed on expiry. As at October 31, 2020 there was a total of $240,000 in accrued and unpaid salary under the terms of the employment agreement (January 31, 2020 - $240,000). (8) 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. The employment agreement was not renewed on expiry. As at October 31, 2020 there was a total of $240,000 in accrued and unpaid salary under the terms of the employment agreement (January 31, 2020 - $240,000). Mr. Tucker holds approximately 11.45% of the Company's issued and outstanding shares. |