NOTE 6 - LICENSE AGREEMENT | 6 Months Ended |
Feb. 28, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | |
NOTE 6 - LICENSE AGREEMENT | NOTE 6 – LICENSE AGREEMENT |
|
On May 15, 2014, the Company entered into a two-year License Agreement (the “License Agreement”) with IPIN Debit Network, Inc., a New Brunswick, Canada corporation (“IPIN”) for the Company’s use and distribution of IPIN’s technology, systems and products related to electronic payment processing and its United States Letters Patents. After the two-year period, the License Agreement shall be automatically renewable for successive one-year periods up to an additional ten years provided that IPIN has received a minimum of $5,000,000 in royalty payments for each of the three (3) through twelve (12) successive years from the signing of the License Agreement. |
|
As consideration for the License Agreement, the Company issued 1,000,000 shares of common stock to IPIN with an estimated grant date fair value of $310,000, for which the Company recorded an intangible asset and a corresponding stock payable until the shares were issued on January 5, 2015. The Company is amortizing the $310,000 license agreement asset over the two-year life of the agreement. At February 28, 2015 and August 31, 2014, the carrying value of the license agreement was $187,450 and $264,850, respectively, in the consolidated balance sheet of the Company. During the six months ended February 28, 2015, the Company has recorded amortization related to the license agreement of $77,400. Pursuant to the License Agreement, the Company was also issued 1,000,000 shares of common stock from IPIN which the Company has determined has a fair value of $0 as it represents a minority interest in a privately-held company with nominal operations and no recurring sources of revenues other than the potential royalties from the license to the Company. |
|
Pursuant to the License Agreement, the Company was required to pay $250,000 to IPIN in the following amounts upon achieving the below benchmarks: |
|
| a) | $10,000 upon execution of the License Agreement (“Benchmark A”); |
| b) | $20,000 when IPIN successfully demonstrates the integration, publishing design, and on-boarding screens of its technology with the Android application package file (“Benchmark B”); |
| c) | $20,000 when IPIN successfully integrates the Android app with the IPIN device as demonstrated by transferring the transaction details to the app after a card swipe occurs (“Benchmark C”); |
| d) | $60,000 when IPIN successfully demonstrates a card transaction including posting the status to the merchant call back uniform resource locator (“Benchmark D”); |
| e) | $60,000 when IPIN successfully demonstrates a front end data base set up that enables an IPIN device user to affect an IPIN device transaction (“Benchmark E”); |
| f) | $60,000 when IPIN successfully demonstrates the completed, back-end development of the IPIN device Android app including any and changes needed to support it (“Benchmark F”); and |
| g) | $20,000 when IPIN successfully demonstrates the completed testing and deployment for in house participants applying the iPIN device Android app to the iPIN device for Apple iOS app, including testing and deployment (“Benchmark G”). |
|
|
During the year ended August 31, 2014, the Company paid IPIN $96,620. The Company achieved Benchmark A and Benchmark B during the year ended August 31, 2014, and expensed $30,000 during the year ended August 31, 2014. During the six months ended February 28, 2015, the Company achieved Benchmark C and recorded $20,000 of expense. The Company has additional benchmarks to be achieved which aggregate to $200,000, of which $46,620 has been paid and is recorded as prepaid expense in the consolidated balance sheet as of February 28, 2015. |
|