CONVERTIBLE PROMISSORY DEBENTURES | NOTE 5 – CONVERTIBLE PROMISSORY DEBENTURES Convertible notes payable consisted of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE March 31, 2024 December 31, 2023 January 28, 2020 ($564,138) – 0% interest per annum outstanding principal and interest due August 30, 2024, as amended (“Note 1”) $ 564,138 $ 564,138 January 28, 2020 ($ 564,138 0 $ 564,138 $ 564,138 June 23, 2020 ($ 74,621 0 74,621 74,621 September 17, 2020 ($ 225,377 0 225,377 225,377 March 23, 2022 ($ 259,685 0 259,685 259,685 April 28, 2022 ($ 127,979 0 127,979 127,979 May 10, 2022 ($ 128,020 0 128,020 128,020 June 1, 2022 ($ 63,302 0 63,302 63,302 June 22, 2022 ($ 94,314 0 94,314 94,314 July 2022 ($ 341,000 0 341,000 17,050 - - August 31, 2022 ($ 123,200 0 123,200 123,200 September 9, 2022 ($ 92,400 0 92,400 92,400 September 20, 2022 ($ 123,200 0 123,200 123,200 October 20, 2022 ($ 110,000 0 110,000 110,000 November 9, 2022 ($ 92,400 0 92,400 92,400 November 14, 2022 ($ 55,000 0 55,000 55,000 December 22, 2022 ($ 110,000 0 110,000 110,000 2023 Notes ($ 264,000 0 1,179,200 196,534 264,000 264,000 January 8, 2024 ($ 44,000 0 44,000 110,000 2024 Notes ($ 232,936 0 232,936 - Total convertible notes payable 2,784,572 2,507,636 Original issue discount (167,612 ) (225,835 ) Beneficial conversion feature (12,756 ) (22,013 ) Debt discount (127,374 ) (49,489 ) Total convertible notes payable $ 2,476,830 $ 2,210,299 Principal payments on convertible promissory debentures are due as follows: SCHEDULE OF PRINCIPAL PAYMENTS DUE ON CONVERTIBLE PROMISSORY DEBENTURES Year ending December 31, 2024 $ 2,507,636 2025 276,936 Long-Term Debt $ 2,784,572 Changes in convertible notes were as follows: SCHEDULE OF CHANGES IN CONVERTIBLE NOTES Note 1 Note 2 Note 3 Note 4 Note 5 Note 6 Note 7 Note 8 Note 9 Note 10 Note 11 Note 12 Note 13 Note 14 Note 15 Note 16 Note 17 Note 18 Note 19 Other Totals Convertible notes payable as of December 31, 2022 $ 457,380 $ 60,500 $ 182,936 $ 220,000 $ 110,000 $ 110,000 $ 55,000 $ 82,500 $ 341,000 $ 110,000 $ 82,500 $ 110,000 $ 110,000 $ 82,500 $ 55,000 $ 110,000 $ - $ - $ - $ - $ 2,279,316 Convertible notes payable issued in 2023 106,758 14,121 42,441 39,685 17,979 18,020 8,302 11,814 - 13,200 9,900 13,200 - 9,900 - - 1,443,200 - - - 1,748,520 Conversion of debt for common stock - - - - - - - - (341,000 ) - - - - - - - (1,179,200 ) - - - (1,520,200 ) Convertible notes payable as of December 31, 2023 $ 564,138 $ 74,621 $ 225,377 $ 259,685 $ 127,979 $ 128,020 $ 63,302 $ 94,314 $ - $ 123,200 $ 92,400 $ 123,200 $ 110,000 $ 92,400 $ 55,000 $ 110,000 $ 264,000 $ - $ - $ - $ 2,507,636 Convertible notes payable Beginning balance $ 564,138 $ 74,621 $ 225,377 $ 259,685 $ 127,979 $ 128,020 $ 63,302 $ 94,314 $ - $ 123,200 $ 92,400 $ 123,200 $ 110,000 $ 92,400 $ 55,000 $ 110,000 $ 264,000 $ - $ - $ - $ 2,507,636 Convertible notes payable issued in 2024 - - - - - - - - - - - - - - - - - 44,000 232,936 - 276,936 Convertible notes payable issued - - - - - - - - - - - - - - - - - 44,000 232,936 - 276,936 Conversion of debt for common stock - - - - - - - - - - - - - - - - - - - - - Convertible notes payable as of March 31, 2024 $ 564,138 $ 74,621 $ 225,377 $ 259,685 $ 127,979 $ 128,020 $ 63,302 $ 94,314 $ - $ 123,200 $ 92,400 $ 123,200 $ 110,000 $ 92,400 $ 55,000 $ 110,000 $ 264,000 $ 44,000 $ 232,936 $ - $ 2,784,572 Convertible notes payable Ending balance $ 564,138 $ 74,621 $ 225,377 $ 259,685 $ 127,979 $ 128,020 $ 63,302 $ 94,314 $ - $ 123,200 $ 92,400 $ 123,200 $ 110,000 $ 92,400 $ 55,000 $ 110,000 $ 264,000 $ 44,000 $ 232,936 $ - $ 2,784,572 Changes in note discounts were as follows: SCHEDULE OF CHANGES IN NOTE DISCOUNTS Note 1 Note 2 Note 3 Note 4 Note 5 Note 6 Note 7 Note 8 Note 9 Note 10 Note 11 Note 12 Note 13 Note 14 Note 15 Note 16 Note 17 Note 18 Note 19 Other Totals Note discounts as of December 31, 2022 $ - $ - $ - $ 25,480 $ 14,478 $ 15,951 $ 9,493 $ 16,525 $ 69,569 $ 31,788 $ 42,506 $ 60,126 $ 86,329 $ 69,678 $ 47,274 $ 103,463 $ - $ - $ - $ 50,000 $ 642,660 Note discounts issued in conjunction with debt in 2023 106,758 14,121 42,441 39,685 17,979 18,020 8,302 11,814 - 13,200 9,900 13,200 - 9,900 - - 1,390,539 - - - 1,695,859 2023 accretion of note discounts (31,589 ) (4,178 ) (12,558 ) (37,223 ) (19,799 ) (21,283 ) (11,949 ) (20,019 ) (69,569 ) (35,694 ) (45,435 ) (64,032 ) (86,329 ) (71,785 ) (47,274 ) (103,463 ) (1,309,003 ) - - (50,000 ) (2,041,182 ) Note discounts as of December 31, 2023 $ 75,169 $ 9,943 $ 29,883 $ 27,942 $ 12,658 $ 12,688 $ 5,846 $ 8,320 $ - $ 9,294 $ 6,971 $ 9,294 $ - $ 7,793 $ - $ - $ 81,536 $ - $ - $ - $ 297,337 Note discounts Beginning balance $ 75,169 $ 9,943 $ 29,883 $ 27,942 $ 12,658 $ 12,688 $ 5,846 $ 8,320 $ - $ 9,294 $ 6,971 $ 9,294 $ - $ 7,793 $ - $ - $ 81,536 $ - $ - $ - $ 297,337 Note discounts issued in conjunction with debt in 2024 - - - - - - - - - - - - - - - - - 22,028 114,983 - 137,011 Note discounts issued in conjunction with debt - - - - - - - - - - - - - - - - - 22,028 114,983 - 137,011 2024 accretion of note discounts (26,616 ) (3,521 ) (10,581 ) (9,894 ) (4,483 ) (4,493 ) (2,070 ) (2,945 ) - (3,291 ) (2,468 ) (3,291 ) - (2,468 ) - - (34,304 ) (5,009 ) (11,172 ) - (126,606 ) Accretion of note discounts (26,616 ) (3,521 ) (10,581 ) (9,894 ) (4,483 ) (4,493 ) (2,070 ) (2,945 ) - (3,291 ) (2,468 ) (3,291 ) - (2,468 ) - - (34,304 ) (5,009 ) (11,172 ) - (126,606 ) Note discounts as of March 31, 2024 $ 48,553 $ 6,422 $ 19,302 $ 18,048 $ 8,175 $ 8,195 $ 3,776 $ 5,375 $ - $ 6,003 $ 4,503 $ 6,003 $ - $ 5,325 $ - $ - $ 47,232 $ 17,019 $ 103,811 $ - $ 307,742 Note discounts Ending balance $ 48,553 $ 6,422 $ 19,302 $ 18,048 $ 8,175 $ 8,195 $ 3,776 $ 5,375 $ - $ 6,003 $ 4,503 $ 6,003 $ - $ 5,325 $ - $ - $ 47,232 $ 17,019 $ 103,811 $ - $ 307,742 Convertible notes payable, net, as of December 31, 2023 $ 488,969 $ 64,678 $ 195,494 $ 231,743 $ 115,321 $ 115,332 $ 57,456 $ 85,994 $ - $ 113,906 $ 85,429 $ 113,906 $ 110,000 $ 84,607 $ 55,000 $ 110,000 $ 182,464 $ - $ - $ - $ 2,210,299 Convertible notes payable, net, as of March 31, 2024 $ 515,585 $ 68,199 $ 206,075 $ 241,637 $ 119,804 $ 119,825 $ 59,526 $ 88,939 $ - $ 117,197 $ 87,897 $ 117,197 $ 110,000 $ 87,075 $ 55,000 $ 110,000 $ 216,768 $ 26,981 $ 129,125 $ - $ 2,476,830 Convertible notes payable, net $ 515,585 $ 68,199 $ 206,075 $ 241,637 $ 119,804 $ 119,825 $ 59,526 $ 88,939 $ - $ 117,197 $ 87,897 $ 117,197 $ 110,000 $ 87,075 $ 55,000 $ 110,000 $ 216,768 $ 26,981 $ 129,125 $ - $ 2,476,830 2023 Effective interest rate 6 % 6 % 6 % 14 % 15 % 17 % 19 % 21 % -% 29 % 49 % 52 % 78 % 78 % 86 % 94 % 496 % -% -% -% 81 % 2024 Effective interest rate 5 % 5 % 5 % 4 % 4 % 4 % 3 % 3 % -% 3 % 3 % 3 % 0 % 3 % 0 % 0 % 13 % 11 % 5 % -% 5 % Current Noteholders 2024 Convertible Notes (Note 19) In February 2024, the Company entered into an Original Issue Discount Senior Convertible Debentures (the “2024 Notes”) totaling (i) $ 232,936 211,760 February 2024 based on $1.00 for each $0.90909 paid by the noteholder five 38,825 10.00 211,760 21,176 The conversion price for the principal in connection with voluntary conversions by the holders of the convertible notes is $ 6.00 Brio – $44,000 (Note 18) On January 8, 2024, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Brio Capital Master Fund Ltd (“Brio”) of (i) $ 44,000 January 8, 2025 based on $1.00 for each $0.90909 paid by Brio five 7,333 10.00 40,000 4,000 6.00 2023 Notes – $1,443,200 (Note 17) During the year ended December 31, 2023, the Company entered into an Original Issue Discount Senior Convertible Debentures (the “2023 Notes”) with third party investors totaling (i) $ 1,443,200 January 2024 through December 7, 2024 five 240,534 10.00 1,312,000 131,200 6.00 On June 2, 2023, a third-party investor elected to convert $ 181,500 30,250 In October 2023, the holders of $ 997,700 10.00 166,284 Osher – $110,000 (Note 16) On December 22, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 110,000 December 22, 2023 based on $1.00 for each $0.90909 paid by Osher five 18,334 10.00 100,000 10,000 6.00 On April 10, 2024, Osher agreed to extend the note to March 31, 2025 for original issue discount of $ 15,000 Osher – $55,000 (Note 15) On November 14, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 55,000 November 14, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 9,167 10.00 50,000 5,000 6.00 On April 10, 2024, Osher agreed to extend the note to March 31, 2025 for original issue discount of $ 9,350 Brio – $92,400 (Note 14) On November 9, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Brio Capital Master Fund Ltd (“Brio”) of (i) $ 82,500 November 9, 2023 based on $1.00 for each $0.90909 paid by Brio five-year 13,750 10.00 75,000 7,500 6.00 On September 14, 2023, Brio agreed to extend the note to August 30, 2024 for original issue discount of $ 9,900 Osher – $110,000 (Note 13) On October 20, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 110,000 October 20, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 18,334 10.00 100,000 10,000 6.00 On April 10, 2024, Osher agreed to extend the note to March 31, 2025 for original issue discount of $ 17,000 Osher – $123,200 (Note 12) On September 20, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 110,000 September 20, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 18,334 10.00 100,000 10,000 6.00 On September 14, 2023, Osher agreed to extend the note to August 30, 2024 for original issue discount of $ 13,200 Brio – $92,400 (Note 11) On September 9, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Brio Capital Master Fund Ltd. (“Brio”) of (i) $ 82,500 September 9, 2023 based on $1.00 for each $0.90909 paid by Brio five-year 13,750 10.00 75,000 7,500 6.00 On September 14, 2023, Brio agreed to extend the note to August 30, 2024 for original issue discount of $ 9,900 On April 9, 2024, Brio elected to exchange the Note for an aggregate of 122.6 125.63 Osher – $123,200 (Note 10) On August 31, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 110,000 August 31, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 18,334 10.00 100,000 10,000 6.00 On September 14, 2023, Osher agreed to extend the note to August 30, 2024 for original issue discount of $ 13,200 Other – $341,000 (Note 9) In July 2022, the Company entered into an Original Issue Discount Senior Convertible Debentures (the “July 2022 Notes”) totaling (i) $ 341,000 310,000 July 2023 based on $1.00 for each $0.90909 paid by the noteholder five-year 17,050 20.00 20.00 On June 2, 2023, a third-party investor elected to convert $ 16,500 825 In October 2023, the noteholders converted the remaining $ 324,500 16,225 Osher – $94,314 (Note 8) On June 22, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 82,500 June 22, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 4,125 20.00 75,000 7,500 6.00 On September 14, 2023, Osher agreed to extend the note to August 30, 2024 for original issue discount of $ 11,814 Osher – $63,302 (Note 7) On June 1, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 55,000 June 1, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 2,750 20.00 50,000 5,000 6.00 On September 14, 2023, Osher agreed to extend the note to August 30, 2024 for original issue discount of $ 8,302 On April 10, 2024, Osher elected to exchange the Note for an aggregate of 83.98 125.63 Brio – $128,020 (Note 6) On May 10, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Brio Capital Master Fund Ltd. (“Brio”) of (i) $ 110,000 May 10, 2023 based on $1.00 for each $0.90909 paid by Brio five-year 5,500 20.00 100,000 10,000 6.00 On September 14, 2023, Brio agreed to extend the note to August 30, 2024 for original issue discount of $ 18,020 On April 9, 2024, Brio elected to exchange the Note for an aggregate of 169.8 125.63 Osher – $127,979 (Note 5) On April 28, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 110,000 April 28, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 5,500 20.00 100,000 10,000 6.00 On September 14, 2023, Osher agreed to extend the note to August 30, 2024 for original issue discount of $ 17,979 On April 10, 2024, Osher elected to exchange the Note for an aggregate of 169.8 125.63 Osher – $129,721 (Note 4) On March 23, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 110,000 March 23, 2023 based on $1.00 for each $0.90909 paid by Osher five-year 5,500 20.00 100,000 10,000 6.00 On September 14, 2023, Osher agreed to extend the note to August 30, 2024 for original issue discount of $ 19,721 On April 10, 2024, Osher elected to exchange the Note for an aggregate of 172.1 125.63 Brio – $129,964 (Note 4) On March 23, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Brio Capital Master Fund Ltd. (“Brio”) of (i) $ 110,000 March 23, 2023 based on $1.00 for each $0.90909 paid by Brio five-year 5,500 20.00 100,000 10,000 6.00 On September 14, 2023, Brio agreed to extend the note to August 30, 2024 for original issue discount of $ 19,964 Osher – $225,377 (Note 3) On September 17, 2020, as subsequently amended, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $225,377 aggregate principal amount of Original Issue Discount Senior Convertible Debenture (the “Note”) due August 30, 2024, based on $1.00 for each $0.90909 paid by Osher five-year 22,885 31.66 165,000 77,091 6.00 On October 28, 2021, Osher elected to convert $ 16,714 199,650 1,071 On April 10, 2024, Osher elected to exchange the Note for an aggregate of 299.0 125.63 Osher – $74,621 (Note 2) On June 23, 2020, as subsequently amended, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 74,621 August 30, 2024, based on $1.00 for each $0.90909 paid by Osher five-year 3,526 23.60 50,005 24,616 6.00 On April 10, 2024, Osher elected to exchange the Note for an aggregate of 99.0 125.63 Osher – $564,138 (Note 1) On January 28, 2020, as subsequently amended, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (“Osher”) of (i) $ 564,138 August 30, 2024, based on $1.00 for each $0.90909 paid by Osher five-year 102,827 5.60 350,005 214,133 3.76 |