Commitments | NOTE 8 - COMMITMENTS Commitments On March 10, 2015, the Company signed an agreement with Dr. John A. England, PhD, for director services. Under the terms of the agreement, he consents to serve as a Director of the Company for a term of up to two (2) years. Such agreement calls for his director service compensation to be as follows: (i) $3,000 for attendance at the Company’s quarterly board of directors meeting, and (ii) once the company’s public offering is effective, stock options to purchase 100,000 shares of the Company’s unregistered common stock at an exercise price based on the closing price of the Company’s common stock on the Date of Grant (the “Options”). On November 22, 2019, the Company’s Board of Directors canceled all previous stock and option grants, effective June 30, 2019. On June 30, 2015, the Company signed an agreement each with Mr. Kevin Harrington and Mr. Kendall Almerico (a former director) for director services. Such agreements call for their director service compensation to be paid in shares annually for three years of 250,000 each year starting June 30, 2015 or a total of 750,000 each at June 30, 2017. The shares were to be issued to these directors upon the occurrence of the earlier of a Financing Event or July 31, 2018. No stock compensation expense has been recorded on the accompanying statements of operations for each director and $0 and $750,000 is reflected as accrued stock compensation at December 31, 2019 and 2018 on the accompanying balance sheets, respectively. On November 22, 2019, the Company’s Board of Directors canceled all previous stock grants, effective June 30, 2019, and as a result, the shares will not be issued. On August 22, 2017, the Company signed an agreement with Ron G. Landmann, M.D. for director services. Under the terms of the agreement, he consents to serve as a Director of the Company for a term of up to two (2) years. Such agreement calls for his director service compensation to be as follows: (i) $3,000 for attendance at the Company’s quarterly board of directors meeting, (ii) Once the Company’s registration is effective, he will receive 100,000 shares of the Company’s voting common stock and (iii) Once the Company’s registration is effective, stock options to purchase 100,000 shares of the Company’s registered common stock at an exercise price based on the closing price of the Company’s common stock on the Date of Grant (the “Options”). By action of the Company’s Board of Directors on November 22, 2019, all previous stock and option grants were canceled effective June 30, 2019. The previous grant is reflected as accrued stock compensation of $0 and $100,000 at December 31, 2019 and 2018, respectively, on the accompanying balance sheets. No compensation has been recorded or accrued for the years ended December 31, 2019 and 2018 as the Board voted to waive all Directors’ fees for those years. On August 30, 2017, the Company signed an agreement with Michael A. Hendrickson for director services. Under the terms of the agreement, he consents to serve as a Director of the Company for a term of up to two (2) years. Such agreement calls for his director service compensation to be as follows: (i) $3,000 for attendance at the Company’s quarterly board of directors meeting, (ii) Once the Company’s registration is effective, he will receive 100,000 shares of the Company’s voting common stock and (iii) Once the Company’s registration is effective, stock options to purchase 100,000 shares of the Company’s registered common stock at an exercise price based on the closing price of the Company’s common stock on the Date of Grant (the “Options”). By action of the Company’s Board of Directors on November 22, 2019, all previous stock and option grants were canceled effective June 30, 2019. The previous grant is reflected as accrued stock compensation of $0 and $100,000 at December 31, 2019 and 2018, respectively, on the accompanying balance sheets. No compensation has been recorded or accrued for the years ended December 31, 2019 and 2018 as the Board voted to waive all Directors’ fees for those years. Consulting Services On March 24, 2015, the Company signed an agreement with iTV Partners.tv, Inc. for consulting services. Such agreement calls for the payment of a monthly retainer fee of $2,500 starting April 1, 2015. On March 21, 2018 the Company canceled its consulting agreement with iTV Partners effective March 31, 2018. On February 21, 2020, James Owens, with the consent of the consultant, assumed all accrued consulting liabilities from the Company, effective December 31, 2019. Consulting services expense of $0 and $7,500 were recorded in each year ended December 31, 2019 and 2018, respectively, in the accompanying statements of operations. Accrued consulting fees were $0 and $88,750 at December 31, 2019 and 2018, respectively, in the accompanying balance sheets. In addition to the monthly retainer, iTV Partners.tv, Inc. was to be issued 250,000 shares of the Company’s unregistered common stock upon the occurrence of the earlier of a Financing Event or July 31, 2018. By action of the Company’s Board of Directors on November 22, 2019, all previous stock and option grants were canceled effective June 30, 2019. The previous grant is reflected as stock compensation expense of $0 for the years ended December 31, 2019 and 2018, respectively, on the accompanying statements of operations. These shares are reflected as accrued stock compensation of $0 and $250,000 at December 31, 2019 and 2018, respectively, on the accompanying balance sheets. On November 1, 2015, the Company signed an agreement with Blue Water Acquisitions, LLC-Series 4 for consulting services. Such agreement called for the payment of a monthly retainer fee of $1,500 starting November 1, 2015. This amount has primarily been accrued and was to be paid upon the occurrence of a Financing Event. On February 21, 2020, James Owens, with the consent of the consultants, assumed all accrued consulting liabilities from the Company, effective December 31, 2019. Consulting services expense of $18,000 was recorded in each year ended December 31, 2019 and 2018 in the accompanying statements of operations. Accrued consulting fees were $0 and $57,000 at December 31, 2019 and 2018, respectively, in the accompanying balance sheets. In addition to the monthly retainer, Blue Water Acquisitions, LLC-Series 4 was to be issued 100,000 shares of the Company’s common stock for each year of service. Such shares have been recorded as stock compensation expense $25,000 of $100,000 in the accompanying statement of operations for the years ended December 31, 2019 and 2018, respectively. By action of the Company’s Board of Directors on November 22, 2019, all previous stock and option grants were canceled effective June 30, 2019. As of December 31, 2018, 300,000 shares had been granted. Accrued stock compensation was $0 and $316,667 at December 31, 2019 and 2018, respectively, on the accompanying balance sheets. Executive Employment Agreements Joseph P. Stingone, Sr. Nan A. Kreamer. David Herzfeld. Eugene Fedele |