| CONVERTIBLE NOTES PAYABLE AND ADVISORY FEE LIABILITIES | NOTE 9 - CONVERTIBLE NOTES PAYABLE AND ADVISORY
FEE LIABILITIES The senior secured credit facility note balance
and convertible debt balances consisted of the following at March 31, 2021 and September 30, 2020:
March 31, September 30,
2021 2020
Principal $ 6,114,157 $ 6,473,702
Premiums 1,472,666 1,846,471
Unamortized discounts (13,804 ) (9,223 )
$ 7,573,019 $ 8,310,950 For the six months ended March 31, 2021 and 2020,
amortization of debt discount on the above convertible notes amounted to $12,919 and $2,981, respectively. Senior Secured Credit Facility Note - Default On September 13, 2016, the Company entered into
a senior secured credit facility note with an investment fund for the acquisition of Howco. The Company can borrow up to $6,500,000, subject
to lender approval, with an initial convertible promissory note at closing of $3,500,000 (the “Note”). The Note bears interest
at a rate of 18% per annum, required monthly payments of $52,500, which is interest only, starting on October 13, 2016 through February
13, 2017, and monthly payments, including interest and principal, of $298,341 starting on March 13, 2017 through maturity on March 13,
2018. In the event of default, the Note balance will bear interest at 25% per annum. In connection with this Agreement, the Company was
obligated to pay additional advisory fees of $850,000 payable in the form of cash or common stock in accordance with the terms of the
Agreement. The Company was also required to reserve 7,000 shares of common stock related to this transaction. The reserved shares will
be released upon the satisfaction of the loan. As of March 31, 2021, and September 30, 2020,
the Company had issued 539, shares of common stock in satisfaction of the $850,000 advisory fee in accordance with the terms of the agreement,
such shares being issued in September 2016. The proceeds from the sale of the 539, shares were to be applied to the $850,000 advisory
fee due. Based upon the value of the shares, at the time the lender sells the shares, the Company may be required to redeem unsold shares
for the difference between the $850,000 and the lender’s sales proceeds. Accordingly, the $850,000 was reflected as a current liability
through December 31, 2017. In January 2018, in connection with a settlement agreement (see below), the accrued advisory fee was reclassified
to the principal balance of the replacement Convertible Note. Through the date of the settlement agreement and through September 30, 2020
and March 31, 2021, the lender had not reported any proceeds from the sale of these shares (see below). Prior to the settlement agreement
in January 2018, notwithstanding anything contained in the Agreement to the contrary, in the event the Lender has not realized net proceeds
from the sale of Advisory Fee Shares equal to at least the Advisory Fee by the earlier to occur of: (A) September 13, 2017; (B) the occurrence
of an Event of Default; or (C) the Maturity Date, then at any time thereafter, the Lender shall have the right, upon written notice to
the Borrower, to require that the Borrower redeem all Advisory Fee Shares then in Lender’s possession for cash equal to the Advisory
Fee, less any cash proceeds received by the Lender from any previous sales of Advisory Fee Shares, if any within five (5) Business Days
from the date the Lender delivers such redemption notice to the Borrower. The Note is only convertible upon default or mutual
agreement by both parties at a conversion rate of 85% of the lowest of the daily volume weighted average price of the Company’s
common stock during the 5 business days immediately prior to the conversion date. At any time and from time to time while this Note is
outstanding, but only upon: (i) the occurrence of an Event of Default under any of the Loan Documents; or (ii) mutual agreement between
the Company and the Holder, this Note may be, at the sole option of the Holder, convertible into shares of the Company’s common
stock, in accordance with the terms and conditions of the Note Upon liquidation by the Holder of Conversion Shares issued pursuant to
a conversion notice, provided that the Holder realizes a net amount from such liquidation equal to less than the conversion amount specified
in the relevant conversion notice, the Company shall issue to the Holder additional shares of the Company’s common stock equal to:
(i) the Conversion Amount specified in the relevant conversion notice; minus divided
by Once a default occurs, the Note and the $850,000
advisory fee payable will be accounted for as stock settled debt at its fixed monetary value. On March 13, 2017 the Company defaulted
on the monthly principal and interest payment of $298,341. Due to this default, as of June 30, 2017, the Company has accounted for the
embedded conversion option as stock settled debt and recorded a debt premium of $617,647 with a charge to interest expense, and the interest
rate increased to 25% (default rate). On March 28, 2017, the Company entered into an
additional agreement with the above senior secured credit facility lender to receive a range of advisory services for a total of $1,200,000
with no definitive terms or length of service which was expensed in fiscal 2017 and had been recorded as an accrued liability –
advisory fees through December 31, 2017. In connection with the settlement agreement discussed below, in January 2018, the advisory services
fees payable were reclassified to the principal balance of the replacement Convertible Note. On January 3, 2018, the Company entered into a
settlement agreement (the “Settlement Agreement”) and replacement note agreements with the investment fund related to a senior
secured credit facility note dated September 13, 2016. On the effective date of the Settlement Agreement, all amounts owed to the investment
fund aggregated $5,788,642 and consisted of a convertible promissory note of $3,500,000, accrued interest payable of $238,642, and accrued
advisory fees payable of $2,050,000. On the effective date of the Settlement Agreement, the amount due of $5,788,642 was split and apportioned
into two separate replacement notes (“Replacement Note A” and Note B”). Replacement Note A had a principal amount of
$1,000,000 and Replacement Note B had a principal balance of $4,788,642, both of which remained secured by the original security, pledge
and guarantee agreements; and other applicable loan documents, and bear interest at 18% per annum. The default was not waived by this
settlement agreement. The Company originally recorded a premium on stock settled debt of $617,647 on the $3,500,000, and subsequent to
the settlement agreement recorded an additional premium on stock settled debt of $403,878 on the additional $2,288,642 for accrued interest
and advisory fees payable that were capitalized as note principal. The interest rate was amended to 12% effective June 12, 2018. The Credit Agreement was amended such that the
maturity date was extended to January 13, 2019 (the “Extended Maturity Date”) for replacement Note B, while the Note A maturity
date remained at March 13, 2018 but was due as of March 2017 due to the principal and interest payment default discussed above. Notwithstanding
anything contained in this Agreement to the contrary, all obligations owing by the Company and all other Credit Parties under the Credit
Agreement, First Replacement Note B, and all other Loan Documents shall be paid in full by the Extended Maturity Date as follows: $52,500
per month from January 13, 2018 to December 13, 2018 and the remaining principal and accrued interest on January 13, 2019. Interest payments
made since the amendment have totaled $323,440 and are therefore not in accord with that amendment. However, TCA has received payments
under the 3(a) (10) settlement (below) totaling $308,100 during the year ended September 30, 2018, and another $270,320, during the year
ended September 30, 2019. The principal balance was $4,788,642 at September 30, 2018. On October 30, 2018, TCA the Company’s senior
lender amended its credit facility which had been restructured in January 2018 when fees for advisory and other matters along with accrued
but unpaid interest were capitalized and separated into two notes, Note A having $1,000,000 principal and Note B having $4,788,642 both
having the same maturity terms, interest rates and conversion rights. Under the current amendment total amounts outstanding under the
notes along with accrued interest of $537,643 has been capitalized with the principal amount due of $6,018,192, $5,326,285 for Note B
and $691,907 for Note A. The restated note has the same conversion price discount and therefore continues to be stock settled debt under
ASC 480, an additional $94,878 was charged to interest with a credit to debt premium. The restated note accrues interest on the principal
balance at 12% per annum, includes amortization to the new maturity date of December 15, 2020. The amortization payments credited toward
the principal amount and accrued interest vary and include payments made under the 3(a)(10) settlement agreement with a third party related
to Note A. Economically the total principal and accrued interest outstanding remain unchanged as reported in the consolidated balance
sheet. All other terms including conversion rights and a make-whole provision in the case of a conversion shortfall remain the same as
stated in the footnotes above. On September 6, 2019, the Company received a default
notice on its payment obligations under the senior secured credit facility agreement from TCA. The Company has proposed a number of solutions
including refinancing the debt with other parties. The default was declared due to non-payment of monthly scheduled amortization (principal
and interest). TCA holds security interests in all assets of the Company including its subsidiary Howco. The Company is in negotiation
with the receiver appointed by the court related to the senior secured creditor’s claim and has proposed a preliminary settlement. At March 31, 2021 and September 30, 2020, the
principal of the Note B portion was $5,326,285 and accrued interest was $1,418,826 and $1,099,250 respectively and the Note A principal
subject to the 3(a) (10) court order was $421,587. During the six months ended March 31, 2021, the Company has not paid interest or principal
and Livingston Asset Management (under the 3(a) (10) settlement) has not made any payments to TCA. On January 30, 2018 pursuant to the Liability
Purchase Term Sheet, the TCA Replacement Note A in the principal amount of $1,000,000 was acquired by Livingston Asset Management LLC
(“Livingston”) from the original lender. Principal of Replacement Note A is due to Livingston with all then accrued but unpaid
interest due to the original lender. In accordance with the terms of the Settlement Agreement, the Court was advised of Company’s
intention to rely upon the exception to registration set forth in Section 3(a) (l0) of the Securities Act to support the issuance of its
common shares and the Court held a fairness hearing regarding the issuance on March 12, 2018. Following entry of an Order by the Court
which occurred on March 12, 2018, in settlement of the claims, the Company shall issue and deliver to Livingston shares of its common
stock (the “Settlement Shares”) in one or more tranches as necessary, and subject to adjustment and ownership limitations
as set forth in the Settlement Agreement, sufficient to generate proceeds such that the aggregate Remittance Amount equals the Claim Amount.
The Company will issue free trading shares of its common stock under section 3(a) (10) of the Securities Act to Livingston in the amount
of such judgment in a series of tranches so that Livingston will not own more than 9.99% of our outstanding shares per tranche. The parties
reasonably estimate that the fair market value of the Settlement Shares to be received by Livingston is equal to approximately $1,666,667
which is based on a discount of 40%. In the six months ended March 31, 2021, there
were no 3(a) (10) issuances. As of March 31, 2021, there have been seventeen issuances under section 3(a) (10) of the Securities Act totaling
1,374,885 shares; 1,273,261, in 2019, and 101,624, in 2018, which have been recorded at par value with an equal charge to additional paid-in
capital. On November 17, 2019, 194,520 of the shares issued under the 3(a) (10) were cancelled at the request of Livingston. The value
originally recorded as a liability remains in the convertible note balance, until these shares have been sold and reported to the Company
by the lender as part of the Make-Whole provision at which time the proceeds value of such shares are reclassified to additional paid-in
capital. During the year ended September 30, 2019, proceeds of $270,320 were remitted to TCA by Livingston and applied to reduce the liability
with corresponding credits to additional paid in capital. $180,618 of debt premium was credited to additional paid in capital in conjunction
with the payments to TCA. At March 31, 2021 the balance of $421,587 along with related debt premium of $281,054 are included in convertible
notes payable on the balance sheet. On March 7, 2018 the Company entered into a placement
agent and advisory agreement with Scottsdale Capital Advisors in connection with the Livingston liability purchase term sheet executed
on November 15, 2017. The placement agent services fee amounted to $15,000 payable to Scottsdale Capital Advisors in the form of a convertible
note. The note matures six months from the date of issuance and shall accrue interest at the rate of 10% per annum. The $15,000 note is
convertible into shares of the Company’s common stock at a discount of 30% of the low closing bid price for the twenty trading days
prior to the conversion and is not subject to any registration rights. The Company has accounted for the convertible promissory note as
stock settled debt under ASC 480 and recorded a debt premium of $6,429 with a charge to interest expense. The note has not been converted
and the principal balance is $15,000, at March 31, 2021 and September 30, 2020 with $5,279, and $4,293, of accrued interest, respectively.
As the note has matured it is technically in default. Under the terms of the note no default interest or penalties accrue. Other Convertible Debt On June 1, 2018 the Company entered into a consulting
and services arrangement with Livingston Asset Management which has no stipulated term. The arrangement provides for financial management
services including accounting and related periodic reporting among other advisory services. Under the agreement the Company will issue
to Livingston Asset Management Convertible Fee Notes having principal of $12,500, interest of 10% per annum, maturity of six or seven
months. The notes are convertible into common shares at a discount of 50% to the lowest bid price in the 30 trading days immediately preceding
the notice of conversion. The notes were charged to professional fees for each corresponding service month. The Company has accounted
for the convertible promissory note as stock settled debt under ASC 480 and recorded a debt premium of $12,500 with a charge to interest
expense for each note. As of March 31, 2021, the following notes had been issued, assigned and converted as indicated: December 1, 2018, $12,500 principal, maturing
May 31, 2019 – partially converted, principal balance $10,375 at September, 30, 2019 – assigned to Alpha Capital Anstalt and
fully converted; January 1, 2019, $12,500 principal, maturing June
30, 2019 – assigned to Alpha Capital Anstalt and fully converted; February 1, 2019, $12,500 principal, maturing
July 31, 2019– assigned to Alpha Capital Anstalt and fully converted; March 1, 2019, $12,500 principal, maturing August
31, 2019– assigned to Alpha Capital Anstalt and fully converted; April 1, 2019, $12,500 principal, maturing September
30, 2019– assigned to Alpha Capital Anstalt and fully converted; May 1, 2019, $12,500 principal, maturing October
31, 2019– assigned to Alpha Capital Anstalt and fully converted; and June 1, 2019, $12,500 principal, maturing November
30, 2019– assigned to Alpha Capital Anstalt and fully converted. The $85,375 of principal from the Livingston Asset
Management LLC notes issued December 1, 2018 through June 1, 2019, along with $8,475 of accrued interest were sold and assigned to Alpha
Capital Anstalt, on February 20, 2020. The assigned notes became convertible as of the date of the assignment by virtue of an agreement
between the Company and the new note holder. The terms of the notes provide for conversion of principal and accrued interest at a 50%
discount to the lowest closing bid price over the 20 days prior to conversion. The notes have been accounted for as stock settled debt
under ASC 480, and put premium of $93,850 has been recognized with a charge to interest expense. During the year ended September 30, 2020,
$2,200 of the principal was converted into common stock. The total accrued unpaid interest (also not converted) is $5,277 at September
30, 2020. The assigned notes are in default and there are cross-default terms in the original notes or the assignment documentation. Following
conversions during the six months ended March 31, 2021 the principal balance was $0 at March 31, 2021 and $91,300 as of September 30,
2020. Accrued interest was $0 and $5,277 at March 31, 2021 and September 30, 2020, respectively. Put premiums of $91,300 were reclassified
to additional paid in capital during the six months ended March 31, 2021. Under the terms of the June 1, 2018 consulting
and services agreement with Livingston Asset Management, LLC, as amended on July 1, 2019, Livingston is to receive $20,000, per month
including $3,000 cash and $17,000 in promissory notes. The notes bear interest of 10% per annum and mature in six month. The promissory
notes issued after February 28, 2020 are convertible into shares of common stock at a discount of 50% of the lowest closing bid price
during the 30 trading days prior to conversion. The notes having a conversion feature are treated as stock settled debt under ASC 480
and a debt premium of $17,000 is recognized as interest expense on note issuance date. During the six months ended March 31, 2021, Livingston
agreed to forgive seven months of service including the cash payments due which were recorded as accounts payable. A gain on debt extinguishment
was recognized of $296,938 related to the principal, premiums and accrued interest during the six months ended March 31, 2021. The specific
notes forgiven are indicated below. Convertible notes were issued to Livingston as
follows: January 1, 2020 - $17,000 non-convertible note
amended to original conversion terms, fully convertedt; March 1, 2020 - $17,000 note and accrued interest
forgiven; April 1, 2020 - $17,000 note and accrued interest
forgiven; May 1, 2020, $17,000 note and accrued interest
forgiven; June 1, 2020 - $17,000 note and accrued interest
forgiven; July 1, 2020 - $17,000 note and accrued interest
forgiven; and August 1, 2020 - $17,000, note and accrued interest
forgiven. Livingston has given the Company forbearance on
fees for six months beginning September 1, 2020 through February 1, 2021. The forbearance was extended through June 1, 2021. On August 29, 2018 the Company entered into an
agreement with a legal firm to provide securities related and other legal services which has no stipulated term. Under the agreement the
Company will issue convertible notes with varying principal amounts for services. The first note was issued on August 29, 2018, for $6,000,
interest of 12%, and a maturity date of February 28, 2019. The conversion feature allows for conversion into common shares at the lesser
of: a) 70% of the share price on the date of the note; or b) 50% of the lowest bid price during the 30 trading days preceding the date
of the notice of conversion. In connection with the issuance of this Note, the Company determined that the terms of the Note contain a
conversion formula that caused variations in the conversion price resulting in the treatment of the conversion option as a bifurcated
derivative to be accounted for at fair value. Accordingly, under the provisions of FASB ASC Topic No. 815-40, “Derivatives and Hedging
– Contracts in an Entity’s Own Stock”, the embedded conversion option contained in the convertible instruments were
accounted for as derivative liabilities at the date of issuance and shall be adjusted to fair value through earnings at each reporting
date. The fair values of the embedded conversion option derivatives were determined using the Binomial valuation model. $10,435 was recognized
as derivative liability with $6,000 charged to debt discount and $4,035 charged to derivative expense on issuance. The debt discount of
$6,000 will be amortized to interest expense to the maturity date of the note. At March 31, 2019 the derivative fair value was determined
to have decreased to $8,881. As the note reached its maturity date no further fair value adjustments will be recorded. For the year ended
September 30, 2019, the $5,000, balance of the debt discount was charged to interest expense and debt discount balances was $0. During
the six months ended March 31, 2021 the note principal was fully repaid in cash and the derivative liability was recognized as gain on
extinguishment of debt ($2,851) and balance was reclassified to put premium. The following notes have been issued to the law firm, each
having six month term to maturity and 12% annual interest but a change in the conversion terms such that a fixed discount of 50% of the
lowest bid price in the 30 trading days immediately preceding the notice of conversion. The notes have cross default provisions. The Company
has accounted for the convertible promissory note as stock settled debt under ASC 480 and recorded debt premiums equal to the face value
of the notes with a charge to interest expense. The note principal amount was charged to professional fees during the month the note was
issued. All notes issued prior to June 30, 2020, have reached their maturity and therefore are in technical default have a default interest
rate of 18%. April 18, 2019, $6,000 – in default, sold
and assigned to Trillium Partners LP on May 28, 2020 and fully converted as of March 31, 2021; May 18, 2019, $6,000 – in default, sold
and assigned to Trillium Partners LP on May 28, 2020 and fully converted as of March 31, 2021; June 18, 2019, $6,000 – in default, sold
and assigned to Trillium Partners LP on May 28, 2020 and fully converted as of March 31, 2021; July 18, 2019, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; August 18, 2019, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; September 18, 2019, $6,000– assigned to
Trillium Partners LP on February 12, 2021 and fully converted as of March 31, 2021; October 18, 2019, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; November 18, 2019, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; December 18, 2019, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; January 18, 2020, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; March 18, 2020, $6,000 – assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; April 18, 2020, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; May 18, 2020, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; June 18, 2020, $6,000– assigned to Trillium
Partners LP on February 12, 2021 and fully converted as of March 31, 2021; July 18, 2020, $6,000 - assigned to Trillium Partners
LP on February 12, 2021 and fully converted as of March 31, 2021; August 18, 2020, $6,000 – principal fully
repaid in cash; and September 18, 2020, $6,000– principal fully
repaid in cash. It is the Company’s intention to pay the
monthly fee in cash, therefore it expected that no new notes will be issued in conjunction with the monthly attorney service fees. The unconverted note’s principal above issued
for legal services, have been converted as of March 31, 2021. Accrued interest due of $1,738 as of March 31, 2021, which is owed to the
attorney. On November 13, 2018, the Company issued a convertible
promissory note for $90,000 to a vendor in settlement of approximately $161,700 of past due amounts due for services. The note bears interest
at 5%, matures on June 30, 2019 and is convertible into the Company’s common stock at 50% of the lowest closing bid price during
the 20 trading days immediately preceding the notice of conversion. The note matured on June 30, 2019, there is no default penalty associated
with the note, nor are there any cross-default provisions in the note. The Company has accounted for the convertible promissory note as
stock settled debt under ASC 480 and recorded debt premium $90,000 with a charge to interest expense for the notes. The unconverted principal,
premium and accrued interest were $90,000, $90,000, and $14,993 as of September 30, 2020. At March 31, 2021 the principal, premium and
accrued interest were $90,000, $90,000, and $20,340. On November 9, 2017, the Company received a first
tranche payment of $75,500 under the terms of a Securities Purchase Agreement dated October 25, 2017, with Crown Bridge Partners, LLC
(“Crown Bridge”) under which the Company issued to Crown Bridge a convertible note in the principal amount of $105,000 and
a five-year warrant to purchase 100, shares of the Company’s common stock at an exercise price of $350, as a commitment fee which
is equal to the product of one-third of the face value of each tranche divided by $350. Under the terms of the note Crown Bridge was to
receive “right of first refusal” for any subsequent loans or notes to fund the Company. The Company violated this covenant
when funding was received from other sources without offering Crown Bridge the opportunity to participate. On December 20, 2017 the Company
cured this covenant violation by issuing 200 additional warrants which have the same exercise price and terms of the original warrants.
The warrants have full ratchet price protection and cashless exercise rights. The convertible note (the “Note”)
issued to Crown Bridge in the principal amount of $105,000, has an original issue discount of $10,500 and issue costs of $19,000 both
of which are recorded as debt discount along with the warrant relative fair value of $12,507 for the original 100, warrants and $31,529
for the penalty warrants to be amortized over the twelve month term of this tranche, bears interest of 10% (12% default rate) per annum,
and has a maturity date of 12 months from the date of each tranche of payments under the Note with future tranches being at the discretion
of Crown Bridge. The conversion rate for any conversion of unpaid principal and interest under the Notes is at a 35% discount to the lowest
market price of the shares of the Company’s common stock within a 20 day trading period prior to the date of conversion to which
an additional 10% discount will be added if the conversion price of the Company’s common stock is less than $50, per share and no
shares of the Company’s common stock can be issued to the extent Crown Bridge would own more than 4.99% of the outstanding shares
of the Company’s common stock and the conversion shares contain piggy-back registration rights. The Note is subject to customary
default provisions including an event of default if the bid price of the Company’s common stock is less than its par value of $.0001
per share. The Company is entitled to prepay the Note between 30 days after its issuance until 180 days from its issuance at amounts that
increase from 112% of the prepayment amount to 137% of the prepayment amount depending on the length of time when prepayments are made.
The Company has accounted for the convertible promissory note as stock settled debt under ASC 480 and recorded a debt premium of $56,538
with a charge to interest expense. As of September 30, 2018 the note holder fully converted principal and accrued interest into common
shares. The debt premium on stock settled debt was fully recognized as additional paid in capital. On March 1, 2019, the Company received a second tranche
advance under the Crown Bridge Partners, LLC, master note dated October 25, 2017, for principal amount of $35,000, including covered fees
and original issue discount totaling $5,000. Under the conversion terms of the above note, the holder is entitled to a 35% discount plus
an additional 10% discount based on the conversion rights of certain other note holders. Therefore a discount of 45% is assumed for any
conversions of this note tranche. The Company has accounted for the convertible promissory note as stock settled debt under ASC 480 and
recorded a debt premium of $28,636 with a charge to interest expense. The original issue discount and fees charged were treated as debt
discount and will be amortized to financing expenses over the term of the note. Following conversions during the year ended September
30, 2020 the principal balance and debt premium balances were reduced and the unamortized debt discount was $0, at September 30, 2020.
The principal was increased by charges of $17,500 for technical default effective during the year ended September 30, 2020 and an additional
put premium was calculated to be $26,250. The cross-default provisions of the note include defaults on any notes issued to third parties
including any issued subsequent to the issuance of this note. The default charge and the put premium were charged to interest expense
of June 30, 2020. The conversion discount increased to 60% as a result of the default. The principal and accrued interest were $2,766
and $6,325, respectively at March 31, 2021 and $2,766 and $6,187 at September 30, 2020. On July 12, 2019, the Company issued a convertible
promissory note to Trillium Partners LP for cash in the amount of $10,000. The note bears interest at 10%, matures on January 11, 2020,
and was convertible into the Company’s common stock at 50% of the lowest closing bid price on the 20 trading days immediately preceding
the notice of conversion. The Company accounted for the convertible promissory note as stock settled debt under ASC 480 and recorded debt
premium $10,000 with a charge to interest expense for the notes. On November 1, 2019, Trillium Partners LP amended
the terms of the notes issued July 12, 2019, such that the note is no longer convertible into common stock. The principal balance of $10,000
was reclassified to notes and loans payable and the related put premium totaling $10,000 was recognized as a gain on debt extinguishment
on the date of the amendment. The note issued to Trillium Partners LP, on July
12, 2019 was sold and assigned to Alpha Capital Anstalt on February 20, 2020. The assigned note became convertible as of the date of the
assignment by virtue of an agreement between the Company and the new note holder. The terms of the note provide for conversion of principal
and accrued interest at a 50% discount to the lowest closing bid price over the 20 days prior to conversion. The note matured on January
11, 2020 and therefore the default interest rate is 24%. There are no cross-default provisions in the note. The note has been accounted
for as stock settled debt under ASC 480, and put premium of $10,395 was recognized with a charge to interest expense. The note balance
and premium were $10,745 and $10,395, at September 30, 2020. Accrued interest was $1,854 at September 30, 2020. The note and accrued interest
were fully converted during the six months March 31, 2021. The balance of put premium was reclassified to additional paid in capital upon
conversion. On April 20, 2020, the Company issued a convertible
promissory note to Geneva Roth Remark Holdings for $60,000, for $57,000, cash and fees of $3,000 (treated as OID to be amortized over
the life of the note) having a 10% annual interest rate, maturity of April 20, 2021, and conversion right to a 42% discount to the lowest
traded price in the 20 days prior to delivery of a conversion notice. The cross-default terms in the note only include defaults on notes
issued to related parties of the note holder. The Company treated the convertible note in accordance with ASC 480 Stock Settled Debt,
and re |
