Item 2.04 Trigger Events That Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement
On May 24, 2022, Discovery Growth Fund, LLC. (the Beneficiary”) informed the Company that it was in default of payment of its convertible promissory note dated November 17, 2021 to the principal amount of $600,000 plus accrued interest due May 16, 2022. Pursuant to Section 3(a) of the note, “This will be an event of default (“Event of Default”), and the full principal amount of this note and accrued interest will become immediately due and payable upon the occurrence of any of the following events: (a) any failure by the Company to make any payment under this Note when due, and such failure continues for five (5) days after the due date; accrued interest will by default be at the maximum statutory rate.” Pursuant to Section 3(b) of the Note, the Beneficiary has declared an Event of Default due to the Company’s failure to pay the amount due under the Note and that all of the unpaid principal of the note and accrued interest as well as default interest are immediately due and payable.
On May 26, 2022the beneficiary lodged a complaint with the United States District Court Central District of CaliforniaWest Division.
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