LEGAL PROCEEDINGS
−Removed: Stress Free Capital, Inc.
−Removed: True Nature Holdings, Inc.
−Removed: CACE-18-0108656
−Removed: Pursuant to a judgment rendered in the Seventeenth Judicial District I and for Broward County, Florida, the Company in June 2019 issued 1,401,224 shares of common stock in complete settlement of a note payable to the plaintiff in the aggregate amount of $84,073.48.
−Removed: As a result, we no longer have any obligation related to this matter.
−Removed: National Council for Science and the Environment, Inc.
−Removed: Trunity Holdings, Inc., Case No.
−Removed: 2015 CA 009726 B, Superior Court for the District of Columbia, Civil Division.
−Removed: This action was filed on December 16, 2015 by the National Council for Science and the Environment, Inc.
−Removed: (“NCSE”) in the state court in the District of Columbia against Trunity Holdings, Inc.
−Removed: (“Trunity”) and alleges claims for breach of contract.
−Removed: Acknowledgement of indebtedness and settlement agreement and quantum merit arising out of an agreement entered into between NCSE and Trunity in 2014.
−Removed: The complaint seeks damages in the amount of $177,270, inclusive of attorney’s fees, costs and accrued interest, continuing interest in the amount of 12% per annum and attorney’s fees and costs of collection relating to the case.
−Removed: The Company, in its answer dated January 27, 2016, denied the material allegations made by NCSE, asserted a number of affirmative defenses and filed a counterclaim alleging claims for fraud, negligent misrepresentation, breach of fiduciary duty, breach of contract and unjust enrichment.
−Removed: In its counterclaim, the Company sought actual and compensatory damages against NCSE that it believes exceed the amount sought by NCSE on its claims, pre-judgment interest, punitive damages and all costs and expenses, including attorney’s fees, incurred by the Company in bringing its claims against NCSE.
−Removed: On September 23, 2016, the Company settled this obligation with an agreement to pay $48,500 to NCSE if paid by November 4, 2016, and $75,000 if paid later.
−Removed: The Company has not paid the amounts as of the date of this filing and has recorded the obligation at $75,000.
−Removed: Carlton Fields Jorden Burt, P.A.
−Removed: This action was filed on May 18, 2017 by a law firm that represented the Company prior to the spin-out of the educational software business in 2016 with the intent of collection past due invoices in the aggregate amount of $241,828.
−Removed: The Company believes it has defenses against any such action.
−Removed: The Company has recorded a liability in the amount of $266,319 on its balance sheet at December 31, 2019.
−Removed: Randstad General Partner (US) LLC D/B/A Tatum
−Removed: A former service provider of the Company has filed an action in Georgia to collect the amount of $44,365 for services provided to the Company.
−Removed: On October 18, 2018, the Superior Court of Fulton County, State of George issued an Order & Final Judgment against the Company in the amount of $44,365 plus an additional $11,001 of accrued interest.
−Removed: On July 3, 2019 the Company settled this matter with a $5,000 payment made by a shareholder for the benefit of the Company, and the Company recorded a gain on settlement in the amount of $50,366.
−Removed: As a result, we no longer have any obligation related to this matter.
+Added: On May 4, 2020, we received a loan in the amount of $460,406 from the United States Small Business Administration under the Payroll Protection Program.
+Added: Subsequent to June 30, 2020, we determined that errors had been made in the application submitted to obtain the loan.
+Added: On July 21, 2020, Bank of America notified the Company in writing that it should not have received $440,000 of the loan proceeds, representing an amount for the refinancing of an Economic Injury Disaster Loan which we did receive.
+Added: Bank of America has requested that we remit such funds back to Bank of America.
+Added: We are presently attempting to negotiate repayment of the loan.
+Added: If we are not successful in negotiating repayment terms, it could have a material adverse effect on our financial condition.
+Added: During management's review of the Company’s recent PPP loan application after the loan had been disbursed to the Company, it was determined that the information provided by Ms.
+Added: Smith, the Company’s former President and COO, was not representative of the Company’s situation.
+Added: After consulting with legal counsel, the Board of Directors voted to remove Ms.
+Added: Smith from its Board of Directors, and all other capacities due to the misstatements she made in the loan application.
+Added: Subsequent to that decision, effective July 1, 2020, Ms.
+Added: Smith submitted a resignation from all positions with the Company, which was accepted by the Board and management.
+Added: Smith subsequently retained counsel and indicated her intent to file an administrative charge of discrimination in Colorado under certain provisions of the anti-discrimination laws of that state.
+Added: On August 18, 2020, the Company received formal notice that a complaint has been filed with the Colorado Civil Rights Division by Ms.
+Added: Smith naming the Company as the Respondent.
+Added: The Company believes the claims are frivolous and intends to vigorously defend against the allegations.
+Added: As of the date of this filing, we have been advised that the Colorado Civil Rights Division has dismissed this matter effective March 1, 2021.
+Added: Smith requested a “Right-to-Sue” letter, which she received, giving her a right to sue in District Court for 90 days from the date of the dismissed action.
MINE SAFETY DISCLOSURES
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.