Item 1.01 Entry into a Material Definitive Agreement

On August 5, 2021, the Company issued FirstFire Global Opportunities Fund LLC, a Delaware limited liability company an Original Issue Discount $500,000 Promissory Note with a net amount of $250,000 from August 6, 2021. The Note bears 0% interest and is payable August 5, 2022, unless converted into shares of common stock by the Holder at the conversion price of $0.01 per share.

On August 10, 202, the Company issued GS Capital Partners LLC, a New York limited liability company an Original Issue Discount $150,000 Promissory Note, with a net amount of $75,000, from August 11, 2021. The Note bears 0% interest and is payable August 10, 2022, unless converted into shares of common stock by the Holder at the conversion price of $0.01 per share.

Item 9.01 Financial Statements and Exhibits





(d) Exhibits.



Exhibit No.   Exhibit

   10.1         Promissory Note with FirstFire Global Opportunities Fund LLC
   10.2         Promissory Note with GS Capital Partners LLC




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