Item 1.01 Entry into a Material Definitive Agreement.
On March 15, 2022, we entered into an agreement with a United States-based joint
venture partner (the "JV Partner") whereby we will form a U.S. corporation (the
"Corporation") for the purpose of operating a ride-hailing and delivery business
using our WarpSpeed Taxi computer application (the "Application"). The agreement
provided that we will be responsible for licensing the Application to the
Company and making any modifications to the Application that are necessary in
order to customize it for operation in U.S. markets. The JV Partner will be
responsible for operating the Company's business, including, retaining all
employees and independent contractors necessary to commence and continue
business operations, handling customer service queries, complying with all
applicable regulations and legal requirements, and handling all legal and
accounting matters. We will have a 51% equity interest in the Corporation and
our JV Partner will have a 49% interest. We will also receive an Application
licensing fee equal to 2.5% of all gross revenues that the Corporation
generates, as well as a monthly fee (i.e., the greater of $5,000 or 2.5% of each
month's sales) payable on the Corporation's commencement of revenue-generating
operations.
On July 7, 2022, we amended our agreement with the JV Partner to extend two
payment deadlines by three months each. As a result of the amendment, the JV
Partner must pay $1,000,000 (i.e., $20,000 upon execution of the agreement
(paid), an additional $250,000 by October 31, 2022, and the balance by January
31, 2023).
The agreement contemplates that the Corporation shall initially commence
operations in Nevada and subsequently expand its business to other United States
cities in all 50 states.
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