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
provides 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. We must pay $10,000
to the Corporation as a share subscription payment for our 51% equity interest
while the JV Partner must pay $1,000,000 (i.e., $20,000 upon execution of the
agreement, for its 49% interest, an additional $250,000 by July 31, 2022, and
the balance by October 31, 2022).
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.
Item 7.01 Regulation FD Disclosure
On March 15, 2022, we issued a press release announcing our entry into the
material definitive agreement described in Item 1.01 above.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
99.1 Press release dated March 15, 2022.
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