Financing and stock issuance

On October 21, 2016, The Company issued two 8% convertible promissory notes in the aggregate principal amount of $220,000. In addition to the note transactions, by October 20, 2016, the Company issued 400,000 shares of the Company’s restricted common stock to each investor for a total of 800,000 shares as inducement shares. The inducement shares will be increased by 150,000 shares for each investor if the closing price of the Company’s common stock falls below $0.025 prior to the Company paying back the notes or the complete conversion of the notes into shares of the Company’s common stock.

The notes mature on April 21, 2017. The maturity date is extendable at the option of each Investor as long as no event of default has occurred. Under the terms of the notes, each Investors may, on or after the maturity date, convert the unpaid principal of their Note into shares of the Company's common stock. The conversion price is 60% of the lowest trade that occurs during the twenty-five (25) trading days immediately preceding the conversion date.