RELATED PARTY TRANSACTIONS

9 Months Ended

Sep. 30, 2024

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

NOTE 3 – RELATED PARTY TRANSACTIONS

Due to related party

During the nine months ended September 30, 2024, Trustfeed and Polomar borrowed an aggregate of $821,425 from a related party for payment of operating expenses, as follows:

On August 13, 2024, Reprise Management, Inc., a California corporation affiliated with CWR (“Reprise”), issued an unsecured promissory note to Polomar (the “Polomar Note”), pursuant to which Polomar could borrow up to an aggregate principal amount of $700,000. The Polomar Note bears 12% per annum, simple interest up to and through December 31, 2024 (the “Initial Period”), after the Initial Period and up to and including the date on which the Polomar Note is paid in full, the interest rate shall be equal to 15% per annum, simple interest. Interest shall accrue on a quarterly basis and shall be due and payable on the maturity date, which is July 31, 2025. The unpaid principal balance of the Polomar Note, together with all accrued and unpaid interest, fees and other amounts due thereunder, shall be due and payable in full on the maturity date. As of September 30, 2024, there was $633,430, including accrued interest, outstanding on the Promissory Note.

Effective August 16, 2024, Trustfeed entered into a Promissory Note and Loan Agreement (the “Trustfeed Note”), as the borrower, with CWR, as the lender. Pursuant to the terms of the Note, CWR agrees to loan to Trustfeed up to $250,000 in one or more advances from time to time. An initial draw under the Trustfeed Note in the amount of $157,622.56 was made, which funds are being used to repay CWR all amounts due to CWR pursuant to prior undocumented loans provided by CWR to Trustfeed. The outstanding principal of, and any and all accrued and unpaid interest with respect to the Trustfeed Note, is due and payable on July 31, 2025 (the “Maturity Date”). The Trustfeed Note bears interest on the outstanding principal amount thereof at a variable rate as follows: (i) up to and including September 30, 2024 (the “Initial Period”), an interest rate equal to the prime interest rate as published in the Wall Street Journal – Money Rates, plus 5.0% per annum, simple interest and (ii) after the Initial Period, and up to and including the date on which this Note is paid in full, an interest rate equal to the prime interest rate as published, on the first day of each month thereafter, in the Wall Street Journal – Money Rates, plus 5.0% per annum, simple interest. Interest shall be calculated based on a year consisting of 365 days and the actual number of days elapsed. Interest shall accrue on a calendar quarterly basis, on September 30, 2024, December 31, 2024, March 31, 2025, September 30, 2025, and shall be due and payable on the Maturity Date. The Company may prepay all or any portion of the outstanding obligations of the Note at any time without penalty or premium. As of September 30, 2024, there was $200,156 including accrued interest, outstanding on the Promissory Note. As of September 30, 2024, and December 31, 2023, the Company had amounts due to related party of $833,586 and $30,507, respectively.

For additional related party transactions, see “Note 1-Nature and Description of Business-Merger Agreement” and “Note 1-Nature and Description of Business-License Agreement”