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Related Party Transactions
12 Months Ended
Feb. 28, 2014
Related Party Transactions [Text Block]
3.

Related Party Transactions

   
 

On March 8, 2013, the Company entered into a Business Development/Advisory Services Agreement with Phys Pharma LLC, a company of which Dr. Durrant is a principal, pursuant to which Phys Pharma agreed to provide the Company a list of select biopharmaceutical companies which might have an interest in acquiring Granisol and assist the Company in marketing and selling Granisol to the prospective purchasers. If the Company sells Granisol to the prospective purchaser introduced by Phys Pharma, the Company agreed to pay Phys Pharma a fee in an amount equal to 20% of the net proceeds received by the Company at closing.

   
 

On April 5, 2013, and pursuant to a purchase and sale agreement dated for reference March 5, 2013, Dr. Cameron Durrant, our former President, Chief Executive Officer and director, sold to Constantin Dietrich, a director of our company, 12,750,000 shares of our common stock for total consideration of $51,000. Mr. Dietrich paid the $51,000 purchase price for these shares using cash on hand. In addition, Mr. Dietrich assumed all of Dr. Durrant’s obligations under the Lock-Up Agreement between Dr. Durrant and our company dated February 9, 2011, pursuant to which 8,499,999 of the 12,750,000 shares sold by Dr. Durrant remain “locked up”. Our company has consented to the transfer of the shares and to the assignment and assumption of the obligations under the Lock-Up Agreement. Also on April 5, 2013, and pursuant to a purchase and sale agreement dated for reference March 8, 2013, David Tousley, our former Chief Financial Officer, Secretary, Treasurer and director, sold to Joseph Carusone, our Vice President, Investor Relations and a member of our Board of Directors, 1,200,000 shares of our common stock for total consideration of $9,600. Mr. Carusone paid the $9,600 purchase price for these shares using cash on hand. In addition, Mr. Carusone assumed all of Mr. Tousley’s obligations under the Lock-Up Agreement between Mr. Tousley and our company dated February 9, 2011, pursuant to which 799,998 of the 1,200,000 shares sold by Mr. Tousley remain “locked up”. Our company has consented to the transfer of the shares and to the assignment and assumption of the obligations under the Lock-Up Agreement.

   
 

On May 17, 2013, the Company entered into a definitive Web Site Asset Purchase Agreement (the “Agreement”) with Lakefield Media Holding AG and its wholly-owned subsidiary, Flawsome XLerator GmbH (Flawsome). Constantin Dietrich, our current president and director of our company, is the founder and Chief Executive Officer of Lakefield Media Holding AG, which wholly-owns Flawsome.Pursuant to the Agreement, the Company acquired the internet domain name “Slickx.com”, the website and related software, intellectual property rights, accounts, contracts, goodwill and infrastructure for $50,000. This transaction was completed on May 21, 2013.

   
 

On May 29, 2013 the Company entered into a consulting agreement with Flawsome, whereby Flawsome agreed to provide certain services, including general management, product management, requirements engineering, quality management, project management, design creation, development team lead, deployment management, content management, reporting services, web development, mobile development, basic content creation, server hosting and monitoring and update services. The agreement expired December 31, 2013, but is continuing on a month-to-month basis. During the year ended February 28, 2014, the Company capitalized $298,800 in development costs contracted through Flawsome related to the “Slickx.com” website and expensed $52,093 in website management expenses. As of February 28, 2014, the Company owes $196,500 to Flawsome.

   
 

As of February 28, 2014, the Company owes $30,000 for consulting services to a director and $70,500 to a Company whose shareholder is a director of the Company. Additionally, the Company owes $7,588 to an officer for expenses paid on behalf of the Company. The payables does not bear interest.