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Note 8 - Commitments and Contingencies
3 Months Ended
Sep. 30, 2014
Notes  
Note 8 - Commitments and Contingencies

NOTE 8 - COMMITMENTS AND CONTINGENCIES

 

Office – warehouse lease

 

On April 1, 2013 the Company entered into a two year term lease agreement of an office and warehouse space located in Kelowna, BC.  The lease commences on May 1, 2013 and requires a monthly payment of approximately $3,600 including related taxes and a $3,623 security deposit. We paid the first and security deposit on January 30, 2013. On January 2, 2014, the company entered into an addendum to lease additional space for an additional monthly payment of $2,454 CDN. Rent expense was $17,012 and $2,002 for the periods ended September 30, 2014 and 2013, respectively. In the three months ended September 30, 2013, we received certain credits from the lessor for various lack of performance issues totaling $9,809 as an offset of rental payments. As part of the lease we agreed to pay the landlord for leasehold improvements made to the offices and warehouse, work was completed as of June 30, 2013. We capitalized $46,855 in leasehold improvements and began depreciating them according to our policies. On July 26, 2013, in full settlement, we also paid the balance owed for these improvements in shares of our common stock (Note 9).

 

Consulting agreements

 

On July 26, 2013, the Company entered into a consulting agreement with a third party for public relations and communications services consulting services at a rate of $17,500 USD and 200,000 shares of our restricted common stock, valued at $20,000, for the 90 day term beginning July 26, 2013. The agreement will be in effect for a period of three months ending on October 26, 2013.  For the three months ended September 30, 2013, we expensed $25,000 in consulting fees expense in connection with this contract.

 

Royalty agreements

 

In connection with the common stock subscriptions, described below (Note 10), the Company granted as part of the subscription, a royalty agreement for $1.00 per sale of a specific future product, up to the initial investment, after which this will convert to a 2.5% perpetual royalty on the same product. The Company has recorded a contingent liability for this agreement which is based upon projections of our sales on these products. For three months ended September 30, 2014 and 2013, the company recorded additional $0 and $62,243 contingent royalties for the proceeds received in connection with these subscriptions. At September 30, 2014 and June 30, 2014, the total contingencies in connection with these subscriptions are $207,077 and $207,077, respectively.

 

In connection with a second common stock subscription, described below (Note 9), the Company granted as part of the subscription, a royalty agreement for a 5.0% perpetual royalty on the net sales of our current product line. The Company has recorded a contingent liability for this agreement in the amount of $233,360 and is based upon projections of our sales on these products. As of September 30, 2014, the Company accrued a total of $1,786 in royalties payable, and the royalty expense of $1,786, and paid in cash $1,115 of the previously accrued payable.

 

In connection with a third common stock subscription, described below (Note 9), the Company granted as part of the subscription, a royalty agreement for a $0.25 perpetual royalty on the per unit sales of a new product line of bottles. The Company has recorded a contingent liability for this agreement in the amount of $149,316 and is based upon projections of our sales on these products. As of September 30, 2014, the Company did not accrue any royalties payable for this agreement.

 

In connection with a fourth common stock subscription, described below (Note 9), the Company granted as part of the subscription, a royalty agreement for a $0.25 royalty on the per unit sales of the Sippy Straw or Sippy Sure up to the amount of the investment. The Company has recorded a contingent liability for this agreement in the amount of $75,000 and is based upon projections of our sales on these products. As of September 30, 2014, the Company did not accrue any royalties payable for this agreement.

 

The royalties from the above subscriptions are projected to become due over the next three years in line with our estimated sales; as such we have reflected the current portion of $70,000 and the long term of $592,907 on our balance sheet as of September 30, 2014.

 

Royalty agreement amendment

 

On February 6, 2014, we agreed to an amendment to the second royalty agreement in Note 8. The Royalty is changed from 5% of the net sales of our product line to a royalty on 2.75% of the gross sales of all our product line.

 

Inventory Deposits

 

As of September 30, 2014, the Company has placed deposits with its manufacturer for product totaling approximately $385,128. These deposits represent 50% down payment and the Company expects to pay the remaining balance as the products are completed.