Novation of Certain Assets and Liabilites

12 Months Ended

Dec. 31, 2023

Novation of Certain Assets and Liabilites [Abstract]

NOVATION OF CERTAIN ASSETS AND LIABILITES

5 NOVATION  OF CERTAIN ASSETS AND LIABILITES

On September 5, 2023, the Company entered into a novation agreement with a third party whereby the third party assumed all of the Company’s debts, clients, and services and assumes all the rights and responsibilities of the Company under the SAAS Cloud Hosted Services Enablement Master Services Agreement, dated September 9, 2021 (the “SAAS Agreement”), including the information technology, supplier access, billing and rating technology, mobile wallet, debit card enablement, back-office support services, customer service, and consulting services related to the Company’s IPSIPay mobile application.

Pursuant to the novation agreement, Frictionless released the Company from all its obligations, debts, and liabilities under the SAAS Agreement as of September 5, 2023 and consented to the third party assuming these obligations. Each party agreed to indemnify the other party harmless for any damages, claims or expenses incurred by the other party.

The novation agreement also provided the third party a 30-day transition period in which the Company assisted the third party in transferring all the assets and obligations, including existing customers and wallets to the third party, thereafter the third party will no longer be permitted to operate the IPSIPay app under the brand name “IPSIPay”.

The assets and liabilities novated under the agreement as of September 5, 2023, were as follows:

	Amount
Assets
Current Assets
Receivable on sale of subsidiary	$	231,431
Non-current assets
Intangible assets		1,098,598
Total assets		1,330,029
Current Liabilities
Accounts payable		263,864
Net loss on novation	$	1,066,165