	September 30, 2022 (unaudited)			December 31, 2021
Convertible note payable with a trust related to one of the Company’s directors, convertible at $0.26 per share, at 5% interest (extinguished on April 4, 2022 for new note) (a)	$	-			4,209,617
Convertible note payable with a trust related to one of the Company’s directors, convertible at $0.26 per share, at 5% interest (amended April 4, 2022)		3,709,617			-

Total Convertible Notes Payable – Related Parties	$	3,709,617		$	4,209,617
Add: Premiums recorded on convertible note due to fair value adjustment at date of acquisition of Corvus		-			2,569
Less: BCF Discount		(3,012,791	)		(1,407,002	)
	$	696,826		$	2,805,184

Interest expense which includes amortization of discount and premium for the nine months ended September 30, 2022 and 2021 was $1,205,123 and $1,218,979, respectively. Accrued interest on the notes payable at September 30, 2022 is $110,749. The amount of the BCF discount recorded was evaluated for characteristics of liability or equity and was determined to be equity under ASC 470 and ASC 480. The Company recognized this as additional paid in capital, and the discount is being amortized over the life of the note.

(a)

On February 1, 2021, the two promissory notes with The Buckhout Charitable Remainder Trust (Laurie Buckhout – Trustee), were combined into one new note in the principal balance of $4,279,617, that has a new maturity date of February 1, 2024. The interest rate remains at 5% per annum, and the note now includes monthly principal payments of $10,000. The conversion terms have remained at $0.26 per share. It was determined that under ASC 470, the debt amendment was considered a modification. Then again on August 12, 2021, the convertible note was amended to remove the principal payments and extend the debt further to September 30, 2024. It was determined that under ASC 470, the debt amendment was considered an extinguishment. The result of the extinguishment netted a gain of $2,667,903 that was recorded as additional paid in capital as the transaction was with a related party.

On April 4, 2022, the Company entered into a letter agreement with The Buckhout Charitable Remainder Trust (Laurie Buckhout – Trustee) whereby the Company made a partial repayment of $500,000 (“First Payment”) to reduce the note from $4,209,617 to $3,709,617.

The

Company

originally intended

to make a second payment (“Second Payment”) of $2,709,617 at the time of an anticipated secondary offering,

initially

expected to occur on or about August 1, 2022, subject to extensions through October 31, 2022.

However, given the timing of our secondary offering, the Second Payment did not occur during the third quarter of 2022 and the Company negotiated an extension to October 31,

2022.

The Company shall accrue interest commencing March 1, 2022, however, no payment of interest is due through October 31, 2022. The First Payment of $500,000 was paid from proceeds from Crom Cortana Fund, LLC (“Crom”) as part of a unit agreement under the Securities Purchase Agreement (“SPA”) entered into with Crom on April 4, 2022.

Refer to subsequent events in Note 17 under Part 1, Item 1, Unaudited Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q for additional payment details.

The Company entered into an Amended and Restated Convertible Promissory Note (issued on April 4, 2022) (“Amendment #2 – BCT”) which summarizes the terms of the letter agreement. As the amendment resulted in an accounting extinguishment, the remaining note balance along with all unamortized discounts and premiums associated with the note were extinguished with the resulting gain being reflected in additional paid in capital as this is a related party transaction. The Company recorded the Amendment #2 – BCT and the discount on April 4, 2022, and amortizing the discount through the life of the note based on the effective interest method.

The entire convertible promissory note – related parties balance is reflected in long-term liabilities