SUBSEQUENT EVENT	12 Months Ended
Dec. 31, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENT	NOTE 16 – SUBSEQUENT EVENT The Acquisition On March 25, 2022, MunnWorks, LLC (“Purchaser”), a New York limited liability company and a wholly-owned subsidiary of Applied UV, Inc. (the “Company”) entered into an asset purchase agreement (the “APA”) with VisionMark, LLC (“Seller”), Maya Systems, LLC d/b/a Benchmark Furniture MFG (“Maya”), Mega Vision, Inc. (“MV” and, together with Maya, the “Members”), Sandy Marks (“Marks”) and Michael Chiriac, Sr. (“Chiriac” and, together with Marks, the “Key Persons”). Pursuant to the APA, Purchaser acquired substantially all of the assets of Seller (the “Business”), including raw materials, inventory and work-in-progress, and assumed certain limited obligations of Seller, as set forth in the APA (the “Acquisition”). On March 25, 2022 (the “Closing Date”), the Acquisition was completed. On the Closing Date, Seller received, as consideration for the Acquisition, the purchase price consisting of: (i) $10 in cash; and (ii) the agreement by Purchaser to assume approximately $1.2 million in past due rent owing by Seller (the “Past Due Rent”) under that certain lease agreement by and between MV and the landlord thereunder (the “Prime Lease”), payable in equal monthly installments spread over thirty six (36) months, as set forth in the Sublease, dated as of March 29, 2022 among the Purchaser, the Seller and Randolph Associates (the “Sublease”). Sales Commission Payments Pursuant to the APA, Purchaser agreed to make certain additional payments to Seller in the form of a sales commission during the four (4) year period following the Closing Date (the “Sales Commission Payments”), as follows: (i) during the first two (2) years following the Closing Date (the “Initial Period”), Purchaser will pay to Seller, on a quarterly basis, an amount equal to 2.5% of certain net sales generated by the Business; and (ii) during the two (2) years following the Initial Period, Purchaser will pay to Seller, on a quarterly basis, an amount equal to 5% of certain net sales generated the Business. Sales that qualify for the Sales Commission Payments will be limited to (i) sales made to new clients generated by the Members or the Key Persons, and (ii) sales to certain existing clients of Seller specified under the APA; provided that Sales Commission Payments related to such existing clients are conditioned on the Members and the Key Persons providing support to Purchaser in the transition and maintenance of those existing clients as described in the APA. Sublease and Sublease Guaranty Purchaser has agreed to sublease all of Seller’s right, title and interest in the Prime Lease, subject to the terms of the Sublease, which include: (i) an initial term expiring June 30, 2023, with two (2) successive 1-year renewal options to be exercised at Purchaser’s discretion; (ii) Purchaser’s obligation to pay base rent, as defined in the Prime Lease, directly to the landlord each month; (iii) Purchaser’s obligation to pay Past Due Rent in equal monthly payments spread over thirty six (36) months. However, if the Purchaser does not renew the Sublease, its aggregate obligation to pay Past Due Rent shall be decreased to $600,000. Additionally, the Company has agreed to guarantee the obligations of the Purchaser under the Sublease pursuant to a Guaranty of Sublease dated as of March 29, 2022 made by the Company in favor of the Seller and Randolph Associates (the “Sublease Guaranty”). Under the terms of the Sublease Guaranty, the Company will guarantee the Purchaser’s obligations under the Sublease, including base rent payable during the term of the Sublease and the Purchaser’s obligations to pay Past Due Rent. Settlement Agreement On March 31, 2022 we entered into a Settlement Agreement (the “Settlement Agreement”) with Old SAM, LLC and the members thereof who exected the Settlement Agreement (collectively, the “Old SAM Parties”), pursuant to which we settled a dispute with Old SAM Parties. Under the terms of the Settlement Agreement the Old SAM Parties relinquished all of their right, title and interest in any of the 200,000 vested shares and 200,000 unvested shares issued to them in connection with the acquisition of Sci Air and no longer have the right to any additional cash consideration if the avegage price of our stock is below $10.00 on certain measurement dates described in the Sci Air acquisition agreement. The Settlement Agreement also contains a mutual release of all claims we and the Old SAM parties have against each other, other than claims related to certain consulting agreements executed in connection with acquisition of Sci Air. We will review for potential impairment impact as of and for the period ending March 31, 2022.

SUBSEQUENT EVENT

12 Months Ended

Dec. 31, 2021

NOTE 16 – SUBSEQUENT EVENT

The Acquisition

On March 25, 2022, MunnWorks, LLC (“Purchaser”), a New York limited liability company and a wholly-owned subsidiary of Applied UV, Inc. (the “Company”) entered into an asset purchase agreement (the “APA”) with VisionMark, LLC (“Seller”), Maya Systems, LLC d/b/a Benchmark Furniture MFG (“Maya”), Mega Vision, Inc. (“MV” and, together with Maya, the “Members”), Sandy Marks (“Marks”) and Michael Chiriac, Sr. (“Chiriac” and, together with Marks, the “Key Persons”). Pursuant to the APA, Purchaser acquired substantially all of the assets of Seller (the “Business”), including raw materials, inventory and work-in-progress, and assumed certain limited obligations of Seller, as set forth in the APA (the “Acquisition”).

On March 25, 2022 (the “Closing Date”), the Acquisition was completed.

On the Closing Date, Seller received, as consideration for the Acquisition, the purchase price consisting of: (i) $10 in cash; and (ii) the agreement by Purchaser to assume approximately $1.2 million in past due rent owing by Seller (the “Past Due Rent”) under that certain lease agreement by and between MV and the landlord thereunder (the “Prime Lease”), payable in equal monthly installments spread over thirty six (36) months, as set forth in the Sublease, dated as of March 29, 2022 among the Purchaser, the Seller and Randolph Associates (the “Sublease”).

Sales Commission Payments

Pursuant to the APA, Purchaser agreed to make certain additional payments to Seller in the form of a sales commission during the four (4) year period following the Closing Date (the “Sales Commission Payments”), as follows: (i) during the first two (2) years following the Closing Date (the “Initial Period”), Purchaser will pay to Seller, on a quarterly basis, an amount equal to 2.5% of certain net sales generated by the Business; and (ii) during the two (2) years following the Initial Period, Purchaser will pay to Seller, on a quarterly basis, an amount equal to 5% of certain net sales generated the Business. Sales that qualify for the Sales Commission Payments will be limited to (i) sales made to new clients generated by the Members or the Key Persons, and (ii) sales to certain existing clients of Seller specified under the APA; provided that Sales Commission Payments related to such existing clients are conditioned on the Members and the Key Persons providing support to Purchaser in the transition and maintenance of those existing clients as described in the APA.

Sublease and Sublease Guaranty

Purchaser has agreed to sublease all of Seller’s right, title and interest in the Prime Lease, subject to the terms of the Sublease, which include: (i) an initial term expiring June 30, 2023, with two (2) successive 1-year renewal options to be exercised at Purchaser’s discretion; (ii) Purchaser’s obligation to pay base rent, as defined in the Prime Lease, directly to the landlord each month; (iii) Purchaser’s obligation to pay Past Due Rent in equal monthly payments spread over thirty six (36) months. However, if the Purchaser does not renew the Sublease, its aggregate obligation to pay Past Due Rent shall be decreased to $600,000.

Additionally, the Company has agreed to guarantee the obligations of the Purchaser under the Sublease pursuant to a Guaranty of Sublease dated as of March 29, 2022 made by the Company in favor of the Seller and Randolph Associates (the “Sublease Guaranty”). Under the terms of the Sublease Guaranty, the Company will guarantee the Purchaser’s obligations under the Sublease, including base rent payable during the term of the Sublease and the Purchaser’s obligations to pay Past Due Rent.

Settlement Agreement

On March 31, 2022 we entered into a Settlement Agreement (the “Settlement Agreement”) with Old SAM, LLC and the members thereof who exected the Settlement Agreement (collectively, the “Old SAM Parties”), pursuant to which we settled a dispute with Old SAM Parties. Under the terms of the Settlement Agreement the Old SAM Parties relinquished all of their right, title and interest in any of the 200,000 vested shares and 200,000 unvested shares issued to them in connection with the acquisition of Sci Air and no longer have the right to any additional cash consideration if the avegage price of our stock is below $10.00 on certain measurement dates described in the Sci Air acquisition agreement. The Settlement Agreement also contains a mutual release of all claims we and the Old SAM parties have against each other, other than claims related to certain consulting agreements executed in connection with acquisition of Sci Air. We will review for potential impairment impact as of and for the period ending March 31, 2022.