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RELATED PARTY TRANSACTIONS
12 Months Ended
Sep. 30, 2017
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

On October 1, 2014, we entered into a Consulting agreement with Matthew Schultz, our Chief Executive Officer for management services. In accordance with this agreement Mr. Schultz provides services to us in exchange for $7,500 per month plus reimbursable expenses incurred. On July  1, 2016, the Company amended the agreement and the monthly fees for his services was increased to $15,000 per month in compensation. On January 1, 2017, the agreement was further amended to include an additional $1,000 medical insurance stipend and a bonus of 0.5% of gross revenue. The term of the agreement is one year and automatically renews until cancelled by either party. During the year ending September 30, 2017 and 2016 Mr. Schultz earned $193,425   and $112,500, respectively, in accordance with this agreement. During the year ending September 30, 2017 and 2016, Mr. Schultz allowed the Company to defer $25,673 and $15,000 as accrued compensation as of September 30, 2017 and 2016, respectively. Subsequent to the end of the Company’s fiscal yearend Mr. Schultz continued to allow his pay to be deferred, as of the date of this filing the Company owes Mr. Schultz $58,810 in deferred compensation.

On July 1, 2016, we entered into a Consulting agreement with Zachary Bradford, our President and Chief Financial Officer for management services. In accordance with this agreement, Mr. Bradford provides services to us in exchange for $15,000 per month plus reimbursable expenses incurred. On January 1, 2017, the agreement was amended to include an additional $1,000 medical insurance stipend and a bonus of 0.5% of gross revenue. The term of the agreement is one year and automatically renews until cancelled by either party. During the year ending September 30, 2017 and 2016 Mr. Bradford earned $193,425   and $45,000, respectively, in accordance with this agreement. During the year ending September 30, 2017 and 2016, Mr. Bradford allowed the Company to defer $26,360 and $30,000 as accrued compensation as of September 30, 2017 and 2016, respectively. Subsequent to the end of the Company’s fiscal yearend Mr. Bradford continued to allow his pay to be deferred, as of the date of this filing the Company owes Mr. Bradford $78,252 in deferred compensation.

On August 13, 2017, the Company executed a 15% promissory note with a face value of $80,000 with Zachary Bradford, its President and Chief Financial Officer. Under the terms of the promissory note the Company received $80,000 and agreed to repay the note evenly over 12 months. As of September 30, 2017, Company’s owed $73,333 in principal and $600 in accrued interested under the terms of the agreement.   

On July 1, 2016, we entered into a Consulting agreement with Bryan Huber, our Chief Operations Officer for management services. In accordance with this agreement, Mr. Huber provided services to us in exchange for $104,000 per year plus reimbursable expenses incurred. On January 1, 2017, the agreement was amended and the fee for his services increased to $117,000 and also to include an additional a $500 medical insurance stipend and a

 

bonus of 0.5% of gross revenue. The term of the agreement is one year and automatically renews until cancelled by either party. During the years ending September 30, 2017 and 2016 Mr. Huber earned $116,311 and $26,400, respectively, in accordance with this agreement. During the year ending September 30, 2017 and 2016, Mr. Huber allowed the Company to defer $6,288 and $12,000 in accrued compensation and reimbursable expenses as of September 30, 2017 and 2016, respectively.

On March 10, 2017, the Company entered into a Consulting agreement with Adam Maher, its Senior Vice President for management and business development services. In accordance with this agreement, Mr. Maher provides services to the Company in exchange for $120,000 per year, 0.5% bonus on revenues, 2.0% on revenue from direct sales plus reimbursable expenses incurred. $70,971 was recorded as a consulting expenses under this this agreement. As of September 30, 2017, Mr. Maher was owed $268 in accrued compensation and unreimbursed expenses in accordance with this agreement.

 

The Company’s line of business requires high skilled employees who are appropriately compensated for their specialized skills. Employment agreements range from $90,000 to $172,500 per year, and include a taxable stipend for healthcare, performance bonuses and are subject to standard payroll taxes.

 

On February 6, 2017, the Company and CleanSpark Holdings, LLC (“Holdings”) entered into an Assumption of Debt Agreement to settle Debts Holdings owed the Company related to the June 30, 2016 Purchase Agreement. Pursuant to the Purchase Agreement, the Company agreed to assume up to $200,000 in liabilities arising out of the assets. In the course of subsequent due diligence, CleanSpark discovered that they had actually assumed $275,586 in liabilities. As a result of the overage in assumed liabilities, Holdings paid the Company $25,000 and remained indebted to CleanSpark for the remaining overage amount of $50,586. Holdings agreed to reassume $44,919 in settlement of the full amount of the debt overage and the Company agreed to accept the assumption of $44,919 in settlement of the full amount of the Debt overage. A loss on settlement of debt of $5,667 was recorded by the Company as a result of the agreement.