7.	Related Party Notes Payable

	June 30, 2018				June 30, 2017
			Interest rate		Note		Interest rate
	Principal		per annum		Payable		per annum
Secured
	$	1,056,875	5% interest paid annually		$	1,056,875	5% interest paid annually
		641,294	5% interest paid annually			641,294	5% interest paid annually
		255,417	5% interest paid annually			255,417	5% interest paid annually
		591,613	5% interest paid annually			591,613	5% interest paid annually
		504,452	5% interest paid annually

Total	$	3,049,651		Total	$	2,545,199

The principal amount listed above is principal only and does

not

include accrued interest of approximately

$155,000

from

March 20, 2017

June 30, 2018.

Prior Year

Exchange Transaction

March 20, 2017,

the Company entered into a note exchange agreement with the holders of an aggregate principal amount of

$2,170,000

of outstanding promissory notes (the “Original Notes”), which were due and payable, pursuant to which the Company agreed to issue the holders of such notes, in consideration of the cancellation of the Original Notes, new promissory notes in the aggregate principal amount of

$2,545,199,

which is equal to the sum of the aggregate principal amount of the Original Notes plus the accrued but unpaid interest on the Original Notes (the “Senior Notes”). The Senior Notes are convertible into shares of the Company’s common stock at an initial conversion price of

$2.03

per share. Based on the initial conversion prices, the Senior Notes were convertible into up to

1,253,792

shares of common stock. If the Company issues or sells shares of its common stock, rights to purchase shares of its common stock, or securities convertible into shares of its common stock for a price per share that is less than the conversion price then in effect, such conversion price will be decreased to equal

85%

of such lower price. The foregoing adjustments to the conversion price will

not

apply to certain exempt issuances, including issuances pursuant to certain employee benefit plans. The conversion price is also subject to adjustment upon stock splits, reverse stock splits, and similar capital changes. These conversion options resulted in a derivative liability valued at

$328,422.

All of the Senior Notes had a maturity date of

one

year from the closing date. The Senior Notes were issued in consideration of the exchange of (i) an aggregate principal amount of

$950,000

of Original Notes currently convertible at a price of

$2.25

per share, (ii) an aggregate principal amount of

$520,000

of Original Notes which are currently convertible at a price of

$3.00

per share, and (iii) an aggregate principal amount of

$700,000

of unconvertible Original Notes.

The Senior Notes bear interest at the rate of

per annum with interest payable upon maturity, the conversion of the Senior Notes or on any earlier redemption date. Beginning

one

month after the Company’s common stock is listed for trading on a national securities exchange, and the Company will have the right to redeem all or any portion of the outstanding principal balance of the Senior Notes, plus all accrued but unpaid interest at a price equal to

110%

of such amount. The holders of the Senior Notes shall have the right to convert any or the entire amount to be redeemed into common stock prior to redemption. Subject to certain exceptions, the Senior Notes are senior to existing and future indebtedness of the Company and are secured by a

first

priority lien on all the Company’s assets to the extent and as provided in a Security Agreement entered into between the Company and the holders. The Senior Notes contain customary covenants against incurring additional indebtedness and granting additional liens and contain customary event default. Upon the occurrence of an event of default under the Senior Notes, the holders

may

require the Company to repay all or a portion of the note in cash, at a price equal to

110%

of the principal, plus accrued and unpaid interest.

During the year ended

June 30, 2017,

in connection with the exchange of the Original Notes for the New Senior Notes, the Company also agreed with the holder of all outstanding shares of Series B Convertible Preferred Stock (the “Series B Preferred Stock”) to exchange all of its outstanding shares of Series B Preferred Stock for shares of a new series of convertible preferred stock designated as Series E Convertible Preferred Stock (the “Series E Preferred Stock”). Accordingly, on

March 20, 2017,

the Company also entered into a separate exchange agreement with the holder of the shares of Series B Preferred Stock, to exchange such shares for a total of

25,000

shares of Series E Preferred Stock. Each share of Series E Preferred Stock will have a stated value of

$30.00

per share. Pursuant to this exchange agreement, the holder of the shares of Series B Preferred Stock agreed to waive all unpaid dividends that had accrued on the shares of Series B Preferred Stock. The shares of Series E Preferred Stock are initially convertible by the holder into an aggregate of

187,500

shares of common stock at the initial conversion rate of

$4.00

per share. The conversion price of the new preferred stock is subject to adjustment solely in the event of stock dividends, combinations, splits, recapitalizations, and similar corporate events. The right of holders of Series E Preferred Stock to convert these securities into common stock is subject to a

4.99%

beneficial ownership limitation, which beneficial ownership limitation

may

be increased by a holder to a greater percentage

not

more than

9.99%

after providing notice to the Company.

Prior Year

Loss on Extinguishment of Debt

In accordance with ASC

470

50,

“

Debt – Modifications and Extinguishments

”, the Company’s note exchange agreement was tested to determine whether a debt modification or debt extinguishment had occurred. Based on management’s review, debt extinguishment accounting applied. A loss on extinguishment of

$258,037

resulted from the exchange. The loss consists of the resulting derivative liability of

$328,422

from embedded conversion options in the Senior Notes and the additional value of

$50,000

of the Series E Preferred Stock compared to the Series B Preferred Stock, offset by the waiving of the unpaid Preferred Series B dividends of

$120,385.

Current Year Exchange Transaction

March 27, 2018,

the Company entered into an agreement with the holders of outstanding Senior Notes to amend certain terms of such notes as described below (“Note Amendment Transaction”). Contemporaneously with the Note Amendment Transaction, the Company entered into an agreement with its Chief Executive Officer, who held a separate promissory note in the aggregate principle amount of

$500,000,

to exchange such note for an additional new senior note (the “Additional Senior Note”) on terms substantially the same as the Senior Notes in the Notes Amendment Transaction.

Note Amendment Transaction

In the Note Amendment Transaction, the holders (the “Senior Holders”) of the outstanding principal amount of

$2,545,199

of Senior Notes entered into a consent and amendment agreement with the Company (the “Consent Agreement”), pursuant to which the Senior Notes were amended to extend the maturity date for a period of

twelve

months, to

March 20, 2019

and in consideration thereof, the Senior Notes are convertible into up to

2,120,999

shares of common stock. The other material terms and conditions of the Senior Notes were

not

amended. Certain holders of the Senior Notes are affiliated with the Company as follows: (i) an aggregate principal amount of

$255,417

of Senior Notes are held by Hanif A. Roshan, the Chairman and Chief Executive Officer of the Company and (ii) an aggregate principal amount of

$591,613

of Senior Notes are held by Optimum Ventures, LLC, a part affiliated by ownership with the former owners of Peachstate Health Management, LLC, or subsidiary. Due to the adjustment of the conversion price of the Senior Notes, the exercise price of outstanding warrants to purchase an aggregate of

825,144

shares of common stock has been adjusted from

$2.07

$1.22

per share. Unpaid interest on the Senior Notes of

June 30, 2018

was approximately

$155,000,

which is

not

incorporated into the principal balance. Accrued interest on the Senior Note is due on

March 20, 2019

or any earlier payment of the Senior Notes.

Note Exchange Transaction

In connection with the Note Amendment Transaction, on

March 27, 2018,

the Company entered into a note exchange agreement (the “Note Exchange Agreement”) with its Chief Executive Officer, who also held a promissory note in the aggregate principal amount of

$500,000,

pursuant to which the Company agreed to issue to him, in consideration of the cancellation of such note,, the Additional Senior Note in the aggregate principal amount of

$504,452,

which is equal to the sum of the aggregate principal amount of the original note plus the accrued but unpaid interest thereon. The closing of the note Exchange Transaction occurred on

March 27, 2018.

The Additional Senior Note is the same, in all material respects, as the Senior Notes described above in the Note Amendment Transaction and is convertible into shares of the Company’s common stock at an initial conversion price of

$1.20.

Based on the initial conversion price, the Additional Senior Note is convertible into up to

420,376

shares of common stock. As the Additional Senior Note is the same in all material respects as the Senior Notes, the conversion price of the Additional Senior Note

may

be adjusted upon the occurrence of the same events which would result in an adjustment to the conversion price of the Senior Notes, as described above, including the issuance of securities at a price per share less than the current conversion price. Similarly, the maturity date, interest rate, events of default, redemption and other terms of the Additional Senior Note are the same as for the New Senior Notes. The Additional Senior Note is on parity with the Senior Notes and, subject to certain exceptions, is senior to other existing and future indebtedness of the Company and, together with the Senior Notes, is secured by a

first

priority lien on all of the Company’s assets to the extent and as provided in the Security Agreement as amended.

In accordance with ASC

470

50,

“Debt – Modifications and Extinguishments”,

the Company’s note exchange agreement was tested to determine whether a debt modification or debt extinguishment had occurred. Based on management’s review, modification accounting applied. Due to the debt exchange on

March 27, 2018,

the Company recorded

$242,846

of non-cash expense resulting from the conversion feature of the convertible debt and

$904,035

of non-cash expense to value the conversion feature as of

March 31, 2018.

See Note

14,

Subsequent Events, in the notes to these financial statements for a settlement and restructuring agreement and note restructuring transaction entered into subsequent to

June 30, 2018.