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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported):May 14, 2024
APPYEA,
INC.
| Nevada |
|
000-55403 |
|
46-1496846 |
| (State
or Other Jurisdiction |
|
(commission |
|
(IRS
Employer |
| Of
incorporation) |
|
File
Number) |
|
Identification
Number) |
| 16
Natan Alterman St, Gan Yavne Israel |
|
|
| (Address
of Principal Executive Offices) |
|
(Area
Code) |
(800)
674-3561
(Registrant’s
telephone number, including area code)
Not
applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
| N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
1.01 Entry into a Material Definitive Agreement.
On
May 15, 2024, AppYea, Inc. (the “Company”) and each of Boris Molchadsky, the Company’s Chairman (“BM”),
Adi Shemer, the Company’s Chief Executive Officer (“AS”) and Asaf Porat, the Company’s Chief Financial Officer
(“AP”), entered into an agreement with the Company pursuant to which each agreed to convert unpaid compensation owed to them
into Qualified Common Stock Options (as defined below) to purchase shares of the Company’s common stock, par value $0.0001 per
share (the “Common Stock”) for an aggregate amount of $458,023. . As used herein, “Qualified Common Stock Options”
refers to a Company compensation plan to be approved by the Company and its shareholders and qualified under Sections 102 and 103 of
the Israeli Tax Code. Each Qualified Common Stock Option will be exercisable at par value.
Each
of BM and AP agreed to convert $139,150 and $154,589 in unpaid compensation into Qualified Common Stock Options to purchase shares of
Common Stock at per share conversion rate of $0.07 for BM and $0.04 for AP. AS agreed to convert $44,284 at a per share conversion rate
of $0.04. With respect to BM and AP, there remains outstanding unpaid compensation of $70,000 and $50,000 respectively, which are not
being converted. The Company and each of BM and AP agreed that this u unpaid compensation would be paid in 20 equal monthly instalments,
subject to payment of payroll, social security and other taxes, commencing on the 30th day following the earlier to
occur of (i) the closing of an equity raise by the Company with gross proceeds to the Company of at least $1.5 million, (ii) the completion
of seven consecutive (7) months positive cash flow for the Company in such amount as will allow the Company to cover its operating expenses
and (iii) termination of BM or AP employment by the Company of for any reason other than cause and (iii) termination of employment by
the Company of for any reason other than cause.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
Resignation
of Director
On
May 14, 2024, Neil Kline notified the board of directors (the “Board”) of the
Company of his resignation from the Board, effective immediately. The resignation of Mr. Kline as a director was not related to any disagreement
with the Company on any matter relating to the Company’s operations, policies or practices.
On
May 16, 2024, Mr. Kline entered into an arrangement with Company pursuant to which he will be assisting the Company on a consulting basis
in consideration of the issuance of three (3) million restricted shares of the Company’s common stock, of which 750,000 will be
vested as of the date of issuance and the balance to vest in equal instalments on a quarterly basis beginning with the quarter ending
September 30, 2024.
Compensation
Arrangement
On
May 14, 2024, the Board approved the issuance to AS Qualified Common Stock Options to purchase 6,000,000 shares of the Company’s
Common Stock at a per share exercise price of $0.0001. Under the terms of the employment agreement with the Company’s subsidiary
SleepX, AS was entitled to these options following the issuance by the Company of at least 100 million shares of common stock in respect
of third-party investments in the Company, which was satisfied in February 2024. The options will vest and become exercisable as of July
1, 2024.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
AppYea,
Inc. |
| |
|
|
| |
By: |
/s/
Asaf Porat |
| |
Name:
|
Asaf
Porat |
| |
Title: |
Chief
Financial Officer |
Date:
May 17, 2024
Exhibit
10.1
DEBT
CONVERSION AND SETTLEMENT AGREEMENT
This
Debt Conversion and Settlement Agreement (the “Agreement”) is made as of April 8, 2024 (the “Effective
Date”) by and between AppYea, Inc., a Nevada corporation (the “Company”), and Boris Molchadsky
(the “Debt Holder”).
WHEREAS,
Debt Holder has been continuously employed by the Company since July 1, 2021 (the “Services”) at an average agreed upon fee
of $6,972 per month, for a total amount owing through December 31, 2023 of $209,150 (“the Fee”);
WHEREAS,
due to cash flow constraints, the Company has not paid to the Debt Holder the Fee as and when due;
WHEREAS,
the Company and the Debt Holder have reached agreement to convert a portion of Fee in the amount of $139,150 (the “Converted
Fee”) into shares of the Company’s common stock par value of $0.0001 (the “Common Stock”) at a per share
conversion rate of $0.07 (the “Conversion Rate”);
WHEREAS,
the Company and the Debt Holder have agreed to address the future payment of $70,000, which represents the portion of the Fee not being
converted hereunder (the “Non-Converted Fee”).
NOW,
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Debt Holder and the
Company agree as follows:
1.
Conversion to Common Stock. Effective as of the Effective Date, the Fee shall be converted into Equity Interests of Company in
an amount representing 1,987,858 shares of Common Stock. As used herein, the term “Equity Interests” of the Company shall
mean and refer to option or shares under a compensation plan under Section 102 of the Israeli Tax Code as approved by the Israeli Tax
Authorities. The conversion of the Fee into Equity Interests shall be given retroactive effect to January 1, 2024.
By
its signature below the Debt Holder acknowledges the repayment of Fee upon the issuance of such Equity Interests.
2.
Settlement of the Non-Converted Fee. The Non-Converted Fee shall become payable in 20 equal monthly installments of $3,500, subject
to payment of payroll, social security, and other taxes, (the “Monthly Instalment Payment”), commencing on the 30th
day following the earlier to occur of the following: (i) the closing of an equity raise by the Company with proceeds to
the Company of at least $1.5 million, (ii) the completion of seven consecutive (7) months positive cash flow for the Company in such
amount as will allow the Company to cover its operating expenses and (iii) termination of employment by the Company of for any reason
other than cause and (iii) termination of Debt Holder’s employment by the Company of for any reason other than cause.
2.
Debt Holder Representations. The Company is issuing the Common Stock to Debt Holder in reliance upon the following representations
made by Debt Holder:
(a)
Debt Holder acknowledges and agrees that the shares of Common Stock are characterized as “restricted securities” under the
Securities Act of 1933 (as amended and together with the rules and regulations promulgated thereunder, the “Securities Act”)
and that, under the Securities Act and applicable regulations thereunder, such securities may not be resold, pledged or otherwise transferred
without registration under the Securities Act or an exemption therefrom. Debt Holder acknowledges and agrees that (i) the shares of Common
Stock are being offered in a transaction not involving any public offering in the United States within the meaning of the Securities
Act, and the shares of Common Stock have not yet been registered under the Securities Act, and (ii) such shares of Common Stock may be
offered, resold, pledged or otherwise transferred only in a transaction registered under the Securities Act, or meeting the requirements
of Rule 144, or in accordance with another exemption from the registration requirements of the Securities Act (and based upon an opinion
of counsel if the Company so requests) and in accordance with any applicable securities laws of any State of the United States or any
other applicable jurisdiction.
(b)
Debt Holder acknowledges and agrees that (i) the registrar or transfer agent for the shares of Common Stock will not be required to accept
for registration of transfer any shares except upon presentation of evidence satisfactory to the Company that the restrictions on transfer
under the Securities Act have been complied with and (ii) any shares of Common Stock in the form of definitive physical certificates
will bear a restrictive legend.
(c)
Debt Holder acknowledges and agrees that: (a) the shares of Common Stock have not been registered under the Securities Act, or under
any state securities laws, and are being offered and sold in reliance upon federal and state exemptions for transactions not involving
any public offering; (b) Debt Holder is acquiring the shares of Common Stock solely for its own account for investment purposes, and
not with a view to the distribution thereof in a transaction that would violate the Securities Act or the securities laws of any State
of the United States or any other applicable jurisdiction; (c) Debt Holder is a sophisticated purchaser with such knowledge and experience
in business and financial matters that it is capable of evaluating the merits and risks of purchasing the shares of Common Stock; (d)
Debt Holder has had the opportunity to obtain from the Company such information as desired in order to evaluate the merits and the risks
inherent in holding the shares of Common Stock; (e) Debt Holder is able to bear the economic risk and lack of liquidity inherent in holding
the shares of Common Stock; (f) Debt Holder is an “accredited investor” within the meaning of Rule 501(a) under the Securities
Act; and (g) Debt Holder either has a pre-existing personal or business relationship with the Company or its officers, directors or controlling
persons, or by reason of Debt Holder’s business or financial experience, or the business or financial experience of their professional
advisors who are unaffiliated with and who are not compensated by the Company, directly or indirectly, have the capacity to protect their
own interests in connection with the purchase of the Common Stock.
(d)
Debt Holder’s investment in the Company pursuant to this Common Stock is consistent, in both nature and amount, with Debt Holder’s
overall investment program and financial condition.
(e)
Debt Holder’s principal residence is in the State of Israel.
3.
Miscellaneous.
(a)
This Agreement shall be construed and enforced in accordance with the laws of the State of Nevada.
(b)
This Agreement constitutes the entire agreement between the parties and supersedes all prior oral or written negotiations and agreements
between the parties with respect to the subject matter hereof. No modification, variation or amendment of this Agreement (including any
exhibit hereto) shall be effective unless made in writing and signed by both parties.
(c)
Each party to this Agreement hereby represents and warrants to the other party that it has had an opportunity to seek the advice of its
own independent legal counsel with respect to the provisions of this Agreement and that its decision to execute this Agreement is not
based on any reliance upon the advice of any other party or its legal counsel. Each party represents and warrants to the other party
that in executing this Agreement such party has completely read this Agreement and that such party understands the terms of this Agreement
and its significance. This Agreement shall be construed neutrally, without regard to the party responsible for its preparation.
(d)
Each party to this Agreement hereby represents and warrants to the other party that (i) the execution, performance and delivery of this
Agreement has been authorized by all necessary action by such party; (ii) the representative executing this Agreement on behalf of such
party has been granted all necessary power and authority to act on behalf of such party with respect to the execution, performance and
delivery of this Agreement; and (iii) the representative executing this Agreement on behalf of such party is of legal age and capacity
to enter into agreements which are fully binding and enforceable against such party.
(e)
This Agreement may be executed in any number of counterparts and may be delivered by email, all of which taken together shall constitute
a single instrument.
This
Agreement is entered into and effective as of the date first written above.
| COMPANY: |
DEBT
HOLDER:
|
| |
|
|
| AppYea, Inc. |
/s/
Boris Molchadsky
|
| |
|
Boris
Molchadsky |
| |
|
|
| By: |
/s/ Adi Shemer |
|
Exhibit
10.2
DEBT
CONVERSION AGREEMENT
This
Debt Conversion Agreement (the “Agreement”) is made as of April 14, 2024, 2024 by and between AppYea, Inc.,
a Nevada corporation (the “Company”), and Adi Shemer (the “Debt Holder”).
WHEREAS,
Debt Holder has been continuously employed by the Company since 07.01.2023 (the “Services”) at an average agreed upon fee
of $7,381 per month, for a total amount owing through December 31, 2023, of $44,284 (the Fee”);
WHEREAS,
due to cash flow constraints, the Company has not paid to the Debt Holder the Fee;
WHEREAS,
the Company and the Debt Holder have reached agreement to convert the Fee into shares of the Company’s common stock par value $0.0001
(the “Common Stock”) at a per share conversion rate of $0.04 (the “Conversion Rate”)
NOW,
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Debt Holder and the
Company agree as follows:
1.
Conversion to Common Stock. Effective as of January 1st, 2024, the Fee shall be converted into shares of Common Stock
at the Conversion Rate for an aggregate number of 1,122,239 shares. Upon execution of this Agreement, the Company shall instruct its
transfer agent to issue a total of 1,122,239 shares of Common Stock to the Debt Holder, and by its signature below the Debt Holder acknowledges
the repayment of Fee upon the issuance of such shares.
2.
Debt Holder Representations. The Company is issuing the Common Stock to Debt Holder in reliance upon the following representations
made by Debt Holder:
(a)
Debt Holder acknowledges and agrees that the shares of Common Stock are characterized as “restricted securities” under the
Securities Act of 1933 (as amended and together with the rules and regulations promulgated thereunder, the “Securities Act”)
and that, under the Securities Act and applicable regulations thereunder, such securities may not be resold, pledged or otherwise transferred
without registration under the Securities Act or an exemption therefrom. Debt Holder acknowledges and agrees that (i) the shares of Common
Stock are being offered in a transaction not involving any public offering in the United States within the meaning of the Securities
Act, and the shares of Common Stock have not yet been registered under the Securities Act, and (ii) such shares of Common Stock may be
offered, resold, pledged or otherwise transferred only in a transaction registered under the Securities Act, or meeting the requirements
of Rule 144, or in accordance with another exemption from the registration requirements of the Securities Act (and based upon an opinion
of counsel if the Company so requests) and in accordance with any applicable securities laws of any State of the United States or any
other applicable jurisdiction.
(b)
Debt Holder acknowledges and agrees that (i) the registrar or transfer agent for the shares of Common Stock will not be required to accept
for registration of transfer any shares except upon presentation of evidence satisfactory to the Company that the restrictions on transfer
under the Securities Act have been complied with and (ii) any shares of Common Stock in the form of definitive physical certificates
will bear a restrictive legend.
(c)
Debt Holder acknowledges and agrees that: (a) the shares of Common Stock have not been registered under the Securities Act, or under
any state securities laws, and are being offered and sold in reliance upon federal and state exemptions for transactions not involving
any public offering; (b) Debt Holder is acquiring the shares of Common Stock solely for its own account for investment purposes, and
not with a view to the distribution thereof in a transaction that would violate the Securities Act or the securities laws of any State
of the United States or any other applicable jurisdiction; (c) Debt Holder is a sophisticated purchaser with such knowledge and experience
in business and financial matters that it is capable of evaluating the merits and risks of purchasing the shares of Common Stock; (d)
Debt Holder has had the opportunity to obtain from the Company such information as desired in order to evaluate the merits and the risks
inherent in holding the shares of Common Stock; (e) Debt Holder is able to bear the economic risk and lack of liquidity inherent in holding
the shares of Common Stock; (f) Debt Holder is an “accredited investor” within the meaning of Rule 501(a) under the Securities
Act; and (g) Debt Holder either has a pre-existing personal or business relationship with the Company or its officers, directors or controlling
persons, or by reason of Debt Holder’s business or financial experience, or the business or financial experience of their professional
advisors who are unaffiliated with and who are not compensated by the Company, directly or indirectly, have the capacity to protect their
own interests in connection with the purchase of the Common Stock.
(d)
Debt Holder’s investment in the Company pursuant to this Common Stock is consistent, in both nature and amount, with Debt Holder’s
overall investment program and financial condition.
(e)
Debt Holder’s principal residence is in the State of Israel.
3.
Miscellaneous.
(a)
This Agreement shall be construed and enforced in accordance with the laws of the State of Nevada.
(b)
This Agreement constitutes the entire agreement between the parties and supersedes all prior oral or written negotiations and agreements
between the parties with respect to the subject matter hereof. No modification, variation or amendment of this Agreement (including any
exhibit hereto) shall be effective unless made in writing and signed by both parties.
(c)
Each party to this Agreement hereby represents and warrants to the other party that it has had an opportunity to seek the advice of its
own independent legal counsel with respect to the provisions of this Agreement and that its decision to execute this Agreement is not
based on any reliance upon the advice of any other party or its legal counsel. Each party represents and warrants to the other party
that in executing this Agreement such party has completely read this Agreement and that such party understands the terms of this Agreement
and its significance. This Agreement shall be construed neutrally, without regard to the party responsible for its preparation.
(d)
Each party to this Agreement hereby represents and warrants to the other party that (i) the execution, performance and delivery of this
Agreement has been authorized by all necessary action by such party; (ii) the representative executing this Agreement on behalf of such
party has been granted all necessary power and authority to act on behalf of such party with respect to the execution, performance and
delivery of this Agreement; and (iii) the representative executing this Agreement on behalf of such party is of legal age and capacity
to enter into agreements which are fully binding and enforceable against such party.
(e)
This Agreement may be executed in any number of counterparts and may be delivered by email, all of which taken together shall constitute
a single instrument.
This
Agreement is entered into and effective as of the date first written above.
| COMPANY: |
DEBT
HOLDER: |
| |
|
|
| AppYea, Inc. |
/s/
Adi Shemer |
| |
|
Adi
Shemer |
| |
|
|
| By: |
/s/ Asaf
Porat |
|
Exhibit
10.3
DEBT
CONVERSION AND SETTLEMENT AGREEMENT
This
Debt Conversion and Settlement Agreement (the “Agreement”) is made as of April 8, 2024 (the “Effective
Date”) by and between AppYea, Inc., a Nevada corporation (the “Company”), and Asaf Porat (the “Debt
Holder”).
WHEREAS,
Debt Holder has been continuously employed by the Company since July 1, 2021 (the “Services”) at an average agreed upon fee
of $6,820 per month, for a total amount owing through December 31, 2023 of $204,589 (“the Fee”);
WHEREAS,
due to cash flow constraints, the Company has not paid to the Debt Holder the Fee as and when due;
WHEREAS,
the Company and the Debt Holder have reached agreement to convert a portion of Fee in the amount of $154,589 (the “Converted
Fee”) into shares of the Company’s common stock par value $0.0001 (the “Common Stock”) at a per share conversion
rate of $0.04 (the “Conversion Rate”);
WHEREAS,
the Company and the Debt Holder have agreed to address the future payment of $50,000, which represents the portion of the Fee not being
converted hereunder (the “Non-Converted Fee”).
NOW,
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Debt Holder and the
Company agree as follows:
1.
Conversion to Common Stock. Effective as of the Effective Date, the Fee shall be converted into Equity Interests of Company in
an amount representing 3,864,727 shares of Common Stock. As used herein, the term “Equity Interests” of the Company shall
mean and refer to option or shares under a compensation plan under Section 102 of the Israeli Tax Code as approved by the Israeli Tax
Authorities. The conversion of the Fee into Equity Interests shall be given retroactive effect to January 1, 2024.
By
its signature below the Debt Holder acknowledges the repayment of Fee upon the issuance of such Equity Interests.
2.
Settlement of the Non-Converted Fee. The Non-Converted Fee shall become payable in 20 equal monthly instalments of $2,500, subject
to payment of payroll, social security and other taxes, (the “Monthly Instalment Payment”), commencing on the 30th
day following the earlier to occur of the following: (i) the closing of an equity raise by the Company with proceeds to
the Company of at least $1.5 million, (ii) the completion of seven consecutive (7) months positive cash flow for the Company in such
amount as will allow the Company to cover its operating expenses and (iii) termination of employment by the Company of for any reason
other than cause and (iii) termination of Debt Holder’s employment by the Company of for any reason other than cause.
2.
Debt Holder Representations. The Company is issuing the Common Stock to Debt Holder in reliance upon the following representations
made by Debt Holder:
(a)
Debt Holder acknowledges and agrees that the shares of Common Stock are characterized as “restricted securities” under the
Securities Act of 1933 (as amended and together with the rules and regulations promulgated thereunder, the “Securities Act”)
and that, under the Securities Act and applicable regulations thereunder, such securities may not be resold, pledged or otherwise transferred
without registration under the Securities Act or an exemption therefrom. Debt Holder acknowledges and agrees that (i) the shares of Common
Stock are being offered in a transaction not involving any public offering in the United States within the meaning of the Securities
Act, and the shares of Common Stock have not yet been registered under the Securities Act, and (ii) such shares of Common Stock may be
offered, resold, pledged or otherwise transferred only in a transaction registered under the Securities Act, or meeting the requirements
of Rule 144, or in accordance with another exemption from the registration requirements of the Securities Act (and based upon an opinion
of counsel if the Company so requests) and in accordance with any applicable securities laws of any State of the United States or any
other applicable jurisdiction.
(b)
Debt Holder acknowledges and agrees that (i) the registrar or transfer agent for the shares of Common Stock will not be required to accept
for registration of transfer any shares except upon presentation of evidence satisfactory to the Company that the restrictions on transfer
under the Securities Act have been complied with and (ii) any shares of Common Stock in the form of definitive physical certificates
will bear a restrictive legend.
(c)
Debt Holder acknowledges and agrees that: (a) the shares of Common Stock have not been registered under the Securities Act, or under
any state securities laws, and are being offered and sold in reliance upon federal and state exemptions for transactions not involving
any public offering; (b) Debt Holder is acquiring the shares of Common Stock solely for its own account for investment purposes, and
not with a view to the distribution thereof in a transaction that would violate the Securities Act or the securities laws of any State
of the United States or any other applicable jurisdiction; (c) Debt Holder is a sophisticated purchaser with such knowledge and experience
in business and financial matters that it is capable of evaluating the merits and risks of purchasing the shares of Common Stock; (d)
Debt Holder has had the opportunity to obtain from the Company such information as desired in order to evaluate the merits and the risks
inherent in holding the shares of Common Stock; (e) Debt Holder is able to bear the economic risk and lack of liquidity inherent in holding
the shares of Common Stock; (f) Debt Holder is an “accredited investor” within the meaning of Rule 501(a) under the Securities
Act; and (g) Debt Holder either has a pre-existing personal or business relationship with the Company or its officers, directors or controlling
persons, or by reason of Debt Holder’s business or financial experience, or the business or financial experience of their professional
advisors who are unaffiliated with and who are not compensated by the Company, directly or indirectly, have the capacity to protect their
own interests in connection with the purchase of the Common Stock.
(d)
Debt Holder’s investment in the Company pursuant to this Common Stock is consistent, in both nature and amount, with Debt Holder’s
overall investment program and financial condition.
(e)
Debt Holder’s principal residence is in the State of Israel.
3.
Miscellaneous.
(a)
This Agreement shall be construed and enforced in accordance with the laws of the State of Nevada.
(b)
This Agreement constitutes the entire agreement between the parties and supersedes all prior oral or written negotiations and agreements
between the parties with respect to the subject matter hereof. No modification, variation or amendment of this Agreement (including any
exhibit hereto) shall be effective unless made in writing and signed by both parties.
(c)
Each party to this Agreement hereby represents and warrants to the other party that it has had an opportunity to seek the advice of its
own independent legal counsel with respect to the provisions of this Agreement and that its decision to execute this Agreement is not
based on any reliance upon the advice of any other party or its legal counsel. Each party represents and warrants to the other party
that in executing this Agreement such party has completely read this Agreement and that such party understands the terms of this Agreement
and its significance. This Agreement shall be construed neutrally, without regard to the party responsible for its preparation.
(d)
Each party to this Agreement hereby represents and warrants to the other party that (i) the execution, performance and delivery of this
Agreement has been authorized by all necessary action by such party; (ii) the representative executing this Agreement on behalf of such
party has been granted all necessary power and authority to act on behalf of such party with respect to the execution, performance and
delivery of this Agreement; and (iii) the representative executing this Agreement on behalf of such party is of legal age and capacity
to enter into agreements which are fully binding and enforceable against such party.
(e)
This Agreement may be executed in any number of counterparts and may be delivered by email, all of which taken together shall constitute
a single instrument.
This
Agreement is entered into and effective as of the date first written above.
| COMPANY: |
DEBT
HOLDER:
|
| |
|
|
| AppYea, Inc. |
/s/
Asaf Porat
|
| |
|
Asaf
Porat |
| |
|
|
| By: |
/s/ Asaf Porat |
|
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duration |
|
| X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityCentralIndexKey |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:centralIndexKeyItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
Appyea (QB) (USOTC:APYP)
過去 株価チャート
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