Item 1.01 Entry into a Material Definitive Agreement

On July 27, 2021, we entered into a Common Stock Purchase Agreement ("CSPA") with Triton Funds, LP, a Delaware limited partnership ("Triton") giving us the option to sell up to $1,000,000 worth of our common stock to Triton, in increments, pursuant to the filing an S-1 Registration Statement. The term of the CSPA is when Triton has purchased $1,000,000 of our Securities or December 31, 2021.

On July 27, 2021, we entered into Common Stock Purchase Warrant Agreement under which Triton is granted a 3 year right to purchase up to 300,000 Common Stock Shares of the Company (the "Warrant Shares") subject to the terms and conditions of the Warrant and exercise of the Warrant by Triton. The purchase of the Warrant Shares is subject to an effective registration statement available for resale of such Warrant Shares.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description

10.1 Common Stock Purchase Agreement dated July 27, 2021

10.2 Common Stock Purchase Warrant dated July 27, 2021

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