Item 1.01 Entry into a Material Definitive Agreement

The information set forth in Item 2.03 is incorporated by reference into this Item 1.01.

The description of the promissory note is only a summary of the material terms of the note, does not purport to be a complete description of the note, and is qualified in its entirety by reference to the note, a copy of which is filed as Exhibit 10.1 and incorporated herein by reference.


 Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

           Off-Balance Sheet Arrangement of a Registrant



On March 24, 2021, the Company executed a Promissory Note payable to Lawrence M. Silver, as lender, pursuant to which the Company borrowed $500,000. The note matures on June 22, 2021, is unsecured, bears interest at a rate of 10% per annum, and the unpaid principal may be accelerated upon an event of default as defined thereunder.

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