COMMITMENTS AND CONTINGENCIES	12 Months Ended
Dec. 31, 2024
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 9 – COMMITMENTS AND CONTINGENCIES Promissory Note Default On April 25, 2019, the Company received a demand letter from the legal counsel representing the third-party investor holding Note (A) from Note 6 that stated, among other things, that the Company has defaulted on Note (A). We communicated with the noteholder regarding these matters and were under advisement from our legal counsel that, although we had defaulted on Note (A) and as such are accruing the default interest of 24% as stated within Note (A), we are not otherwise in breach of Note (A). On April 16, 2024, the parties completed execution of an amendment to the convertible promissory Note (the “Amendment”) effective as of April 12, 2024 (the “Effective Date”). Pursuant to the terms of the Amendment, the parties stipulated that as of the Effective Date, the total outstanding amount under the Note was $339,023.00, consisting of $290,000.00 of principal and $49,023.00 of accrued interest. The Parties also stipulated that beginning on the Effective Date, the monthly interest rate on the outstanding principal amount of the Note would be $5,800 per month. Per the terms of the Note, the Parties agreed that all outstanding amounts under the Note shall be exchanged into the securities issued by the Company in the next Qualified Offering (as defined in the Amendment) consummated by the Company after the Effective Date (the “Exchange”). The Exchange shall occur on the date that the Company consummates its next “Qualified Offering” defined as an offering where the Company raises $3,000,000 in subscriptions from the sale of its equity securities. Auctus would then receive an amount of the securities in the Qualified Offering equal to the amount that would have been received if the Auctus had subscribed to the Qualified Offering for an amount equal to the total outstanding amount under the Note as of time of the conversion. The shares are to be issued to Auctus pursuant to an exemption from registration under Section 3(a)(9) of the Securities Act, as amended. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, attached as Exhibit 10.2 to the Current Report on Form 8-K filed April 22, 2024.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2024

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Promissory Note Default

On April 25, 2019, the Company received a demand letter from the legal counsel representing the third-party investor holding Note (A) from Note 6 that stated, among other things, that the Company has defaulted on Note (A).

We communicated with the noteholder regarding these matters and were under advisement from our legal counsel that, although we had defaulted on Note (A) and as such are accruing the default interest of 24% as stated within Note (A), we are not otherwise in breach of Note (A).

On April 16, 2024, the parties completed execution of an amendment to the convertible promissory Note (the “Amendment”) effective as of April 12, 2024 (the “Effective Date”). Pursuant to the terms of the Amendment, the parties stipulated that as of the Effective Date, the total outstanding amount under the Note was $339,023.00, consisting of $290,000.00 of principal and $49,023.00 of accrued interest. The Parties also stipulated that beginning on the Effective Date, the monthly interest rate on the outstanding principal amount of the Note would be $5,800 per month. Per the terms of the Note, the Parties agreed that all outstanding amounts under the Note shall be exchanged into the securities issued by the Company in the next Qualified Offering (as defined in the Amendment) consummated by the Company after the Effective Date (the “Exchange”). The Exchange shall occur on the date that the Company consummates its next “Qualified Offering” defined as an offering where the Company raises $3,000,000 in subscriptions from the sale of its equity securities. Auctus would then receive an amount of the securities in the Qualified Offering equal to the amount that would have been received if the Auctus had subscribed to the Qualified Offering for an amount equal to the total outstanding amount under the Note as of time of the conversion. The shares are to be issued to Auctus pursuant to an exemption from registration under Section 3(a)(9) of the Securities Act, as amended.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, attached as Exhibit 10.2 to the Current Report on Form 8-K filed April 22, 2024.

SPIRITS TIME INTERNATIONAL, INC. 10-K