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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/01/22 Glucose Health, Inc. S-1 5/31/22 63:17M Discount Edgar/FA |
Document/Exhibit Description Pages Size
1: S-1 Registration Statement (General Form) HTML 1.15M
2: EX-2.1 Plan and Agreement of Merger HTML 30K
3: EX-2.2 Certificate of Merger HTML 56K
4: EX-3.1 Articles of Conversion HTML 16K
5: EX-3.2 Certificate of Conversion HTML 27K
6: EX-3.3 Amended and Restated Certificate of Incorporation HTML 52K
7: EX-3.4 Amended and Restated Bylaws HTML 63K
8: EX-3.5 Certificate of Correction HTML 19K
9: EX-10.2 Series B Preferred Stock Purchase Agreemen HTML 81K
10: EX-10.3 Series C Preferred Stock Purchase Agreement HTML 77K
11: EX-10.4 Series D Preferred Stock Purchase Agreement HTML 82K
12: EX-10.5 Series E Preferred Stock Purchase Agreement HTML 100K
13: EX-10.6 Convertible Promissory Note HTML 34K
14: EX-10.7 Services Agreement HTML 25K
15: EX-10.8 Consulting Agreement HTML 41K
16: EX-23.1 Consent of Expert or Counsel HTML 16K
19: EX-FILING FEES Filling Fee Table HTML 35K
17: EX-99.4 Consent HTML 17K
18: EX-99.5 Consent HTML 17K
25: R1 Cover HTML 47K
26: R2 Balance Sheets HTML 110K
27: R3 Balance Sheets (Parenthetical) HTML 53K
28: R4 Statements of Operations HTML 97K
29: R5 Statements of Shareholders' Equity HTML 68K
30: R6 Statements of Cash Flows HTML 95K
31: R7 Organization and Basis of Presentation HTML 30K
32: R8 Summary of Significant Accounting Policies HTML 82K
33: R9 Stockholders Equity HTML 85K
34: R10 Notes Payable HTML 32K
35: R11 Federal Income Tax HTML 51K
36: R12 Commitments Contingencies HTML 22K
37: R13 REVENUE CONCENTRATION and ACCOUNTS RECEIVABLE HTML 20K
38: R14 Recovery of Retailer Chargebacks HTML 20K
39: R15 Related Party Transactions HTML 22K
40: R16 Subsequent Events HTML 24K
41: R17 Summary of Significant Accounting Policies HTML 110K
(Policies)
42: R18 Summary of Significant Accounting Policies HTML 31K
(Tables)
43: R19 Stockholders Equity (Tables) HTML 57K
44: R20 Federal Income Tax (Tables) HTML 44K
45: R21 Organization and Basis of Presentation (Details HTML 48K
Narrative)
46: R22 Summary of Significant Accounting Policies HTML 24K
(Details)
47: R23 Summary of Significant Accounting Policies HTML 38K
(Details Narrative)
48: R24 Stockholders Deficit (Details) HTML 42K
49: R25 Stockholders Deficit (Details 1) HTML 32K
50: R26 Stockholders Deficit (Details Narrative) HTML 75K
51: R27 Notes Payable (Details Narrative) HTML 70K
52: R28 Federal Income Tax (Details) HTML 25K
53: R29 Federal Income Tax (Details 1) HTML 28K
54: R30 Federal Income Tax (Details Narrative) HTML 24K
55: R31 REVENUE CONCENTRATION and ACCOUNTS RECEIVABLE HTML 27K
(Details Narrative)
56: R32 Recovery of Retailer Chargebacks (Details HTML 19K
Narrative)
57: R33 Related Party Transactions (Details Narrative) HTML 23K
58: R34 Subsequent Events (Details Narrative) HTML 54K
61: XML IDEA XML File -- Filing Summary XML 90K
59: XML XBRL Instance -- gluc_s1_htm XML 949K
60: EXCEL IDEA Workbook of Financial Reports XLSX 58K
22: EX-101.CAL XBRL Calculations -- gluc-20220331_cal XML 105K
24: EX-101.DEF XBRL Definitions -- gluc-20220331_def XML 337K
21: EX-101.LAB XBRL Labels -- gluc-20220331_lab XML 553K
23: EX-101.PRE XBRL Presentations -- gluc-20220331_pre XML 468K
20: EX-101.SCH XBRL Schema -- gluc-20220331 XSD 116K
62: JSON XBRL Instance as JSON Data -- MetaLinks 215± 282K
63: ZIP XBRL Zipped Folder -- 0001477932-22-004038-xbrl Zip 605K
| gluc_ex107.htm |
EXHIBIT 10.7
SERVICES AGREEMENT
THIS AGREEMENT, is made as of April 1, 2022, between Glucose Health, Inc. (“Company”) and BTB Management Company (“Consultant”) and super cedes a previous agreement dated July 1, 2021, between the Company and Murray Fleming, and all provisions set forth in this Agreement shall govern.
| 1. | SERVICES. Consultant agrees to perform the services of management of corporate operations. Principal of Consultant agrees to serve as CEO and CFO of Company. | ||
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| 2. | RATE OF PAYMENT. $8,000.00 per month, ($24,000.00 per quarter) is payable to Consultant upon execution of this agreement. | ||
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| 3. | BONUS COMPENSATION FOR PERFORMANCE. An additional $100,000 in bonus compensation is payable or achievement of any combination of the following performance metrics. | ||
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| a. | Revenue: $50,000 bonus upon achieving $1 million Revenue. |
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| b. | Stockholder Equity: $25,000 bonus upon achieving $2 million Stockholder Equity. |
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| c. | Gross Margin: $10,000 for achieving 35% Gross Margin in a quarterly period. |
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| d. | Sales: $15,000 upon securing placement of a national or large regional retailer (upon receipt of first invoice payment). |
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| 4. | TERMS FOR SERVICES. This agreement renews quarterly until terminated by either party. |
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| 5. | CONFIDENTIAL INFORMATION. Each party hereto (“Such Party”) shall hold in trust for the other party hereto (“Such Other Party”) and shall not disclose to any non-party to the Agreement, any confidential information of Such Other Party. Confidential information is information which relates to Such Other Party’s research, development, trade secrets or business affairs, but does not include information which is generally known or easily ascertainable by non-parties of ordinary skill in computer systems design and programming. |
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| The Consultant hereby acknowledges that during the performance of this contract, the Consultant may learn or receive confidential Company information and therefore Consultant hereby confirms that all such information relating to the Company’s business will be kept confidential by the Consultant, except to the extent that such information is required to be divulged to the Consultant’s clerical or support staff or associates in order to enable Consultant to perform Consultant’s contract obligation. |
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| 6. | INDEPENDENT CONTRACTOR. Consultant is an independent contractor. Consultant is not an employee, agent, joint venture or partner of Company. Nothing shall be interpreted as creating an employment relationship. Consultant shall have control of the manner and means by which its services are provided to Company. CONSULTANT IS SOLELY LIABLE FOR ANY FEDERAL AND STATE INCOME AND WITHHOLDING TAXES, UNEMPLOYMENT TAXES, FICA TAXES, AND WORKER'S COMPENSATION PAYMENTS AND PREMIUMS APPLICABLE TO THIS AGREEMENT. |
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| 7. | COMPLETE AGREEMENT. This Agreement contains the entire agreement between the parties hereto with respect to the matters covered herein. No other agreements, representations, warranties or other matters, oral or written, purportedly agreed to or represented by or on behalf of the Consultant by any of its agents, or contained in any sales materials or brochures, shall be deemed to bind the parties hereto with respect to the subject matter hereof. The Company and Consultant acknowledge that they are entering into this Agreement solely on the basis of the representations contained herein. |
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| 8. | GENERAL PROVISIONS. This Agreement is binding upon the parties hereto and their respective successors, assignees and personal representatives. This Agreement shall be interpreted, construed and governed in accordance with the laws of the State of Nevada. This Agreement may be executed in counterparts and may be executed by telefax signature, which shall be valid and binding as original signatures for all purposes (evidentiary or otherwise). |
IN WITNESS WHEREOF, the parties hereto, have signed this Agreement, as of the date first above written:
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FOR GLUCOSE HEALTH, INC. |
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| Per: | /s/ Murray Fleming |
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| Murray Fleming, CEO/CFO |
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| FOR BTB MANAGEMENT COMPANY |
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| Per: | /s/ Murray Fleming |
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| Murray Fleming, Principal |
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| This ‘S-1’ Filing | Date | Other Filings | ||
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| Filed as of: | 6/1/22 | None on these Dates | ||
| Filed on: | 5/31/22 | |||
| 4/1/22 | ||||
| 7/1/21 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/09/23 Glucose Health, Inc. S-1/A 59:7M Discount Edgar/FA 9/06/22 Glucose Health, Inc. S-1/A 9/02/22 49:5.9M Discount Edgar/FA 8/05/22 Glucose Health, Inc. S-1/A 49:5.7M Discount Edgar/FA |