SCHEDULE OF THE MATERIAL FEE PROVISIONS (Details) |
12 Months Ended |
|---|---|
Dec. 31, 2025 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Financing fee, description | 7% cash fee on capital raised, plus warrants for 7% of shares underlying securities issued, exercisable at 125% of the offering price, with a 5-year term |
| Transaction fee description | 3% of the total consideration in any merger, acquisition, joint venture, or similar transaction |
| Right of first refusal, description | 12 months post-termination: right to serve as sole book-running manager for any public offering or private placement |
| Fee Tail, description | 9 months post-termination: financing/transaction fees payable on parties introduced by Maxim |
| Indemnification, description | The Company indemnifies Maxim and related parties against losses, except for gross negligence or willful misconduct |
| Termination, description | Either party may terminate upon 5 days’ written notice after the 6-month anniversary; Company may terminate for Cause |