v3.26.1
SCHEDULE OF DEBT (Details) - USD ($)
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Short-Term Debt [Line Items]    
Total $ 19,335,843 $ 20,107,705
Unamortized debt discount (2,363,231) (3,477,227)
Debt, net of Unamortized debt Discount 16,972,612 16,630,478
Convertible Notes [Member]    
Short-Term Debt [Line Items]    
Total [1],[2] $ 18,834,348 15,592,408
Debt instrument interest rate stated percentage 10.00%  
Maturity date description [3] September 2023- October 2030  
Convertible Notes [Member] | Minimum [Member]    
Short-Term Debt [Line Items]    
Debt instrument interest rate stated percentage [1],[2] 0.00%  
Convertible Notes [Member] | Maximum [Member]    
Short-Term Debt [Line Items]    
Debt instrument interest rate stated percentage [1],[2] 10.00%  
Notes Payable Financial Institutions [Member]    
Short-Term Debt [Line Items]    
Total [3] $ 501,495 $ 4,515,297
Maturity date description [3] August 2025- November 2052  
Notes Payable Financial Institutions [Member] | Minimum [Member]    
Short-Term Debt [Line Items]    
Debt instrument interest rate stated percentage [3] 3.75%  
Notes Payable Financial Institutions [Member] | Maximum [Member]    
Short-Term Debt [Line Items]    
Debt instrument interest rate stated percentage [3] 8.50%  
[1] During 2025, the Company consolidated convertible notes aggregating $9.1 million with convertible notes generating proceeds of $5.2 million. The terms are substantially the same with the exception of the convertible rate which is $1.20 per share of the Company’s common stock.
[2] In March 2024, and as amended in June 2025, the Company and the Belami sellers entered into a letter agreement modifying certain obligations under the Belami stock purchase agreement. In connection with the letter agreement, the Company issued convertible promissory notes to each of the sellers (the “Seller Note(s)”) in substitution of an aggregate of $3,117,909 in cash due to the sellers in monthly principal and interest payments of $300,000 beginning in July 2025 until fully paid in January 2026. The notes are convertible at $3 per share of common stock.
[3] Included in Convertible Notes are loans provided to the Company from two directors and an officer. The notes each have the following terms: three-year subordinated convertible promissory note of principal face amounts. Subject to other customary terms, a convertible promissory note with a principal amount of $600,000 payable to a director, together with accrued interest of $235,900, was converted into 379,955 shares of the Company’s common stock. The other remaining convertible promissory notes matured in May 2025, bear interest at an annual rate of 10% thereafter, which is payable annually in cash or common stock, at the holder’s discretion. At any time after issuance and prior to or on the maturity date, the notes are convertible at the option of the holder into shares of common stock at a conversion price of $3 per share.