| Schedule of Agreement History and Key Terms |
|
Agreement
history and key terms:
Schedule of Agreement History and Key Terms
| Version |
|
Effective
Date |
|
Key
Terms |
| Original
CAA |
|
March
29, 2023 |
|
Per-account
servicing fees ($26.08–$28.69/month in 2024); Company indemnified PCCU against loan losses; investment income split 75% Company
/ 25% PCCU. |
| First
Amended CAA |
|
December
31, 2024 |
|
Term
extended to December 31, 2028; indemnification eliminated; per-account fees replaced by a fixed asset hosting fee (0.01 × average
daily deposit balance); Company receives 100% of investment income on CRB funds; loan program income split introduced using a Constant
Maturity Treasury-based yield allocation formula which was approximately 35%. |
| Second
Amended CAA |
|
October 1, 2025 |
|
Material
economic terms agreed on or about October 1, 2025, following completion of the September 2025 Recapitalization; written agreement
formally executed on February 4, 2026 following resolution of procedural and documentation matters only. Term extended to December
31, 2031; Company’s loan program income share increased from approximately 35% to up to 65%; indemnification reinstated at
the Company’s 65% income share, supported by a minimum cash reserve tied to PCCU’s financial indemnification liability
estimate; asset hosting fee changed to a graduated (tiered) structure; NASDAQ compliance provision added (see below). |
|
| Schedule of Related Party Balances from Balance Sheet |
The
following amounts with PCCU are included in the unaudited condensed consolidated balance sheets:
Schedule
of Related Party Balances from Balance Sheet
| | |
March 31, 2026 | | |
December 31, 2025 | |
| Cash and cash equivalents | |
$ | 5,897,470 | | |
$ | 6,779,040 | |
| Accounts receivable | |
| 724,900 | | |
| 1,009,483 | |
| Accounts payable | |
| 161,751 | | |
| 171,365 | |
|
The following amounts with PCCU are included in the
consolidated balance sheets:
Schedule of Related Party Balances from Balance Sheet
| | |
December
31, 2025 | | |
December
31, 2024 | |
| Cash and cash equivalents | |
$ | 6,779,040 | | |
$ | 2,202,895 | |
| Accounts receivable | |
| 1,009,483 | | |
| 968,023 | |
| Accounts payable | |
| 171,365 | | |
| 75,608 | |
| Senior Secured Promissory Note | |
| - | | |
| 11,004,173 | |
|