PROMISSORY NOTE PAYABLE |
3 Months Ended |
|---|---|
Aug. 31, 2026 | |
| Debt Disclosure [Abstract] | |
| PROMISSORY NOTE PAYABLE | NOTE 7 – PROMISSORY NOTE PAYABLE On May 15, 2025, the Company acquired the “Smarterest” mobile application and related source code from Smarterest Incorporated for total consideration of $212,538 pursuant to an Application Sale Agreement. The purchase price consisted of $24,000 payable in accordance with the payment schedule set forth in the Application Sale Agreement and a non-interest-bearing promissory note in the principal amount of $188,538. The promissory note had an original maturity date of November 14, 2025. On November 13, 2025, the promissory note was amended to extend the maturity date to December 31, 2025. In accordance with ASC 470, Debt, the Company has recognized the promissory note at its face value as the impact of discounting is immaterial. No interest expense was recorded in connection with this note.
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On December 31, 2025, Smarterest Incorporated assigned all of its rights, title and interest under the promissory note, including the outstanding principal balance of $163,000, to 360 DIGITAL LLC pursuant to an Assignment of Rights under a Promissory Note. The Company received formal notice of such assignment. Following the assignment, the Company is obligated to make all payments under the promissory note to 360 DIGITAL LLC. The assignment does not modify, discharge or otherwise affect the Company's obligations under the promissory note, which remain in full force and effect. Following second amendment to Promissory Note dated December 31, 2025, the maturity date was extended from December 31, 2025 to November 14, 2026. If the Company defaults at maturity, the entire principal becomes immediately due and payable at the lender’s discretion, and while no interest shall accrue on overdue amounts, the Company is obligated to fully repay the principal and reimburse the lender for all reasonable collection costs, including attorneys’ fees. As of August 31, 2026 and May 31, 2026, the outstanding principal balance of the promissory note was $163,000, and no repayments were made during the three months ended August 31, 2026. The promissory note matures on November 14, 2026 and is classified as a current liability as its maturity date falls within twelve months of the balance sheet date. |