RE:RE:RE:FACT: INTERTAINMENT MEDIA SOLD ORTSBO CODE FOR 2 MILLION $I'm not spinning anything... I'm posting the official wording since you obviously would rather it not be read...
ITEM
1.01
ENTRY INTO MATERIAL DEFINITIVE AGREEMENT.
Amendment to Services Agreement
On October 23, 2013,Yappn Corp (the “Company”), Yappn Acquisition Corp., Ortsbo, Inc. and its subsidiary Ortsbo USA Inc. (Ortsbo Inc. and
Ortsbo USA Inc. are collectively referred to herein as “Ortsbo”) entered into an amendment (the “Amendment”) to the Services Agreement, dated
March 21, 2013 (the “Services Agreement”), by and among Ortsbo, Inc., Ortsbo USA Inc., and Intertainment Media, Inc. Subsequently, Yappan
Acquisition Corp., a wholly-owned subsidiary of the Company, assumed the liabilities of Intertainment Media, who was a party to the Services
Agreement.
Pursuant to the Amendment, Orsbo granted the Company an exclusive license to use the Ortsbo Property (as defined in the Services Agreement,
which was filed as Exhibit 10.13 to the Company’s Current Report on Form 8-K filed March 4, 2013). Additionally, Ortsbo also granted the
Company a right of first refusal to purchase the Ortsbo Property in the event that Ortsbo shall receive and wishes to accept an offer to sell all or
part of the Ortsbo Property.
Additionally, pursuant to the Amendment, Ortsbo granted Yappn the right to purchase a copy of the source code of Ortsbo’s representational state
transfer (RST) application programming interface (API) as it relates to Social Media applications for a purchase price of $2,000,000 which may be
paid in cash or restricted shares of the Common Stock of Yappn based on a per share price of $.15 per share. Moreover, pursuant to the
Agreement, the Company will issue, to Ortsbo, 1,666,666 shares of its restricted common stock.
Ortsbo, Inc. and Ortsbo USA are wholly owned subsidiaries of Intertainment Media, Inc. (“IMI”). IMI beneficially controls approximately 70%
of the Company’s outstanding common stock. David Lucatch, the Company’s Chief Executive Officer is also Chief Executive Officer of
IMI. Mr. Lucatch is also the president and a member of the Board of Directors of Ortsbo, Inc. (he was Chief Executive Officer of Ortsbo Inc.
from 2010 through 2012) Mr. Lucatch is also a member of the Board of Directors of Ortsbo USA, Inc. Mr. Lucatch also serves as an officer
and/or director of several other subsidiaries of IMI.
The foregoing description of the Amendment referred to above does not purport to be complete and is qualified in its entirety by reference to the
Amendment, a copy of which is attached to this Current Report on Form 8-K and incorporated into this Item by reference.
The Company claims an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act") for issued of the
aforementioned securities to Ortsbo pursuant to Section 4(2) of the Act since, among other things, the transaction did not involve a public
offering.
Read more at https://www.stockhouse.com/companies/bullboard/v.int/intertainment-media-inc?postid=21875633#BLALxkxLDB7kHm76.99