| COMMITMENT AND CONTINGENT LIABILITIES |
NOTE
13 – COMMITMENT AND CONTINGENT LIABILITIES
| A. | Save
Foods Ltd. (a discontinued operation) is committed to pay royalties to the IIA on the proceeds from sales of products
resulting from research and development projects in which the IIA participates by way of
grants. In the first 3 years of sales the Company will pay 3% of the sales of the product
which was developed under IIA research and development projects. In the fourth, fifth and
sixth years of sales, the Company shall pay 4% of such sales and thereafter the Company will
pay 5% of up to 100% of the amount of grants received plus interest at SOFR for 12 months.
Save Foods Ltd. was entitled to the grants only upon incurring research and development expenditures.
There were no future performance obligations related to the grants received from the IIA.
As of December 31, 2025 and 2024, the contingent liabilities with respect to grants received
from the IIA, subject to repayment under these royalty agreements on future sales is $156,
not including interest. As of December 31, 2025, and 2024, the Company did not accrue for
or pay any royalties to the IIA as no revenue related to the funded projects has yet been
generated. |
| B. | On
June 1, 2021 the Company terminated its October 10, 2018, consulting agreements with two of its consultants and signed new
consulting agreements with the parties pursuant to which the consultants will provide the Company with business development and
strategic consulting services including ongoing consulting for the Company, board and management. The agreements may be terminated
by either party upon 30 days prior written notice. The Company would pay each, a monthly fee of $13,
and $2
as reimbursement of expenses. In addition, the Company agreed to pay the consultants 5%
of any gain generated by the Company exceeding an initial gain of 25%
due to any sale, disposition or exclusive license of activities, securities, business, or similar events initiated by each the
consultants. In addition, each consultant is entitled to a special bonus for assisting with business opportunities or other
specified events (“Consultant Engagements”), authorized by the CEO or the chairman of the board. On September 9, 2024
the board approved cash bonuses to each of the consultants in the amount of $75.
On November 5, 2024 the Company approved cash bonuses to each of the consultants in the amount of $13
and one of the consultants received amount of $7
reimbursement of expenses incurred. On June 23, 2025 the board approved cash bonuses to each of the consultants in the amount of
$75.
On October 15, 2025 the board approved cash bonuses to each of the consultants in the amount of $100. |
NEXENTIS
TECHNOLOGIES INC.
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
(USD
in thousands, except share and per share data)
NOTE
13 – COMMITMENT AND CONTINGENT LIABILITIES (continued)
| C. | On
January 26, 2023, the Company entered into an advisory agreement with a consultant for a
period of ninety days. According to the agreement, the consultant will provide advisory services
to the Company in connection with pursuing and evaluating entering into an equity purchase
agreement (the “Equity Purchase Agreement”) with an institutional investor. The
Company will pay a success fee (the “Success Fee”) in the amount equal to 6%
of the gross proceeds received by the Company under any such equity purchase agreement to
be paid within five business days of each receipt of funds. However, with respect to any
amount received by the Company from certain investors, the Success Fee will be 5%. On July
20, 2023, the term of the agreement was extended until October 12, 2023. On December 13,
2023, the term was further extended to May 12, 2024 and the consultant will be entitled to
receive 3% of the gross proceeds received by the Company under the financing to be paid.
As of December 31, 2024 the Company paid a Success Fee in the amount of $94 to the consultant. |
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