1606 Corp.

11/07/2024 | Press release | Distributed by Public on 11/07/2024 15:02

Material Agreement Form 8 K

Item 1.01 Entry into a Material Definitive Agreement

On June 30, 2023, 1606 Corp., a Nevada corporation (the "Company"), issued to Gregory Lambrecht, the Company's former Chief Executive Officer and director, an Amended Promissory Note in the principal amount of $755,050.

Due to additional amounts loaned by Mr. Lambrecht to the Company, on November 1, 2024, the Company issued to Mr. Lambrecht an Amended and Restated Promissory Note in the principal amount of $1,220,550 (the "Note").

The Note matures on December 31, 2025, does not accrue any interest, and is subject to the following "Events of Default:"

·

The Company fails to pay, in full, any principal or other amounts due upon maturity;

·

The Company defaults in the performance of or compliance with any covenant, agreement or other obligation contained in the Note that is not remedied, waived or cured within 15 business days;

·

Any representation or warranty of the Company contained in the Note proves to have been false or incorrect in any material respect as of the date of the Note;

·

The Company has an uncured default for more than 30 days (as principal, guarantor, or other surety) in the payment of any principal of, premium (if any) or interest on any indebtedness for borrowed money to any other party, or defaults in the performance of or compliance with any other obligation contained in the documentation evidencing or securing any other indebtedness, and in connection with the default the indebtedness becomes due and payable prior to the date it would otherwise become due and payable, or the Company fails to pay the indebtedness at its stated maturity; or

·

other than on terms approved beforehand by the Mr. Lambrecht, the Company shall institutes proceedings to be adjudicated as bankrupt or insolvent, or consents to institution of bankruptcy or insolvency proceedings against it or the filing by it of a petition or answer or consent seeking reorganization or release under Title XI of the United States Code, or any other applicable.

The foregoing summary of the Note does not purport to be complete statements of the terms and conditions under the Note, of which are qualified in their entirety by the full terms and conditions of the Note, which is filed hereto as Exhibit 4.1.