Item 1.01 Entry into a Material Definitive Agreement
Effective March 29, 2022, Clickstream Corporation (the "Company") and its
subsidiary Rebel Blockchain Corp ("Rebel") entered into a Collaboration
Agreement (the "Agreement") with The Stan Lee Estate ("SLE") and Roc Nation LLC
("Roc Nation") pursuant to which the parties will collaborate in the mining,
marketing and distributing of non-fungible tokens ("NFTs) of among other things
data, art, assets, expressions and any other information, expressions and
renderings of or related to SLE that SLE owns, controls or otherwise has the
right to use and distribute on a non-exclusive and exclusive basis including 147
original art drawings by Stan Lee and autographed by Stan Lee as one NFT, Stan
Lee original drawings of Spiderman Circa 1940's, Stan Lee/Charles Schultz
collaboration painting of Snoopy and Spiderman, Silver Surfer artwork original
and Spiderman woven tapestry original.
For its compensation under the Agreement, the Company will receive 10% of net
revenues from original issue NFT's and 20% of all resale net revenues. In turn,
the Company will issue to SLE (a) 15,000,000 restricted shares of the Company's
common stock upon execution of the Agreement and (b) 10,000,000 restricted
shares of the Company's Common Stock after in each case NFT gross sales reach
$1.000,000, $10,000,000 and $20,000,000. Additionally, SLE is to receive a
series of 5% equity interests in Rebel after in each case NFT gross sales reach
$1,000,000, $5,000,000, $75,000,000 and $100,000,000. Also, Roc Nation is to
receive 15,000,000 restricted shares of the Company's Common Stock upon
execution of this Agreement and 5,000,000 restricted shares when NFT gross sales
reach $10,000,000.
The foregoing summary of the Agreement does not purport to be complete and is
qualified in its entirety by the terms and conditions set forth in the form
thereof attached hereto as Exhibit 10.1 which is incorporated by reference
herein, in its entirety.
Item 3.02 Unregistered Sales of Equity Securities
Reference is made to the discussion in Item 1.01, which is hereby incorporated
by reference. All such securities are restricted shares to be issued pursuant to
an exemption from the registration requirements of the Securities Act of 1933
under Section 4(a)(2).
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