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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Digital Locations Inc (PK) | USOTC:DLOC | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.00015 | -7.69% | 0.0018 | 0.0018 | 0.0021 | 0.0021 | 0.0018 | 0.00194 | 631,195 | 21:59:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter) |
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of Principal Executive Offices) | (Zip Code) |
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act | |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act | |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01. Entry into Definitive Material Agreement.
On May 16, 2024, Digital Locations, Inc. (the “Company”) entered an Amendment #1 to the Agreement Between Digital Locations, Inc. and The Florida International University Board of Trustees (the “Agreement”) to amend certain terms of its earlier agreement dated June 6, 2023 to conduct the work related to the project entitled “Direct Satellite to Smartphone Communications” (hereinafter, the “Project”). The Agreement specifically extends the Period of Performance to December 31, 2025, amends the Statement of Work and the Allocation of Funds for the Project as set forth in the Agreement.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.
10.1 | Amendment #1 to the Agreement Between Digital Locations Inc. and The Florida International University Board of Trustees dated May 16, 2024* | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
* Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or Exhibit will be furnished supplementally to the Securities and Exchange Commission upon request; provided, however that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any Attachment or Exhibit so furnished.
2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
DIGITAL LOCATIONS, INC. | ||
Date: May 22, 2024 | By: | /s/ Rich Berliner |
Name: | Rich Berliner | |
Title: | Chief Executive Officer |
3 |
EXHIBIT 10.1
CERTAIN SCHEDULES AND EXHIBITS HAVE BEEN OMITTED PURSUANT TO ITEM 601(a)(5) OF REGULATION S-K. IN ADDITION, PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO ITEM 601(b)(2) of REGULATION S-K BECAUSE THEY (i) ARE NOT MATERIAL AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. THE COMPANY AGREES TO FILE SUPPLEMENTALLY TO THE COMMISSION AN UNREDACTED COPY OF THIS EXHIBIT, OR A COPY OF ANY OMITTED SCHEDULE OR EXHIBIT, UPON REQUEST. OMITTED SCHEDULES AND INFORMATION ARE REPRESENTED BY A [*].
AMENDMENT #1 TO THE AGREEMENT
BETWEEN
DIGITAL LOCATIONS, INC
AND
THE FLORIDA INTERNATIONAL UNIVERSITY BOARD OF TRUSTEES
This Amendment is entered into as of the __16_ day of May, 2024 between Digital Locations, Inc. (hereinafter “Sponsor”), and the Florida International University Board of Trustees (hereinafter “FIU” or “University”), Sponsor and FIU shall hereinafter be referred to collectively as the “Parties” and individually as a “Party”, to modify that certain Agreement (hereinafter “Agreement”), entered into between the Parties to conduct work related to the project entitled “Direct Phone to Satellite Communication” (“Project”).
WHEREAS, the Parties wish to modify the Agreement as set forth hereinafter;
NOW THEREFORE, in consideration of the foregoing premises and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties hereby enter into this Amendment and agree to modify the Agreement as follows:
I. | PERIOD OF PERFORMANCE |
The period of performance of the Agreement is hereby modified so that the agreement shall continue without interruption until 12/31/2025 (“Project Period”).
IV. | STATEMENT OF WORK |
The Statement of Work, Appendix A of the Agreement, is revised as set forth in the Appendix A-1 attached hereto to provide for responsibilities of University in addition to those set forth in the Appendix A-1 in the Agreement.
V. | ALLOCATION OF FUNDS |
The Allocation of Funds section of the Agreement is hereby modified to state that the funds provided for FIU’s involvement in this Project shall not exceed $[*].
Accordingly, the funds provided for FIU’s involvement in the Project is hereby modified to increase the funding to FIU pursuant to the Agreement by the amount of $[*].
Additional funds provided for FIU’s involvement in this amendment shall be the fixed price amount of $[*] payable to FIU in US dollars (US$) according to this quarterly payment schedule;
September 2024: | $ | [*] | ||
December 2024: | $ | [*] | ||
March 2025: | $ | [*] | ||
June 2025: | $ | [*] |
Payment shall be made by Sponsor via wire (electronic funds) transfer to : [*]
All other terms and conditions of the Agreement remain unchanged and in full force and effect except to the extent that any other provision is in conflict with the modifications set forth herein in which case the modifications in this Amendment shall control.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by the undersigned officials as duly authorized.
THE
FLORIDA INTERNATIONAL UNIVERSITY BOARD OF TRUSTEES |
DIGITAL LOCATIONS, INC. | |
/s/ Ana M. Villafana | /s/ Rich Berliner | |
Name: Ana M. Villafana | Name: Rich Berliner | |
Title: Senior Director, Awards | Title: CEO | |
Division of Research | ||
Florida International University | ||
May 16, 2024 | May 16, 2024 |
APPENDIX A-1
[*]
Cover |
May 16, 2024 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | May 16, 2024 |
Entity File Number | 000-54817 |
Entity Registrant Name | DIGITAL LOCATIONS, INC. |
Entity Central Index Key | 0001407878 |
Entity Tax Identification Number | 20-5451302 |
Entity Incorporation, State or Country Code | NV |
Entity Address, Address Line One | 3700 State Street |
Entity Address, Address Line Two | Suite 350 |
Entity Address, Address Line Three | Santa |
Entity Address, City or Town | Santa Barbara |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 93105 |
City Area Code | (805) |
Local Phone Number | 456-7000 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Entity Emerging Growth Company | false |
1 Year Digital Locations (PK) Chart |
1 Month Digital Locations (PK) Chart |
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