EXHIBIT 10.14


 


 


 


 


ADVANCE 
SCHEDULE


No.
02


 


ONE UP INNOVATIONS,
INC. FOAM LABS, INC.


 


Funding
Date:  October 1,
2015


 


This
Advance Schedule (the "Schedule") is issued pursuant to and is subject to all terms and conditions of the Credit
Card Receivables Advance Agreement, dated on or about April 21, 2015 (as amended from time to time in accordance with its terms,
the "Master Agreement"), between POWER UP LENDING GROUP, LTD.
(the "Lender'') and ONE UP
INNOVATIONS, INC. and
FOAM LABS, INC.,
(individually and collectively,
the "Merchant"). Capitalized terms used and not defined in this Schedule have the meanings given to them
in the Master Agreement.


 


The Merchant has requested
that the Lender make an Advance to the Merchant, and the Lender is willing to make such Advance, in each case subject to the following
terms and conditions:


 


	 	1.The Advance Amount is:	$  100,000.00
	 	2.The fee is:	$19,000.00
	 	3.The Collection Amount is:	$       119,000.00
	 	4.The Fixed Daily payment is:	$         566.67
	 	5.The Collection Date is August 2, 2016	 


		6.	The Collection Account Bank and Collection Account are as
follows:



 


Bank name:Signature Bank


26 Court
St.


Brooklyn,
NY 11242


Routing/ABA
Number: Account Name to credit: Account Number to credit:


XXXXX3576


One
Up Innovations XXXXXX0478


 


		7.	The Merchant agrees to
repay the Collection Amount (plus all Reimbursable
Expenses) by remitting (or causing to be remitted)
to the Lender, on or before the Collection Date, the Collection Amount, by
authorizing Lender to retain the Fixed Daily Payment from the Collection Account as provided in the Master Agreement. If the Collection
Amount is remitted to the Lender before the Collection Date, the Merchant shall not be entitled
to any refund or other compensation. If the Collection Amount is not remitted to the Lender
by the Collection Date, Merchant may be subject to extension fees as set forth in the Master Agreement.



 


		8.	The Merchant grants to the Lender a security
interest in the Collateral to secure the Merchant's obligation to pay the Collection Amount and to secure all other existing and
future obligations of the Merchant to the Lender.



 


		9.	The Merchant understands
and agrees that all Advances by Lender to Merchant under the Master Agreement, this Advance Schedule, and under any other Related
Agreements constitute one loan, and all indebtedness and obligations of Merchant to Lender under the Master Agreement, this Advance
Schedule and the Related Agreements, present and future, constitute one
general obligation secured by the Collateral.



 


 


 


 


 


 


 






     

     

    

 


 


 


 


	 	10.	The Merchant reaffirms all terms, conditions and agreements set forth in the Master Agreement and any Related Agreements and further
represents and warrants to the Lender that all representations and warranties made by the Merchant in the Master Agreement and
any Related Agreements entered into on or before the date hereof are true and correct on the date hereof as if
made on the date hereof. 






 


 


  


This
Schedule may be executed in counterparts. Each counterpart shall be deemed an original but all of which together shall constitute
one and the same instrument. An executed facsimile of this Schedule shall be deemed to be a valid and binding agreement between
the parties hereto.


 


Agreed to:


 


 


POWER UP LENDING GROUP, LTD.


ONE UP INNOVATIONS,
INC.


for itself and as Disbursing
Agent


 


By: /s/ Curt Kramer 


Name:
Curt Kramer


Title: President


By: /s/ Louis Friedman


 


 


Name: Louis Friedman Title:
President & CEO


 


STATE OF GEORGIA)


)ss.:


COUNTY OF)


 


On
this1st day of October, 2015 before me personally appeared Louis S. Friedman, personally
known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument
and acknowledged to me that he/she is the President of
ONE UP INNOVATIONS, INC. and FOAM LABS, INC., the corporations herein described and that he/she
executed the same in his/her capacity as an officer of said corporations, and that he/she
signed the instrument by order of the board of directors of said respective corporations.


 


/ s/ Jasma D. Haskins


Notary
Public