NOTE 13. SUBSEQUENT EVENTS

In July 2023, the Company entered into an amendment to the March 2022 Acquisition securities purchase agreement (the “March 2022 Acquisition Amendment”). The March 2022 Acquisition Amendment provides that the March 2022 Acquisition earnout amounts totaling $3,500 (the “March 2022 Acquisition Earn-Out Amount”) are now tied to employment status of the seller through December 31, 2025, irrespective of the actual financial performance of the acquired company. In exchange for the March 2022 Acquisition Earn-Out Amount, the March 2022 Acquisition Amendment further provides that certain restrictive operational covenants and obligations of the Company terminated immediately as of the date of the March 2022 Acquisition Amendment.

In August 2023, the Company entered into a three year credit agreement with Alterna Capital Solutions, LLC (“ACS”) pursuant to which the Company may borrow up to $30,000 (the “Credit Facility”). Loans under the Credit Facility are secured by certain domestic receivables and other assets. The Credit Facility bears interest at the greater of Prime rate plus 1% or 9.5%, and minimum annual interest of $250 if no funds are drawn under the Credit Facility in a given year. Under the terms of the Credit Facility, the Company will pay a one-time facility fee of $450 in advance, and is subject to certain prepayment penalties if the Credit Facility is terminated early. ACS will be a senior secured creditor.