Note 4.Related-Party Transactions

Transactions with Common ownership affiliates:

On January 27, 2009, the Company entered into a licensing agreement with its affiliate through common ownership I.M. Operating LLC (“IMO”) for the use of the Scores brand name “Scores New York”. Robert M. Gans is the majority owner (72%) of IMO and is also the Company’s majority shareholder and chief executive officer and Howard Rosenbluth, the Company’s Treasurer and a Director, owns 2%. IMO owes the Company a royalty receivable of $0 and $0 as September 30, 2024 and December 31, 2023, respectively.

On August 31, 2017, IMO entered into an agreement to sell all of its assets to Club Azure LLC (“CA”). Effective September 1, 2017, IMO no longer operated Scores New York and terminated its licensing agreement with the Company. Mark Yackow, an unrelated party, is the sole owner (100%) of CA and former Chief Operating Officer of IMO. Effective September 1, 2017, the Company granted an exclusive, non-transferable license for the use of the “Scores New York” to CA for its gentlemen’s club in New York City. On March 16th, 2020, New York City Mayor Bill De Blasio ordered the closure of all New York City nightclubs, theaters, restaurants and concert venues in an effort to slow down the spread of Covid 19 and to protect ourselves against it. As a result of this closure order and effective March 17th, 2020, the above business entity closed and has been closed since.

The Company previously leased office space directly from Westside Realty of New York, Inc. (“WSR”), the owner of the West 27th Street Building. The majority owner of WSR (80%) is Robert M. Gans. Since April 1, 2009, the monthly rent has been $2,500 per month including overhead costs. This lease was terminated on December 31, 2020. As a result, this location was closed along with the offices of Scores Holding Co., Inc. With that the accounting operations were relocated to another property owned by another related party. WRNY did not charge rent from 1/1/2020 forward and the $22,500.00 balance due of rent owed was abated and never paid. Accordingly, this was written-off to additional paid in capital during the period ended June 30, 2023.

In addition, and because of a dispute between Westside Realty of New York, Inc. (the landlord of 533-535 W 27^th St.) and a lender holding a lien on 533-535 West 27^th Street, New York, N.Y. 10001 operational control of this location was lost on August 11, 2021. On

March 10^th, 2023, the new operator transferred this property to Clinton PB 27 LLC. and Scores Holding Co., Inc. was never able to return to this location.

As a result, the accrual of rent and related payable was reversed.

The Company incurred rent expense of $-0- and $0 for the periods ending September 30, 2024 and 2023, respectively. The Company owed WSR $0 and $0 in unpaid rents as of September 30, 2024 and December 31, 2023, respectively.

Effective January 1, 2013, the Company entered into a management services agreement with Metropolitan Lumber Hardware and Building Supplies, Inc. (“Metropolitan”) pursuant to which Metropolitan provides management and other services to the Company, including the services of Robert M. Gans and Howard Rosenbluth to act as executive officers of the Company. In consideration of the services, the Company paid Metropolitan a fee in the amount of $30,000 per year. Effective May 5, 2015, the agreement was amended increasing the annual fee to $90,000. Effective January 1, 2017, the agreement was further amended to remove the requirement that the services of Robert M. Gans to be provided under the agreement. In addition, Metropolitan shall be eligible for a discretionary cash bonus. The agreement may be terminated by either party upon ten days written notice. Mr. Gans is the sole owner of Metropolitan. The Company incurred management fees of $67,500 for the nine months ended September 30, 2024 and 2023. The Company owed $102,500 and $135,000 in unpaid management services as of September 30, 2024 and December 31, 2023, respectively.

As of September 30, 2024, the Company has a receivable of $5,250 due from Metropolitan. The Company is due $5,250 and $0 as of September 30, 2024 and December 31, 2023, respectively.

The total amounts due to the various related parties as of September 30, 2024 and December 31, 2023, was $102,500 and $135,000 respectively and the total amounts due to the Company from the various related parties as of September 30, 2024 and December 31, 2023, was $5,250 and $0, respectively.