iCoreConnect (ICCT) S-111 Oct 24IPO registrationFinancial data

Company Profile

Cover

Cover	12 Months Ended
Cover	Dec. 31, 2023
Cover [Abstract]
Entity Registrant Name	iCoreConnect Inc.
Entity Central Index Key	0001906133
Document Type	S-1
Amendment Flag	false
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Filer Category	Non-accelerated Filer
Entity Ex Transition Period	false
Entity Incorporation State Country Code	DE
Entity Tax Identification Number	86-2462502
Entity Address Address Line 1	529 Crown Point Road
Entity Address Address Line 2	Suite 250
Entity Address City Or Town	Ocoee
Entity Address State Or Province	FL
Entity Address Postal Zip Code	34761
City Area Code	888
Local Phone Number	810-7706

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
ASSETS
Cash	$ 247,194	$ 1,219,358	$ 196,153
Accounts receivable, net	703,751	563,905	414,809
Prepaid expenses and other current assets	492,280	1,725,062	480,706
Total current assets	1,443,225	3,508,325	1,091,668
Property and equipment, net	183,637	202,421	74,194
Right of use lease asset - operating	996,285	1,122,412	944,487
Software development costs, net	1,126,733	903,412	531,061
Acquired technology, net	6,435,973	0	79,428
Customer relationships, net	2,439,379	2,980,412	2,350,380
Forward purchase agreement	3,321,883	5,484,556	0
Goodwill	1,484,966	1,484,966	1,484,966
Total long-term assets	15,988,856	12,178,179	5,464,516
TOTAL ASSETS	17,432,081	15,686,504	6,556,184
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Accounts payable and accrued expenses	5,735,108	3,243,338	2,336,174
Operating lease liability, current portion	239,428	241,945	169,417
Notes payable, current portion	6,543,511	4,720,454	4,034,865
Related party notes payable	279,462	550,975	244,666
Deferred revenue	142,528	119,598	13,847
Total current liabilities	12,940,037	8,876,310	6,798,969
Long-term related party debt, net of current maturities	314,469
Long-term debt, net of current maturities	2,942,584	1,420,137	1,449,261
Operating lease liability, net of current portion	824,342	945,889	809,458
Total long-term liabilities	4,081,395	2,366,026	2,258,719
TOTAL LIABILITIES	17,021,432	11,242,336	9,057,688
Commitments and Contingencies (Note 11)		0	0
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock par value $0.0001; 40,000,000 shares authorized; Issued and Outstanding: 4,376,709 as of June 30, 2024 and 3,755,209 as of December 31, 2023	438	376	0
Common Stock par value $0.0001; 250,000,000 shares authorized; Issued and Outstanding: 10,404,336 as of June 30, 2024 and 10,068,477 as of December 31, 2023	1,040	1,007	608
Additional paid-in-capital	131,962,312	119,481,543	80,359,848
Accumulated deficit	(131,553,141)	(115,038,758)	(82,861,960)
TOTAL STOCKHOLDERS' EQUITY	410,649	4,444,168	(2,501,504)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 17,432,081	$ 15,686,504	$ 6,556,184

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
CONDENSED CONSOLIDATED BALANCE SHEETS
Preferred stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	40,000,000	40,000,000	40,000,000
Preferred stock, shares issued	4,376,709	3,755,209	0
Preferred stock, shares outstanding	4,376,709	3,755,209	0
Common Stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Common Stock, shares authorized	250,000,000	100,000,000	100,000,000
Common Stock, shares issued	10,404,336	10,068,477	6,076,078
Common Stock, shares outstanding	10,404,336	10,068,477	6,076,078

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Revenue, net	$ 3,087,900	$ 1,856,148	$ 5,811,263	$ 3,696,519	$ 8,151,587	$ 7,987,902
Cost of sales	606,617	484,033	1,119,714	975,482	2,029,145	2,243,253
Gross profit	2,481,283	1,372,115	4,691,549	2,721,037	6,122,442	5,744,649
Selling, general and administrative	9,187,200	3,189,103	13,707,098	5,600,174	15,124,081	9,254,670
Depreciation and amortization	781,890	291,600	1,514,443	580,509	1,274,963	1,292,085
Total operating expenses	9,969,090	3,480,703	15,221,541	6,180,683	16,399,044	10,546,755
Loss from operations	(7,487,807)	(2,108,588)	(10,529,992)	(3,459,646)	(10,276,602)	(4,802,106)
Expenses
Interest expense	(501,646)	(270,770)	(728,111)	(528,683)	(1,109,388)	(785,406)
Finance charges	(443,288)	(342,015)	(2,143,607)	(422,078)	(1,287,916)	(426,419)
Change in fair value of forward purchase agreement	(2,462,673)	0	(2,162,673)	0	(2,312,116)	0
Other income expense
Other expense	0		(54,000)	0	(459,965)	(65,893)
Gain on sale of assets	0	13,778	0	13,778	(13,778)	0
Impairment of intangible asset					(105,676)	0
Total other expense	(3,407,607)	(599,007)	(5,088,391)	(936,983)	(5,275,061)	(1,277,718)
Net loss	(10,895,414)	(2,707,595)	(15,618,383)	(4,396,629)	(15,551,663)	(6,079,824)
Dividends to common stockholders					0	(1,794,704)
Preferred dividends	(447,999)	0	(895,999)	0	(368,699)	0
Net loss attributable to common stockholders	$ (11,343,413)	$ (2,707,595)	$ (16,514,382)	$ (4,396,629)	$ (15,920,362)	$ (7,874,528)
Net loss per share available to common stockholders, basic and diluted	$ (1.10)	$ (0.41)	$ (1.62)	$ (0.68)	$ (2.17)	$ (1.37)
Weighted average number of shares, basic and diluted	10,272,141	6,567,612	10,186,284	6,481,840	7,349,541	5,768,249

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY (DEFICIT) (UNAUDITED) - USD ($)	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)
Balance, shares at Dec. 31, 2021			5,613,073
Balance, amount at Dec. 31, 2021	$ (9,237,726)	$ 0	$ 561	$ 83,799,993	$ (93,038,280)
Balances as previously reported, shares			167,493,479
Balances as previously reported, amount	1,005,291	0	$ 167,493	83,633,061	(82,795,263)
Retroactive application of reverse capitalization (Note 2), shares			(161,880,406)
Retroactive application of reverse capitalization (Note 2), amount	(10,243,017)		$ (166,932)	166,932	(10,243,017)
Stock issued for cash, shares			191,785
Stock issued for cash, amount	450,000		$ 19	449,981
Origination fee in convertible debt agreement	426,419			426,419
Stock issued for conversion of debt, shares			7,620
Stock issued for conversion of debt, amount	22,387		$ 1	22,386
Stock repurchased and cancelled as part of settlement, shares			(41,890)
Stock repurchased and cancelled as part of settlement, amount	(100,000)		$ (3)	(99,997)
Exercise of Common Stock Options, shares			23,459
Exercise of Common Stock Options, amount	2,100		$ 2	2,098
Repurchase of Common Stock Warrants	(45,000)			(45,000)
Stock compensation expense, shares			282,031
Stock compensation expense, amount	1,817,123		$ 28	1,817,095
Net loss	(6,079,824)				(6,079,824)
Stock issued for purchase of Verifi Dental Limited, amount	0
Net loss	(6,079,824)
Balance, shares at Dec. 31, 2022			6,076,078
Balance, amount at Dec. 31, 2022	(12,744,521)	0	$ 608	86,372,975	(99,118,104)
Balance, amount at Dec. 31, 2022	(2,501,504)
Balance, amount at Dec. 31, 2022	(12,744,813)	0	$ 608	86,372,975	(99,118,396)
Balances as previously reported, shares			181,320,528
Balances as previously reported, amount	(2,501,504)	$ 0	$ 181,321	86,192,262	(88,875,087)
Retroactive application of reverse capitalization (Note 2), shares			(175,244,450)
Retroactive application of reverse capitalization (Note 2), amount	(10,243,309)		$ (180,713)	180,713	(10,243,309)
Stock issued for cash, shares			1,489,707
Stock issued for cash, amount	2,880,985		$ 149	2,880,836
Stock issued for conversion of debt, shares			1,392,936
Stock issued for conversion of debt, amount	5,747,497		$ 139	5,747,358
Stock compensation expense, shares			243,347
Stock compensation expense, amount	1,942,036		$ 24	1,942,012
Net loss	(15,920,362)				(15,920,362)
Origination fee in convertible debt agreement, shares			6,629
Origination fee in convertible debt agreement, amount	1,040,165		$ 1	1,040,164
Issuance of Series A Preferred Stock on merger, shares		3,782,191
Issuance of Series A Preferred Stock on merger, amount	(17,847,298)	$ 378		17,846,920
Common stock issued on exercise of options, shares			198,378
Common stock issued on exercise of options, amount	(5,920)		$ 20	(5,940)
Conversion of Series A Preferred Stock to Common Stock, shares		(212,842)	212,842
Conversion of Series A Preferred Stock to Common Stock, amount	0	$ (21)	$ 21
Series A Preferred Stock issued for cash, shares		46,500
Series A Preferred Stock issued for cash, amount	465,000	$ 5		464,995
Stock issued for purchase of assets of Preferred Dental, shares			40,000
Stock issued for purchase of assets of Preferred Dental, amount	400,000		$ 4	399,996
Modification of warrant agreement	1,987,460			1,987,460
Origination fee on equity line of credit, shares			291,259
Origination fee on equity line of credit, amount	600,000		$ 29	599,971
Stock issued for the conversion of warrants, shares			117,301
Stock issued for the conversion of warrants, amount	(3,500)		$ 12	(3,512)
Preferred stock issued on exercise of warrants, shares		139,360
Preferred stock issued on exercise of warrants, amount	0	$ 14		(14)
Merger transaction costs	208,322			208,322
Stock issued for purchase of Verifi Dental Limited, amount	400,000
Net loss	(15,551,663)
Balance, shares at Dec. 31, 2023		3,755,209	10,068,477
Balance, amount at Dec. 31, 2023	4,444,168	$ 376	$ 1,007	119,481,543	(115,038,758)
Balance, amount at Dec. 31, 2023	4,444,168	$ 376	$ 1,007	119,481,543	(115,038,758)
Origination fee in convertible debt agreement, shares			85,174
Origination fee in convertible debt agreement, amount	182,004		$ 8	181,996
Stock issued for purchase of Verifi Dental Limited, shares		84,000
Stock issued for purchase of Verifi Dental Limited, amount	840,000	$ 8		839,992
Stock issued for purchase of FeatherPay, shares		480,000
Stock issued for purchase of FeatherPay, amount	4,800,000	$ 48		4,799,952
Stock issued for the purchase of Teamworx, shares		57,500
Stock issued for the purchase of Teamworx, amount	575,000	$ 6		574,994
Stock compensation expense, shares			86,747
Stock compensation expense, amount	507,679		$ 9	507,670
Net loss	(5,170,970)		$ 0	0	(5,170,970)
Balance, shares at Mar. 31, 2024		4,376,709	10,240,398
Balance, amount at Mar. 31, 2024	6,177,880	$ 438	$ 1,024	126,386,147	(120,209,729)
Balance, shares at Dec. 31, 2023		3,755,209	10,068,477
Balance, amount at Dec. 31, 2023	4,444,168	$ 376	$ 1,007	119,481,543	(115,038,758)
Balance, amount at Dec. 31, 2023	4,444,168	$ 376	$ 1,007	119,481,543	(115,038,758)
Net loss	(15,618,383)
Stock issued for purchase of Verifi Dental Limited, amount	$ 62
Stock compensation expense, shares	233,651
Net loss	$ (15,618,383)
Balance, shares at Jun. 30, 2024		4,376,709	10,404,336
Balance, amount at Jun. 30, 2024	410,649	$ 438	$ 1,040	131,962,312	(131,553,141)
Balance, shares at Mar. 31, 2024		4,376,709	10,240,398
Balance, amount at Mar. 31, 2024	6,177,880	$ 438	$ 1,024	126,386,147	(120,209,729)
Origination fee in convertible debt agreement, shares			17,034
Origination fee in convertible debt agreement, amount	298,324		$ 1	298,323
Stock compensation expense, shares			146,904
Stock compensation expense, amount	5,277,856		$ 15	5,277,841
Net loss	(10,895,414)		$ 0	0	(11,343,413)
Balance, shares at Jun. 30, 2024		4,376,709	10,404,336
Balance, amount at Jun. 30, 2024	$ 410,649	$ 438	$ 1,040	$ 131,962,312	$ (131,553,141)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (15,618,383)	$ (4,396,629)	$ (15,920,362)	$ (6,079,824)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	18,784	10,577	17,429	22,521
Amortization expense	1,495,659	569,932	1,257,534	1,269,564
Finance charges	2,143,607	422,078	1,287,916	426,419
Bad debt expense			158,620	261,717
Finance fee	1,745,985	422,078
Change in allowance for doubtful accounts	123,797	110,520
Change in fair value of forward purchase agreement	2,162,673	0	(2,312,116)	0
Stock compensation expense	5,785,528	1,024,144	1,942,036	1,717,123
Gain on sale of assets	0	13,778	(13,778)	0
Dividend expense			368,699	0
Non-cash interest expense	626,572	103,539	167,265	603,146
Impairment of intangible assets			105,676	0
Changes in assets and liabilities:
Accounts receivable	(208,425)	(61,651)	(307,716)	(47,479)
Prepaid expenses and other current assets	1,232,782	(203,949)	(1,244,356)	(26,420)
Right of use asset, net of lease liability	2,063	3,961	31,034	34,386
Accounts payable and accrued expenses	1,595,770	409,777	907,164	552,424
Deferred revenue	28,710	74,293	105,751	(6,572)
NET CASH USED IN OPERATING ACTIVITIES	(1,008,485)	(1,919,630)	(8,824,972)	(1,272,995)
INVESTING ACTIVITIES
Cash portion of consideration paid to acquire assets - Verifi Dental Limited	(370,000)	0
Cash portion of consideration paid to acquire assets - FeatherPay	(500,000)	0
Cash portion of consideration paid to acquire Preferred Dental			(1,559,144)	0
Sale of capital assets	0	28,000	28,000	0
Purchase of capital assets	0	(178,150)	(159,878)	(4,153)
Additions to capitalized software	(465,837)	(359,758)	(727,021)	(289,812)
Investment in forward purchase agreement			(7,796,672)	0
NET CASH USED IN INVESTING ACTIVITIES	(1,335,837)	(509,908)	(10,214,715)	(293,965)
FINANCING ACTIVITES
Net proceeds from debt	2,812,001	2,263,010	7,796,753	3,585,000
Payments on debt	(1,439,843)	(1,186,223)	(1,235,399)	(2,323,181)
Proceeds from issuance of common stock	0	540,000	2,881,024	450,000
Stock issued for conversion of convertible debt	0	685,333
Conversion of convertible debt into common stock			0	22,387
Proceeds from issuance of series A preferred stock			18,312,897	0
Proceeds from exercise of employee stock options			0	2,100
Effect of merger, net of transactions			(7,692,383)	0
Repurchase of warrants for common stock			0	(45,000)
NET CASH PROVIDED BY FINANCING ACTIVITIES	1,372,158	2,302,120	20,062,892	1,691,306
NET CHANGE IN CASH	(972,164)	(127,418)	1,023,205	124,346
CASH AT BEGINNING OF THE PERIOD	1,219,358	196,153	196,153	71,807
CASH AT END OF THE PERIOD	247,194	68,735	1,219,358	196,153
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest	132,566	348,941	18,750	696,355
Stock issued for acquisitions	$ 62	$ 0	400,000	0
Stock issued for conversion of notes payable			5,765,656	22,387
Dividends to Common Stockholders			$ 0	$ 1,794,704

NATURE OF OPERATIONS

NATURE OF OPERATIONS	6 Months Ended	12 Months Ended
NATURE OF OPERATIONS	Jun. 30, 2024	Dec. 31, 2023
NATURE OF OPERATIONS
NATURE OF OPERATIONS	1. NATURE OF OPERATIONS iCoreConnect Inc. (formerly known as FG Merger Corp) (collectively with its subsidiary, the “Company”), a Delaware Corporation, is a cloud-based software and technology company focused on increasing workflow productivity and customer profitability through its enterprise platform of applications and services. Prior to August 25, 2023, the Company was a special purpose acquisition company formed for the purpose of entering into a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. On August 25, 2023 (the “Closing Date”), the Company consummated the business combination contemplated by the Merger Agreement and Plan of Reorganization by and among FG Merger Corp, a special purpose acquisition company incorporated in Delaware (“FGMC”), FG Merger Sub, Inc., a Nevada corporation and wholly owned subsidiary of FGMC (“Merger Sub”), and iCoreConnect Inc., a Nevada corporation(“iCore”), dated as of January 5, 2023 (“Merger Agreement”). Pursuant to the terms of the Merger Agreement, a business combination between FGMC and iCore. was affected through the merger of Merger Sub with and into iCore, with iCore. surviving the merger as a wholly owned subsidiary of FGMC. On the Closing Date, FGMC was renamed “iCoreConnect Inc.” and the previous iCoreConect Inc. was renamed “iCore Midco, Inc.” (“Old iCore”). Business Combinations On January 1, 2024 the Company completed the acquisitions for substantial all the assets of (a)Ally Commerce, Inc. dba FeatherPay; (b) Verifi Dental, Limited; and (c) Teamworx LLC which are all accounted for as asset acquisitions. On September 1, 2023, the Company completed the acquisitions for substantially all of the assets of Preferred Dental Development, LLC which was accounted for as an asset acquisition. Going Concern and Liquidity The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. For the six months ended June 30, 2024, the Company generated an operating loss of $10,529,992. In addition, at June 30, 2024, the Company has an accumulated deficit, and net working capital deficit of $131,553,141 and $11,496,812 respectively. The Company’s activities were primarily financed through private placements of equity securities and issuance of debt. The Company intends to raise additional capital through the issuance of debt and/or equity securities to fund its operations. The Company is reliant on future fundraising to finance operations in the near future. Such financings may not be available on terms satisfactory to the Company, if at all. In light of these matters, there is substantial doubt that the Company will be able to continue as a going concern for a period of 12 months from the issuance date of these financial statements. Currently, management intends to develop an improved healthcare communications system and intends to develop alliances with strategic partners to generate revenues that will sustain the Company. While management believes in the viability of its strategy to increase revenues and in its ability to raise additional funds, there can be no assurances to that effect. Management’s ability to continue as a going concern is ultimately dependent upon its ability to continually increase the Company’s customer base and realize increased revenues from signed contracts. The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.	1. NATURE OF OPERATIONS iCoreConnect Inc., (the “Company”), a Delaware Corporation, is a cloud-based software and technology company focused on increasing workflow productivity and customer profitability through its enterprise platform of applications and services.

SUMMARY OF SIGNFICANT ACCOUNTIN

SUMMARY OF SIGNFICANT ACCOUNTING POLICES	6 Months Ended	12 Months Ended
SUMMARY OF SIGNFICANT ACCOUNTING POLICES	Jun. 30, 2024	Dec. 31, 2023
SUMMARY OF SIGNFICANT ACCOUNTING POLICES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. SUMMARY OF SIGNFICANT ACCOUNTING POLICES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Annual Report on Form 10K as filed with the SEC on April 19, 2024 and Form 10-K/A as filed with the SEC on April 29, 2024. The interim results for the six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any future periods. Accounts Receivable and Allowance for Credit Losses Accounts receivable are customer obligations due under normal trade terms. The Company maintains an allowance for credit losses for estimated losses resulting from the potential inability of certain customers to make required future payments on amounts due. Management determines the adequacy of this allowance by periodically evaluating the aging and past due nature of individual customer accounts receivable balances and considering the customer’s current financial situation as well as the existing industry economic conditions and other relevant factors that would be useful in assessing the risk of collectability. If the future financial condition of the Company’s customers were to deteriorate, resulting in their inability to make specific required payments, additions to the allowance for credit losses may be required. In addition, if the financial condition of customers improves and collections of amounts outstanding commence or are reasonably assured, then the Company may reverse previously established allowances for credit losses. The Company has estimated and recorded an allowance for credit losses of approximately $44,600 at June, 2024. Software Development Costs and Acquired Software The Company accounts for software development costs, including costs to develop software products or the software component of products to be sold to external users. In accordance with ASC 985-730, Computer Software Research and Development, research and planning phase costs are expensed as incurred and development phase costs including direct materials and services, payroll and benefits and interest costs are capitalized. The Company has determined that technological feasibility for its products to be marketed to external users was reached before the release of those products. As a result, the development costs and related acquisition costs after the establishment of technological feasibility were capitalized as incurred. Capitalized costs for software to be sold to external users and software acquired in a business combination are amortized based on current and projected future revenue for each product with an annual minimum equal to the straight-line amortization over three years. Long-Lived Assets and Goodwill The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10-35, Property, Plant and Equipment, Impairment or Disposal of Long-lived Assets The Company accounts for goodwill and intangible assets in accordance with ASC 350, Intangibles – Goodwill and Other Revenue Recognition We have 7 primary sources of revenue as of June 30, 2024 and 6 primary sources of revenues as of December 31, 2023: We have 7 primary sources of revenue 1. Electronic Prescription Software 2. Insurance Verifications 3. ICD-10 Medical Coding Software 4. Encrypted and HIPAA Compliant Secure email 5. Analytics 6. MSaaS software 7. Merchant Service Processing 1) Electronic Prescription software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 2). Insurance verification services are provided on an annual subscription basis using SaaS model with revenue recognized ratably over the contract term. 3) ICD-10 Medical Coding services are provided on an annual subscription basis using the software as a SaaS model with revenues recognized ratably over the contract term. 4) Encrypted and HIPAA compliant and secure email services are provided on an annual subscription basis using the SaaS model with revenues recognized ratably over the contract term. 5) Analytics automatically compiles real-time KPI data on an intuitive dashboard which saves time and helps focus the team during the morning huddle. Additionally, the Practice Metrics page provides custom reporting with rich graphics helping management to view revenue, claims, AR, scheduling and more. 6) MSaaS software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 7) Merchant Service Processing services are provided on an annual subscription basis using the software as a SaaS model with revenues recognized ratably over the contract term. The Company accounts for revenue from contracts with customers in accordance with ASU No. 2017-09, Revenue from Contracts with Customers and a series of related accounting standard updates (collectively referred to as “Topic 606”). This guidance sets forth a five-step revenue recognition model which replaced the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance and to require more detailed disclosures. The five steps of the revenue recognition model are: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, the Company assesses the goods and services promised in the contract with customers and identifies a performance obligation for each. To determine the performance obligation, the Company considers all products and services promised in the contract regardless of whether they are explicitly stated or implied by customary business practices. The timing of satisfaction of the performance obligation is not subject to significant judgment. The Company measures revenue as the amount of consideration expected to be received in exchange for transferring goods and services. Revenue is recognized net of any taxes collected from customers that are subsequently remitted to governmental authorities. The Company’s customers are acquired through its own salesforce and through the referrals from its many state association marketing partners. The Company primarily generates revenue from multiple software as a service (SaaS) offerings, which typically include subscriptions to its online software solutions. The Company’s secondary source of revenue is professional services and other revenue related to customer onboarding, IT services and equipment sales that often precede a subscription service offering purchased by the customer. Approximately 93% of the Company’s revenue is subscription based with the remainder being professional services and other IT related revenue. The geographic concentration of the Company’s revenue is 100% in North America. For the six months ended June, 2024 and 2023, disaggregated revenues were recurring revenues of $5,415,913 and $3,333,814, respectively and non-recurring revenues of $395,350 and $362,705, respectively. Management has determined that it has the following performance obligations related to its products and services: multiple SaaS offerings, which typically include subscriptions to our online software solutions. Revenue from Software as a Service, hardware, service repairs, and support & maintenance are all recognized at a point in time when control of the goods is transferred to the customer, generally occurring upon shipment or delivery dependent upon the terms of the underlying contract, or services is completed. Our customers do not have the right to take possession of the online software solution. Revenue from subscriptions, including additional fees for items such as incremental contacts, is recognized ratably over the subscription period beginning on the date the subscription is made available to customers. Substantially all subscription contracts are one year. We recognize revenue from on-boarding services and equipment as the services are provided. Amounts billed that have not yet met the applicable revenue recognition criteria are recorded as deferred revenue. For contracts with customers that contain multiple performance obligations, the Company accounts for the promised performance obligations separately as individual performance obligations if they are distinct. In determining whether performance obligations meet the criteria for being distinct, the Company considers several factors, including the degree of interrelation and interdependence between obligations and whether or not the good or service significantly modifies or transforms another good or service in the contract. After identifying the separate performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company generally determines the standalone selling prices based on the prices charged to customers. Judgment may be used to determine the standalone selling prices for items that are not sold separately, including taking into consideration either historical pricing practices or an adjusted market assessment. Unsatisfied and partially unsatisfied performance obligations as of the end of the reporting period primarily consist of products and services for which customer purchase orders have been accepted and that are in the process of being delivered. Transaction price is calculated as the selling price less any variable consideration, consisting of rebates and discounts. Discounts provided to customers are known at contract inception. Rebates are calculated on the “expected value” method where the Company (1) estimates the probability of each rebate amount which could be earned by the distributor, (2) multiplies each estimated amount by its assigned probability factor, and (3) calculates a final sum of each of the probability-weighted amounts calculated in step (2). The sum calculated in step (3) is the rebate amount, which along with discounts reduces the amount of revenue recognized. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost rather than as an additional promised service. As a result, the Company accrues the costs of shipping and handling when the related revenue is recognized. Costs incurred for shipping and handling are included in costs of goods sold on the Consolidated Statements of Operations. Amounts billed to a customer for shipping and handling are reported as revenue on the Consolidated Statements of Operations. Advertising Costs Advertising costs are reported in selling, general and administrative expenses and include advertising, marketing and promotional programs and are charged as expenses in the year in which they are incurred. Advertising costs were $398,750 and $306,468 for the six months ended June 30, 2024 and 2023, respectively. Accounting for Derivative Instruments The Company accounts for derivative instruments in accordance with ASC 815 “Derivatives and Hedging”, which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of convertible debt and preferred stock instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Freestanding warrants issued by the Company in connection with the issuance or sale of debt and equity instruments are considered to be derivative instruments. Pursuant to ASC 815, an evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability. Financial Instruments With Down Round Features The Company accounts for financial instruments with down-round features whereby the down-round feature is disregarded when assessing whether the instrument is indexed to its own stock, for the purposes of determining liability of equity classification. The down-round feature (price resets) will be accounted for when triggered. For instruments issued with no floor, such instruments may be required to be recorded as a derivative. Income Taxes The Company follows the asset and liability approach to accounting for income taxes. Under this method, deferred tax assets and liabilities are measured based on differences between the financial reporting and tax bases of assets and liabilities measured using enacted tax rates and laws that are expected to be in effect when differences are expected to reverse. Valuation allowances are established when it is necessary to reduce deferred income tax assets to the amount, if any, expected to be realized in future years. ASC 740, Accounting for Income taxes (“ASC 740”), requires that deferred tax assets be evaluated for future realization and reduced by a valuation allowance to the extent we believe a portion more likely than not will not be realized. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative loss experience and expectations of future taxable income by taxing jurisdictions, the carry forwarding periods available to us for tax reporting purposes and other relevant factors. The Company has not recognized a liability for uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits or penalties has not been provided since there has been no unrecognized benefit or penalty. If there were an unrecognized tax benefit or penalty, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company files U.S. Federal income tax returns and various returns in state jurisdictions. The Company’s open tax years subject to examination by the Internal Revenue Service and the state Departments of Revenue generally remain open for three years from the date of filing. Net Loss Per Share Basic net loss per share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding for the period. Diluted net loss per share reflects the potential dilution of securities by adding other Common Stock equivalents, including stock options, shares issuable on exercise of warrants, convertible preferred stock and convertible notes in the weighted average number of common shares outstanding for a period, if dilutive. Common stock equivalents that are anti-dilutive were excluded from the computation of diluted earnings per share which consisted of all outstanding common stock options and warrants. Debt Obligations and Warrants For debt obligations issued with warrants, that are determined to have equity treatment, the fair value of the warrants is recorded as a debt discount to offset the debt, based on the relative allocation of fair value of both the debt and the warrants. If the warrants are treated as a derivative liability, the fair value of the warrants would be recorded as a debt discount with no relative allocation. For debt obligations with debt default provisions, the Company evaluates those provisions to determine if the potential occurrence of any default, would require the Company to record a derivative liability for substantive changes in expected cashflows, of such debt instruments, resulting from the defaults. The Company has issued and outstanding debt obligations that contain default provisions. The Company performed an assessment of such provisions to determine if they were substantive (based on the default provisions) and if so, a derivative liability would be required to be recorded. The Company performed such assessment as of June 30, 2024 and determined the fair value of the liability was de minimis. Derivative Instruments The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 “Derivatives and Hedging” (“ASC 815”) of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The accounting treatment of derivative financial instruments requires that the Company record any bifurcated embedded features at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded in earnings each period as non-operating, non-cash income or expense. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. Bifurcated embedded features are recorded upon note issuance at their initial fair values which create additional debt discount to the host instrument. Leases The Company adopted ASU No. 2016-02, Leases and a series of related Accounting Standards Updates that followed (collectively referred to as “Topic 842”). Topic 842 requires organizations to recognize right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and to disclose key information about leasing arrangements. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance. The FASB retained the distinction between finance leases and operating leases, leaving the effect of leases in the statement of comprehensive income and the statement of cash flows largely unchanged from previous U.S. GAAP. The Company utilized the transition method allowed under ASU 2018-11 in which an entity initially applies the new lease standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, if any. The Company determines, at contract inception, whether or not an arrangement contains a lease and evaluates the contract for classification as an operating or finance lease. For all leases, ROU assets and lease liabilities are recognized based on the present value of lease payments, including annual rent increases, over the lease term at commencement date. If the Company’s lease does not provide an implicit rate in the contract, the Company uses its incremental, secured borrowing rate based on lease term information available as of the adoption date or lease commencement date in determining the present value of lease payments. Any renewal periods are considered in the analysis of each lease to the extent that the Company considers them to be reasonably certain of being exercised. Business Combinations The Company applies the principles provided in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) 805, Business Combinations The Company accounts for business combinations using the acquisition method of accounting which requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at estimated fair value as of the acquisition date and (ii) the excess of the purchase price over the net estimated fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill, which is not amortized for accounting purposes but is subject to testing for impairment at least annually. The Company measures and recognizes asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets. Goodwill is not recognized in an asset acquisition with any consideration in excess of net assets acquired allocated to acquired assets on a relative estimated fair value basis. Transaction costs are expensed in a business combination and transaction costs directly attributable to an asset acquisition are considered a component of the cost of the asset acquisition. Allowance for Credit Losses On January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASC 326). This standard replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. CECL requires an estimate of credit losses for the remaining estimated life of the financial asset using historical experience, current conditions, and reasonable and supportable forecasts and generally applies to financial assets measured at amortized cost, including loan receivables and held-to-maturity debt securities, and some off-balance sheet credit exposures such as unfunded commitments to extend credit. Financial assets measured at amortized cost will be presented at the net amount expected to be collected. The Company completed its assessment on the adoption date of the new standard and did not adjust the opening balance of retained earnings relating to its trade receivables. The Company writes off receivables once it is determined that they are no longer collectible, as local laws allow. Recently Issued Accounting Pronouncements Adopted In November 2023, the FASB issued ASU 2023-07, “Segment Reporting - Improving Reportable Segment Disclosures (Topic 280).” The standard is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The standard requires disclosure to include significant segment expenses that are regularly provided to the CODM, a description of other segment items by reportable segment, and any additional measures of a segment’s profit or loss used by the CODM when deciding how to allocate resources. The standard also requires all annual disclosures currently required by ASC Topic 280 to be included in interim periods. This standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted and requires retrospective application to all prior periods presented in the financial statements. The Company completed its assessment of the new standard and determined that the standard did not apply as the Company currently only has one reportable segment. Not Yet Adopted In October 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements – Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” This standard affects a wide variety of Topics in the Codification. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective. Early adoption is prohibited. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” a final standard on improvements to income tax disclosures, The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted and should be applied prospectively. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.	3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are presented in United States dollars and include the accounts of the Company’s wholly owned subsidiaries, with all intercompany transactions eliminated. They have been prepared on the accrual basis in accordance with accounting principles generally accepted in the United States (GAAP). Significant accounting principles followed by the Company and the methods of applying those principles, which materially affect the determination of financial position, results of operations and cash flows are summarized below. Going Concern and Liquidity U. S. GAAP requires management to assess a company’s ability to continue as a going concern within one year from the financial statement issuance and to provide related note disclosures in certain circumstances. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. For the fiscal year period ended December 31, 2023, the Company generated an operating loss of $10,276,602. In addition, the Company has an accumulated deficit, and net working capital deficit of $115,038,758 and $5,367,985. The Company’s activities were primarily financed through private placements of equity securities and issuance of debt. The Company intends to raise additional capital through the issuance of debt and/or equity securities to fund its operations. The Company is reliant on future fundraising to finance operations in the near future. The financing may not be available on terms satisfactory to the Company, if at all. In light of these matters, there is substantial doubt that the Company will be able to continue as a going concern. Currently, management continues to develop its healthcare communications system and continues to develop alliances with strategic partners to generate revenues that will sustain the Company. Management will also seek to raise additional funds. While management believes in the viability of its strategy to increase revenues and in its ability to raise additional funds, there can be no assurances to that effect. Management’s ability to continue as a going concern is ultimately dependent upon its ability to continually increase the Company’s customer base and realize increased revenues from signed contracts. The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). ASC 820 established a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement) as follows: Level 1 - Observable inputs that reflect quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 - Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and market corroborated inputs. Level 3 - Unobservable inputs for which there is little, if any, market activity for the asset or liability being measured. These inputs may be used with standard pricing models or other valuation or internally-developed methodologies that result in management’s best estimate of fair value. The Company utilizes fair value measurements primarily in conjunction with the valuation of assets acquired and liabilities assumed in a business combination. In addition, certain nonfinancial assets and liabilities are to be measured at fair value on a nonrecurring basis in accordance with applicable GAAP. In general, nonfinancial assets including goodwill, other intangible assets and property and equipment are measured at fair value when there is an indication of impairment and are recorded at fair value only when an impairment is recognized. As allowed by applicable FASB guidance, the Company has elected not to apply the fair value option for financial assets and liabilities to any of its currently eligible financial assets or liabilities. The Company’s financial instruments consist of cash, accounts receivable, accounts payable and notes payable. The Company has determined that the book value of its outstanding financial instruments as of December 31, 2023 and 2022, approximated their fair value due to their short-term nature. Cash The Company classifies highly liquid temporary investments with an original maturity of three months or less when purchased as cash equivalents. The Company maintains cash balances at various financial institutions. Balances at United States banks are insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risk for cash on deposit. Accounts Receivable and Allowance for Credit Losses Accounts receivable are customer obligations due under normal trade terms. The Company maintains an allowance for credit losses for estimated losses resulting from the potential inability of certain customers to make required future payments on amounts due. Management determines the adequacy of this allowance by periodically evaluating the aging and past due nature of individual customer accounts receivable balances and considering the customer’s current financial situation as well as the existing industry economic conditions and other relevant factors that would be useful in assessing the risk of collectability. If the future financial condition of our customers were to deteriorate, resulting in their inability to make specific required payments, additions to the allowance for credit losses may be required. In addition, if the financial condition of our customers improves and collections of amounts outstanding commence or are reasonably assured, then we may reverse previously established allowances for credit losses. The Company has estimated and recorded an allowance for credit losses of $102,061 and $65,000 as of December 31, 2023 and 2022, respectively. Property and Equipment, net Property, equipment, and leasehold improvements are recorded at their historical cost. Depreciation and amortization have been determined using the straight-line method over the estimated useful lives of the assets which are computers and office equipment (3 years) leasehold improvements (5 years), computer software (3 years), vehicles (3 years) and for office furniture and fixtures (4 to 7 years). The cost of repairs and maintenance is charged to operations in the period incurred. Software Development Costs and Acquired Software The Company accounts for software development costs, including costs to develop software products or the software component of products to be sold to external users. In accordance with ASC 985-730, Computer Software Research and Development, research and planning phase costs are expensed as incurred and development phase costs including direct materials and services, payroll and benefits and interest costs are capitalized. We have determined that technological feasibility for our products to be marketed to external users was reached before the release of those products. As a result, the development costs and related acquisition costs after the establishment of technological feasibility were capitalized as incurred. Capitalized costs for software to be sold to external users and software acquired in a business combination are amortized based on current and projected future revenue for each product with an annual minimum equal to the straight-line amortization over three years. Long-Lived Assets and Goodwill The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10-35, Property, Plant and Equipment, Impairment or Disposal of Long-lived Assets The Company accounts for goodwill and intangible assets in accordance with ASC 350, Intangibles - Goodwill and Other Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment Revenue Recognition We have 6 primary sources of revenue as of December 31, 2023 and December 31, 2022: 1. Electronic Prescription Software 2. Insurance Verifications 3. ICD-10 Medical Coding Software 4. Encrypted and HIPAA Compliant Secure email 5. Analytics 6. MSaaS software 1) Electronic Prescription software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 2) . Insurance verification services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 3) ICD-10 Medical Coding services are provided on an annual subscription basis using the software as a service (“SaaS”) model with revenues recognized ratably over the contract term. 4) Encrypted and HIPAA compliant and secure email services are provided on an annual subscription basis using the software as a service (“SaaS”) model with revenues recognized ratably over the contract term. 5) Analytics automatically compiles real-time KPI data on an intuitive dashboard which saves time and helps focus the team during the morning huddle. Additionally, the Practice Metrics page provides custom reporting with rich graphics helping management to view revenue, claims, AR, scheduling and more. 6) MSaaS software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. The Company accounts for revenue from contracts with customers in accordance with ASU No. 2017-09, Revenue from Contracts with Customers and a series of related accounting standard updates (collectively referred to as “Topic 606”). This guidance sets forth a five-step revenue recognition model which replaced the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance and to require more detailed disclosures. The five steps of the revenue recognition model are: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, the Company assesses the goods and services promised in the contract with customers and identifies a performance obligation for each. To determine the performance obligation, the Company considers all products and services promised in the contract regardless of whether they are explicitly stated or implied by customary business practices. The timing of satisfaction of the performance obligation is not subject to significant judgment. The Company measures revenue as the amount of consideration expected to be received in exchange for transferring goods and services. Revenue is recognized net of any taxes collected from customers that are subsequently remitted to governmental authorities. We recognize revenue for our service in accordance with accounting standard ASC 606. Our customers are acquired through our own salesforce and through the referrals from our many state association marketing partners. We primarily generate revenue from multiple software as a service (SaaS) offering, which typically include subscriptions to our online software solutions. The Company’s secondary source of revenue is professional services and other revenue related to customer onboarding, IT services and equipment sales that often precede a subscription service offering purchased by the customer. Approximately 90% of our revenue is subscription based with the remainder being professional services and other IT related revenue. The geographic concentration of our revenue is 100% in North America. Management has determined that it has the following performance obligations related to its products and services: multiple software as a service (SaaS) offering, which typically include subscriptions to our online software solutions. The Company’s secondary source of revenue is professional services and other revenue related to customer onboarding, IT services and equipment sales that often precede a subscription service offering purchased by the customer. Revenue from Software as a Service, hardware, service repairs, and support & maintenance are all recognized at a point in time when control of the goods is transferred to the customer, generally occurring upon shipment or delivery dependent upon the terms of the underlying contract, or services is completed. Our customers do not have the right to take possession of the online software solution. Revenue from subscriptions, including additional fees for items such as incremental contacts, is recognized ratably over the subscription period beginning on the date the subscription is made available to customers. Substantially all subscription contracts are one year. We recognize revenue from on-boarding services and equipment as the services are provided. Amounts billed that have not yet met the applicable revenue recognition criteria are recorded as deferred revenue. For the year ended December 31, 2023 and 2022, disaggregated revenues were recurring revenues of $7,400,659 and $7,206,156, respectively and non-recurring revenues of $750,928 and $781,746, respectively. For contracts with customers that contain multiple performance obligations, the Company accounts for the promised performance obligations separately as individual performance obligations if they are distinct. In determining whether performance obligations meet the criteria for being distinct, the Company considers several factors, including the degree of interrelation and interdependence between obligations and whether or not the good or service significantly modifies or transforms another good or service in the contract. After identifying the separate performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company generally determines the standalone selling prices based on the prices charged to customers. Judgment may be used to determine the standalone selling prices for items that are not sold separately, including taking into consideration either historical pricing practices or an adjusted market assessment. Unsatisfied and partially unsatisfied performance obligations as of the end of the reporting period primarily consist of products and services for which customer purchase orders have been accepted and that are in the process of being delivered. Transaction price is calculated as the selling price less any variable consideration, consisting of rebates and discounts. Discounts provided to customers are known at contract inception. Rebates are calculated on the “expected value” method where the Company (1) estimates the probability of each rebate amount which could be earned by the distributor, (2) multiplies each estimated amount by its assigned probability factor, and (3) calculates a final sum of each of the probability-weighted amounts calculated in step (2). The sum calculated in step (3) is the rebate amount, which along with discounts reduces the amount of revenue recognized. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost rather than as an additional promised service. As a result, the Company accrues the costs of shipping and handling when the related revenue is recognized. Costs incurred for shipping and handling are included in costs of goods sold on the Statement of Operations. Amounts billed to a customer for shipping and handling are reported as revenue on the Statement of Operations. Advertising Costs Advertising costs are reported in general and administrative expenses and include advertising, marketing and promotional programs and are charged as expenses in the year in which they are incurred. Advertising costs were $614,061 and $525,533 for the years ended December 31, 2023 and 2022, respectively. Accounting for Derivative Instruments The Company accounts for derivative instruments in accordance with ASC 815, which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of convertible debt and preferred stock instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Freestanding warrants issued by the Company in connection with the issuance or sale of debt and equity instruments are considered to be derivative instruments. Pursuant to ASC 815, an evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability. Financial Instruments with Down Round Features With respect to financial instruments, the Company follows the guidance of FASB ASU 2017-11, “Earnings per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features. Whereby ASU 2017-11 simplifies the accounting for certain financial instruments with down round features, a provision in an equity-linked financial instrument (or embedded feature) that provides a down round adjustment of the current exercise price based on the price of the future equity offerings. The standard requires companies to disregard the down round feature when assessing whether the instrument is indexed to its own stock, for the purposes of determining liability of equity classification. The Company accounts for instruments with Most Favored Nations (the “MFN”) terms or conditions similar to that of a down round feature. The impact of such terms or conditions will be accounted for when the event occurs. The Diluted EPS calculation for the effect of the feature when triggered (i.e. when the exercise price of the related equity-linked financial instrument is adjusted downward because of the down round feature) and will also recognize the effect of the trigger within equity. Income Taxes The Company follows the asset and liability approach to accounting for income taxes. Under this method, deferred tax assets and liabilities are measured based on differences between the financial reporting and tax bases of assets and liabilities measured using enacted tax rates and laws that are expected to be in effect when differences are expected to reverse. Valuation allowances are established when it is necessary to reduce deferred income tax assets to the amount, if any, expected to be realized in future years. ASC 740, Accounting for Income taxes (“ASC 740”), requires that deferred tax assets be evaluated for future realization and reduced by a valuation allowance to the extent we believe a portion more likely than not will not be realized. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative loss experience and expectations of future taxable income by taxing jurisdictions, the carry forwarding periods available to us for tax reporting purposes and other relevant factors. The Company has not recognized a liability for uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits or penalties has not been provided since there has been no unrecognized benefit or penalty. If there were an unrecognized tax benefit or penalty, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company files U.S. Federal income tax returns and various returns in state jurisdictions. The Company's open tax years subject to examination by the Internal Revenue Service and the state Departments of Revenue generally remain open for three years from the date of filing. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and to the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Net Loss Per Share Basic net loss per share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding for the period. Diluted net loss per share reflects the potential dilution of securities by adding other Common Stock equivalents, including stock options, shares issuable on exercise of warrants, and shares issuable on conversion of promissory notes in the weighted average number of common shares outstanding for a period, if dilutive. Common stock equivalents that are anti-dilutive were excluded from the computation of diluted earnings per share which consisted of all outstanding common stock options and warrants. Stock-Based Compensation The Company accounts for share-based compensation costs in accordance with ASC 718, Compensation - Stock Compensation. ASC 718 requires companies to measure the cost of awards of equity instruments, including stock options and restricted stock awards, based on the grant-date fair value of the award and to recognize it as compensation expense over the employee’s requisite service period or the non-employee’s vesting period. An employee’s requisite service period is the period of time over which an employee must provide service in exchange for an award under a share-based payment arrangement and generally is presumed to be the vesting period. Upon exercise of share purchase options, the consideration paid by the option holder, together with the amount previously recognized in additional capital surplus, is recorded as an increase to share capital. The Company estimates the fair value of each option award on the date of grant using a Black-Scholes option pricing model. The Company estimates the fair value of its common stock using the closing stock price of its common stock on the option grant date. The Company estimates the volatility of its common stock at the date of grant based on its historical stock prices. The Company uses the risk-free interest rate on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term approximately equal to the expected life of the award. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. The fair value of shares of restricted stock issued are determined by the Company based on the estimated fair value of the Company’s common stock. Beneficial Conversion Features and Warrants The Company evaluates the conversion feature of convertible debt instruments to determine whether the conversion feature was beneficial as described in ASC 470-30, Debt with Conversion and Other Options. The Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt that has conversion features at fixed or adjustable rates that are in-the-money when issued and records the relative fair value of any warrants issued with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to the warrants and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features, both of which are credited to additional paid-in capital. The Company calculates the fair value of warrants with the convertible instruments using the Black-Scholes valuation model. Under these guidelines, the Company first allocates the value of the proceeds received from a convertible debt transaction between the convertible debt instrument and any other detachable instruments included in the transaction (such as warrants) on a relative fair value basis. A BCF is then measured as the intrinsic value of the conversion option at the commitment date, representing the difference between the effective conversion price and the Company’s stock price on the commitment date multiplied by the number of shares into which the debt instrument is convertible. The allocated value of the BCF and warrants are recorded as a debt discount and accreted over the expected term of the convertible debt as interest expense. If the intrinsic value of the BCF is greater than the proceeds allocated to the convertible debt instrument, the amount of the discount assigned to the BCF is limited to the amount of the proceeds allocated to the convertible debt instrument. Leases The Company adopted ASU No. 2016-02, Leases and a series of related Accounting Standards Updates that followed (collectively referred to as “Topic 842”). Topic 842 requires organizations to recognize right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and to disclose key information about leasing arrangements. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance. The FASB retained the distinction between finance leases and operating leases, leaving the effect of leases in the statement of comprehensive income and the statement of cash flows largely unchanged from previous U.S. GAAP. The Company utilized the transition method allowed under ASU 2018-11 in which an entity initially applies the new lease standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, if any. The Company determines, at contract inception, whether or not an arrangement contains a lease and evaluates the contract for classification as an operating or finance lease. For all leases, ROU assets and lease liabilities are recognized based on the present value of lease payments, including annual rent increases, over the lease term at commencement date. If the Company’s lease does not provide an implicit rate in the contract, the Company uses its incremental, secured borrowing rate based on lease term information available as of the adoption date or lease commencement date in determining the present value of lease payments. Any renewal periods are considered in the analysis of each lease to the extent that the Company considers them to be reasonably certain of being exercised. Related Party Transactions The Company accounts for related party transactions in accordance with FASB ASC 850, Related Party Disclosures Business Combinations The Company applies the principles provided in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) 805, Business Combinations The Company accounts for business combinations using the acquisition method of accounting which requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at estimated fair value as of the acquisition date and (ii) the excess of the purchase price over the net estimated fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill, which is not amortized for accounting purposes but is subject to testing for impairment at least annually. The Company measures and recognizes asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets. Goodwill is not recognized in an asset acquisition with any consideration in excess of net assets acquired allocated to acquired assets on a relative estimated fair value basis. Transaction costs are expensed in a business combination and transaction costs directly attributable to an asset acquisition are considered a component of the cost of the asset acquisition. Reportable Segments U.S. GAAP establishes standards for reporting financial and descriptive information about a company’s reportable segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The chief operating decision maker is the Company’s Chief Executive Officer, who currently reviews the financial performance and the results of operations of the Company’s operating subsidiaries on a consolidated basis when making decisions about allocating resources and assessing performance of the Company. Accordingly, the Company currently considers itself to be in a single reporting segment for reporting purposes focused on the North American market. Recently Issued Accounting Pronouncements Adopted On January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates, including accounts receivable. The standard replaces the existing incurred credit loss model with the Current Expected Credit Losses (“CECL”) model. It is required to measure credit losses based on the Company’s estimate of expected losses rather than incurred losses, which generally results in earlier recognition of allowances for credit losses. Under ASC 326, the Company evaluates specific criteria, including aging and historical write-offs, the current economic condition of customers, and future economic conditions of countries utilizing a consumption index to determine the appropriate allowance for credit losses. The Company completed its assessment of the new standard and did not adjust the opening balance of retained earnings relating to its trade receivables. The Company writes off receivables once it is determined that they are no longer collectible, as local laws allow. Not Yet Adopted In October 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements – Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” This standard affects a wide variety of Topics in the Codification. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective. Early adoption is prohibited. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements and related disclosures. In November 2023, the FASB issued ASU 2023-07, “Segment Reporting - Improving Reportable Segment Disclosures (Topic 280).” The standard is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The standard requires

BUSINESS COMBINATION AND RECAPI

BUSINESS COMBINATION AND RECAPITALIZATION	6 Months Ended	12 Months Ended
BUSINESS COMBINATION AND RECAPITALIZATION	Jun. 30, 2024	Dec. 31, 2023
BUSINESS COMBINATION AND RECAPITALIZATION
BUSINESS COMBINATION AND RECAPITALIZATION	3. BUSINESS COMBINATION AND RECAPITALIZATION On August 25, 2023, Old iCore and FGMC consummated the Business Combination, with Old iCore surviving as a wholly owned subsidiary of FGMC. As part of the Business Combination, FGMC changed its name to iCoreConnect Inc. Upon the closing of the Business Combination (the “Closing”), the Company’s certificate of incorporation provided for, among other things, a total number of authorized shares of capital stock of 140,000,000 shares, of which 40,000,000 shares were designated Series A preferred stock, $0.0001 par value per share and 100,000,000 were designated common stock, $0.0001 par value per share. The Business Combination is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, FGMC is treated as the “acquired” company and Old iCore is treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Old iCore issuing stock for the net assets of FGMC, accompanied by a recapitalization. The net assets of FGMC are stated at historical cost, with no goodwill or intangible assets recorded. Upon the consummation of the Business Combination, each issued and outstanding share of Old iCore Common Stock was canceled and converted into Company Common Stock based upon the Exchange Ratio (as defined in the Merger Agreement). The shares and corresponding capital amounts and loss per share related to Old iCore Common Stock prior to the Business Combination have been retroactively restated to reflect the Exchange Ratio. All non-redeemed shares of FGMC common stock were converted into new iCoreConnect Inc. Series A preferred stock (the “Preferred Stock”) on a one for one basis. Unvested outstanding stock options to purchase shares of Old iCore Common Stock (“Old iCore Options”) granted under the iCoreConnect Inc 2016 Stock Incentive Plan (“2016 Plan”) converted into stock options for shares of Company Common Stock upon the same terms and conditions that were in effect with respect to such stock options immediately prior to the Business Combination, after giving effect to the Exchange Ratio (the “Exchanged Options”). Old iCore Options that were vested at the time of the merger converted into shares of Company Common Stock upon the same terms and conditions that were in effect with respect to such options immediately prior to the Business Combination, after giving effect to the Exchange Ratio. Outstanding warrants to purchase shares of Old iCore Common Stock (“Old iCore warrants”) issued and outstanding converted into shares of Company Common Stock upon the same terms and conditions that were in effect with respect to such warrants immediately prior to the Business Combination, after giving effect to the Exchange Ratio. The following table details the number of shares of Company Common Stock issued immediately following the consummation of the Business Combination: Common Stock Preferred Stock Common stock of FGMC outstanding prior to business combination 8,050,000 - Less: Redemptions of FGMC common stock (6,460,059 ) - Common stock held by former FGMC shareholders 1,589,941 - FGMC sponsor shares 1,692,374 - Underwriter shares 40,250 - Sponsor shares transferred for services 2,000 - Sponsor shares transferred for non-redemption 373,126 - Shares issued related to extension note 84,500 - Total FGMC common shares outstanding prior to conversion to preferred stock 3,782,191 - Conversion of existing FGMC common stockholders to new preferred stock (3,782,191 ) 3,782,191 Shares issued to Old iCore stockholders for purchase consideration 8,095,706 - Total 8,095,706 3,782,191 The following table reconciles the elements of the Business Combination to the Company’s condensed consolidated statement of changes in stockholders’ equity (deficit): Amount Cash - FGMC trust (net of redemptions) $ 17,002,897 Cash transferred to Forward Purchase Agreement (12,569,810 ) Gross proceeds 4,433,087 Less: FGMC and Old iCore transaction costs paid (4,433,087 ) Effect of Business Combination, net of redemptions and transaction costs $ - All existing FGMC warrants were converted into Preferred Stock warrants with the same terms and conditions: Holder Number of Warrants Strike Price Underwriter 600,000 $ 2.00 Sponsor and Investors 10,122,313 $ 11.50 Sponsor 1,000,000 $ 15.00	2. MERGER AND RECAPITALIZATION On August 25, 2023, Old iCore and FGMC consummated the Business Combination, with Old iCore surviving as a wholly owned subsidiary of FGMC. As part of the Business Combination, FGMC changed its name to iCoreConnect Inc. Upon the closing of the Business Combination (the “Closing”), the Company’s certificate of incorporation provided for, among other things, a total number of authorized shares of capital stock of 140,000,000 shares, of which 40,000,000 shares were designated Series A preferred stock, $0.0001 par value per share and 100,000,000 were designated common stock, $0.0001 par value per share. The Business Combination is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, FGMC is treated as the “acquired” company and Old iCore is treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Old iCore issuing stock for the net assets of FGMC, accompanied by a recapitalization. The net assets of FGMC are stated at historical cost, with no goodwill or intangible assets recorded. Upon the consummation of the Business Combination, each issued and outstanding share of Old iCore Common Stock was canceled and converted into Company Common Stock based upon the Exchange Ratio (as defined in the Merger Agreement). The shares and corresponding capital amounts and loss per share related to Old iCore Common Stock prior to the Business Combination have been retroactively restated to reflect the Exchange Ratio. All non-redeemed shares of FGMC common stock were converted into new iCoreConnect Inc. Series A preferred stock (the “Preferred Stock”) on a one for one basis. Unvested outstanding stock options to purchase shares of Old iCore Common Stock (“Old iCore Options”) granted under the iCoreConnect Inc 2016 Stock Incentive Plan (“2016 Plan”) converted into stock options for shares of Company Common Stock upon the same terms and conditions that were in effect with respect to such stock options immediately prior to the Business Combination, after giving effect to the Exchange Ratio (the “Exchanged Options”). Old iCore Options that were vested at the time of the merger converted into shares of Company Common Stock upon the same terms and conditions that were in effect with respect to such options immediately prior to the Business Combination, after giving effect to the Exchange Ratio. Outstanding warrants to purchase shares of Old iCore Common Stock (“Old iCore warrants”) issued and outstanding converted into shares of Company Common Stock upon the same terms and conditions that were in effect with respect to such warrants immediately prior to the Business Combination, after giving effect to the Exchange Ratio. The following table details the number of shares of Company Common Stock issued immediately following the consummation of the Business Combination: Common Stock Preferred Stock Common stock of FGMC outstanding prior to business combination 8,050,000 - Less: Redemptions of FGMC common stock (6,460,059 ) - Common stock held by former FGMC shareholders 1,589,941 - FGMC sponsor shares 1,692,374 - Underwriter shares 40,250 - Sponsor shares transferred for services 2,000 - Sponsor shares transferred for non-redemption 373,126 - Shares issued related to extension note 84,500 - Total FGMC common shares outstanding prior to conversion to preferred stock 3,782,191 - Conversion of existing FGMC common stockholders to new preferred stock (3,782,191 ) 3,782,191 Shares issued to Old iCore stockholders for purchase consideration 8,095,706 - Total 8,095,706 3,782,191 The following table reconciles the elements of the Business Combination to the Company’s consolidated statement of changes in stockholders’ equity (deficit): Amount Cash - FGMC trust (net of redemptions) $ 17,002,897 Cash transferred to Forward Purchase Agreement (12,569,810 ) Gross proceeds 4,433,087 Less: FGMC and Old iCore transaction costs paid (4,433,087 ) Effect of Business Combination, net of redemptions and transaction costs $ - All existing FGMC warrants were converted into Preferred Stock warrants with the same terms and conditions: Holder Number of Warrants Strike Price Underwriter 600,000 $ 2.00 Sponsor and Investors 10,122,313 $ 11.50 Sponsor 1,000,000 $ 15.00

INTANGIBLE ASSETS

INTANGIBLE ASSETS	6 Months Ended	12 Months Ended
INTANGIBLE ASSETS	Jun. 30, 2024	Dec. 31, 2023
INTANGIBLE ASSETS
INTANGIBLE ASSETS	4. INTANGIBLE ASSETS The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s intangible assets as of June 30, 2024 and December 31, 2023: Gross Carrying Amount Impairment Accumulated Amortization Net Carrying Amount Definite-lived intangible assets: Capitalized software $ 3,741,511 $ - $ (2,838,099 ) $ 903,412 Customer relationships 5,272,578 (105,676 ) (2,186,490 ) 2,980,412 Acquired technology 1,527,186 - (1,527,186 ) - Total definite-lived intangible assets at December 31, 2023 10,541,275 (105,676 ) (6,551,775 ) 3,883,824 Capitalized software 4,207,348 - (3,080,615 ) 1,126,733 Customer relationships 5,166,903 - (2,727,524 ) 2,439,379 Acquired technology 7,148,083 - (712,110 ) 6,435,973 Total definite-lived intangible assets at June 30, 2024 $ 16,522,334 - $ (6,520,249 ) $ 10,002,085 In January 2024, the Company purchased Acquired Technology in the amount of $7,148,083. The amortization expense of intangible assets was $1,495,660 and $569,932 for the six months ended June 30, 2024 and 2023, respectively. The Company’s amortization is based on no residual value using the straight-line amortization method as it best represents the benefit of the intangible assets.	6. GOODWILL AND OTHER INTANGIBLE ASSETS, NET The following table sets forth the changes in the carrying amount of goodwill for the year ended December 31, 2023 and 2022: Total Balance at December 31, 2021 $ 1,484,966 2022 activity - Balance at December 31, 2022 1,484,966 2023 activity - Balance at December 31, 2023 $ 1,484,966 The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s intangible assets as of December 31, 2023 and 2022: Gross Carrying Amount Impairment Accumulated Amortization Net Carrying Amount Definite-lived intangible assets at January 1, 2021 Capitalized software $ 3,014,490 - $ (2,483,429 ) $ 531,061 Customer relationships 3,713,434 - (1,363,054 ) 2,350,380 Acquired technology 1,527,186 - (1,447,758 ) 79,428 Total definite-lived intangible assets at December 31, 2022 $ 8,255,110 $ - $ (5,294,241 ) $ 2,960,869 Capitalized software 3,741,511 - (2,838,099 ) 903,412 Customer relationships 5,272,578 (105,676 ) (2,186,490 ) 2,980,412 Acquired technology 1,527,186 - (1,527,186 ) - Total definite-lived intangible assets at December 31, 2023 $ 10,541,275 $ (105,676 ) $ (6,551,775 ) $ 3,883,824 Amortization expense of intangible assets was $1,257,534 and $1,269,564, respectively, for the years ended December 31, 2023 and 2022. The Company’s amortization is based on no residual value using the straight-line amortization method as it best represents the benefit of the intangible assets. The following table sets forth the weighted-average amortization period, in total and by major intangible asset class: Asset Class Weighted-Average Amortization period Capitalized software 3.2 years Customer relationships 4.7 years As of December 31, 2023, assuming no additional amortizable intangible assets, the expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter was as follows: Estimated 2024 $ 1,357,783 2025 $ 1,357,783 2026 $ 1,087,976 2027 $ 80,282

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	12 Months Ended
PROPERTY AND EQUIPMENT, NET	Dec. 31, 2023
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET	5. PROPERTY AND EQUIPMENT, NET Property and equipment, net consists of the following: December 31, December 31, 2023 2022 Furniture and fixtures $ 92,821 $ 69,840 Leasehold improvements 42,493 30,298 Equipment 22,240 22,240 Vehicles - 32,000 Computer software 124,702 - $ 282,256 $ 154,378 Less accumulated depreciation (79,835 ) (80,184 ) $ 202,421 $ 74,194 Depreciation expense on property and equipment for the years ended December 31, 2023 and 2022, were $17,429 and $22,521, respectively. In 2023 the Company sold its vehicles for a gain of $13,778 and a recovery of depreciation expense of $17,778.

FORWARD PURCHASE AGREEMENT

FORWARD PURCHASE AGREEMENT	6 Months Ended	12 Months Ended
FORWARD PURCHASE AGREEMENT	Jun. 30, 2024	Dec. 31, 2023
FORWARD PURCHASE AGREEMENT
FORWARD PURCHASE AGREEMENT	5. FORWARD PURCHASE AGREEMENT On August 14, 2023, the Company entered into Prepaid Forward Purchase Agreement (the “FPA”) with Old iCore and RiverNorth SPAC Arbitrage Fund, L.P., a Delaware limited partnership (the “Purchaser”). In accordance with the FPA and subject to the terms and conditions set forth therein, the Purchaser purchased the lesser of (a) 1.5 million shares of FGMC Common Stock and (b) such number of shares of FGMC Common Stock as shall, following the Business Combination, not exceed 9.9% of the total number of shares of FGMC Common Stock to be outstanding (such shares to be purchased, the “Forward Purchase Shares”) from public shareholders for a price no greater than the redemption price per share as is indicated in FGMC’s most recently filed periodic report (the “Prepaid Forward Purchase Price”). In accordance with the terms of the Business Combination, upon the consummation of the Business Combination, each Forward Purchase Share automatically converted into one share of Preferred Stock (including the shares of the Company’s Common Stock underlying the Preferred Stock, the “Purchased Shares”). Upon the Business Combination closing, 100,000 Purchased Shares were deemed to be “Commitment Shares” and the remaining Purchased Shares were deemed to be “Prepaid Forward Purchase Shares”. Upon the closing of the Business Combination FGMC caused Purchaser to be paid directly out of the funds held in FGMC’s trust account, a cash amount (the “Prepayment Amount”) equal to the number of Purchased Shares multiplied by the amount paid to redeeming stockholders in connection with the Business Combination (the “Redemption Price”). The Redemption Price was $10.69. Upon the sale of the Prepaid Forward Purchase Shares (or underlying FGMC Common Stock) by the Purchaser, the Purchaser will remit the Reference Price (as defined below) per share to FGMC. On the earlier to occur of: · the occurrence of a “Registration Failure” (as defined in the FPA), and · the date that is 360 days after the closing of the Business Combination then any Prepaid Forward Purchase Shares not sold as Series A Preferred Stock will automatically convert into Common Stock on a one for one basis. · the date that is eighteen months after the closing of the Business Combination (the “Maturity Date”), then, for any Common Stock underlying the Prepaid Forward Purchase Shares not sold by the Purchaser, the Purchaser shall, on the 25th trading day after the Maturity Date (the “Payment Date”), pay the Company an amount equal to (i) the number of Prepaid Forward Purchase Shares that the Purchaser held on the Maturity Date, multiplied by (ii) the lowest daily volume weighted average price per share of FGMC Common Stock during the twenty trading days beginning on the day after the Maturity Date less $0.15. Between the Maturity Date and the Payment Date, the Purchaser may not sell more than a number of Prepaid Forward Purchase Shares per day equal to the greater of (i) 5% of the Purchased Shares owned by the Purchaser at the Maturity Date and (ii) 10% of the daily trading volume on such date. The Purchaser has agreed that until the Maturity Date, the Common Stock underlying the Prepaid Forward Purchase Shares may not be sold for a price less than the Reference Price. The “Reference Price” will initially equal the Redemption Price and will be reduced (but never increased) each month commencing on the first day of the month starting 30 days after the Business Combination closing to the volume weighted average price of the FGMC Common Stock for the preceding 10 trading days, but in no event less than $10.00 per share (the “Floor”) unless in the Company’s sole discretion, the Floor is lowered. Any reduction of the Floor shall be accomplished through a written notice from the Company to Purchaser. The FPA provides for certain registration rights. In particular, FGMC is required to, within 30 calendar days following written request by Purchaser, file with the SEC a registration statement registering the resale of all shares held by Purchaser and have such registration statement declared effective as soon as practicable after the filing thereof. The Company utilizes an independent valuation firm to assess the carrying value of the Prepaid Forward Purchase shares at each reporting period. The independent valuation firm utilizes a Monte Carlo Simulation using several inputs including: Risk Free Rate (5.22%), Term to Settlement Date (0.74 months) and Series A Preferred Stock valuation ($9.11) and volatility for Series A Preferred Stock (43%) and Common Stock (104%) utilizing publicly available information.	7. FORWARD PURCHASE AGREEMENT On August 14, 2023, the Company entered into Prepaid Forward Purchase Agreement (the “FPA”) with Old iCore and RiverNorth SPAC Arbitrage Fund, L.P., a Delaware limited partnership (the “Purchaser”). In accordance with the FPA and subject to the terms and conditions set forth therein, the Purchaser purchased the lesser of (a) 1.5 million shares of FGMC Common Stock and (b) such number of shares of FGMC Common Stock as shall, following the Business Combination, not exceed 9.9% of the total number of shares of FGMC Common Stock to be outstanding (such shares to be purchased, the “Forward Purchase Shares”) from public shareholders for a price no greater than the redemption price per share as is indicated in FGMC’s most recently filed periodic report (the “Prepaid Forward Purchase Price”). In accordance with the terms of the Business Combination, upon the consummation of the Business Combination, each Forward Purchase Share automatically converted into one share of Preferred Stock (including the shares of the Company’s Common Stock underlying the Preferred Stock, the “Purchased Shares”). Upon the Business Combination closing, 100,000 Purchased Shares were deemed to be “Commitment Shares” and the remaining Purchased Shares were deemed to be “Prepaid Forward Purchase Shares”. Upon the closing of the Business Combination FGMC caused Purchaser to be paid directly out of the funds held in FGMC’s trust account, a cash amount (the “Prepayment Amount”) equal to the number of Purchased Shares multiplied by the amount paid to redeeming stockholders in connection with the Business Combination (the “Redemption Price”). The Redemption Price was $10.69. Upon the sale of the Prepaid Forward Purchase Shares (or underlying FGMC Common Stock) by the Purchaser, the Purchaser will remit the Reference Price (as defined below) per share to FGMC. On the earlier to occur of: · the occurrence of a “Registration Failure” (as defined in the FPA), and · the date that is twelve months after the closing of the Business Combination (the “Maturity Date”), then, for any Common Stock underlying the Prepaid Forward Purchase Shares not sold by the Purchaser, the Purchaser shall, on the 25th trading day after the Maturity Date (the “Payment Date”), pay the Company an amount equal to (i) the number of Prepaid Forward Purchase Shares that the Purchaser held on the Maturity Date, multiplied by (ii) the lowest daily volume weighted average price per share of FGMC Common Stock during the twenty trading days beginning on the day after the Maturity Date less $0.15. Between the Maturity Date and the Payment Date, the Purchaser may not sell more than a number of Prepaid Forward Purchase Shares per day equal to the greater of (i) 5% of the Purchased Shares owned by the Purchaser at the Maturity Date and (ii) 10% of the daily trading volume on such date. The Purchaser has agreed that until the Maturity Date, the Common Stock underlying the Prepaid Forward Purchase Shares may not be sold for a price less than the Reference Price. The “Reference Price” will initially equal the Redemption Price and will be reduced (but never increased) each month commencing on the first day of the month starting 30 days after the Business Combination closing to the volume weighted average price of the FGMC Common Stock for the preceding 10 trading days, but in no event less than $10.00 per share (the “Floor”) unless in the Company’s sole discretion, the Floor is lowered. Any reduction of the Floor shall be accomplished through a written notice from the Company to Purchaser. The FPA provides for certain registration rights. In particular, FGMC is required to, within 30 calendar days following written request by Purchaser, file with the SEC a registration statement registering the resale of all shares held by Purchaser and have such registration statement declared effective as soon as practicable after the filing thereof.

NOTES PAYABLE

NOTES PAYABLE	6 Months Ended	12 Months Ended
NOTES PAYABLE	Jun. 30, 2024	Dec. 31, 2023
NOTES PAYABLE
NOTES PAYABLE	6. NOTES PAYABLE June 30, December 31, 2024 2023 (2) Note bearing interest at 18% due October 1, 2026 22,951 27,540 (3) Secured Promissory Note bearing interest at 17.5% due February 28, 2026 1,779,337 1,988,793 (4) Promissory Note bearing interest at 12%, due October 31, 2023 - 38,609 (5) Convertible Note bearing interest at 12% due May 13, 2024 390,853 388,380 (6) Convertible Note bearing interest at 12%, due October 31, 2024 559,709 569,391 (6) Convertible Note bearing interest at 12%, due December 18, 2024 566,624 574,961 (7) Convertible Note bearing interest at 12%, due December 19, 2024 79,116 80,722 (8) Convertible Note bearing interest at 12%, due December 19, 2024 79,116 80,509 (5) Convertible Note bearing interest at 12%, due December 28, 2024 124,079 114,781 (1) Convertible Note bearing interest at 12%, due July 31, 2024 520,901 473,743 (9) Promissory Note bearing interest at 15%, due December 26, 2024 2,348,330 2,000,000 (10) Promissory Note bearing interest at 12%, due May 3, 2024 - - (11) Convertible Note bearing interest at 12%, due February 1, 2025 56,462 - (12) Convertible Note bearing interest at 12%, due February 1, 2025 5,646 - (13) Convertible Note bearing interest at 16%, due February 26, 2025 423,754 - (13) Convertible Note bearing interest at 16%, due February 26, 2025 1,315,330 - (6) Promissory Note bearing interest at 16%, due June 30, 2024 207,803 - (14) Convertible Note bearing interest at 16%, due May 8, 2025 377,985 - (15) Promissory Note bearing interest at 12%, due February 14, 2024 181,104 - (16) Promissory Note bearing interest at 15%, due November 22, 2024 574,055 - (1) Promissory Note bearing interest at 12%, due July 31, 2024 402,710 - Total notes payable 10,015,865 6,337,429 Less: Unamortized debt discounts (161,109 ) - Less: unamortized financing costs (368,661 ) (196,837 ) Total notes payable, net of financing costs 9,486,095 6,140,592 Less current maturities (6,543,511 ) (4,720,455 ) Total Long-Term Debt $ 2,942,584 $ 1,420,137 1. On February 9, 2024, the Company issued a convertible note entered into a securities purchase agreement with an investor with an effective date of December 29, 2023, pursuant to which the Company in principal amount of $473,743 in exchange for the conversion of a payable in the amount of $473,743. The maturity of the convertible note is June 1, 2024 and carries an interest rate of 12% per annum and is convertible into Company common stock at a conversion rate equal to 100% of the closing price of the Company’s common stock on December 29, 2023. At maturity this note was reissued under the existing terms with a maturity date of July 31, 2024 in addition the Company will issue 74,685 restricted common stock at maturity. The value of the Common Stock was deemed to be $37,338 and is being expensed equally over the new term. On maturity this note was extended under the same terms to July 31, 2024. The note is subordinated to the Company’s senior lenders. On June 1, 2024, the Company issued a convertible note entered into a securities purchase agreement with another related investor, pursuant to which the Company in principal amount of $397,622 in exchange for the conversion of a payable in the amount of $397,622. The maturity of convertible note is July 31, 2024 and carries an interest rate of 12% per annum and is convertible into Company common stock at a conversion rate equal to 100% of the closing price of the Company’s common stock on June 1, 2024. The note is subordinated to the Company’s senior lenders. 2. In November 2021, the Company signed a $40,071 equipment finance agreement with a maturity date 60 months after issuance from a third-party financing company. Payments of principal and interest of $791 are due monthly. 3. On February 28, 2022, the Company signed a $2,000,000 secured promissory note with a maturity date 48 months after issuance and received in exchange $1,970,000 net of fees. An Interest charge of 17.5% per annum shall accrue, with interest only payments being made for the first six months after which both interest and principal will be due. The Company has right of prepayment subject to certain minimum interest payments being made. The Prepayment Fee shall be (i) equal to 6 months’ interest that would have accrued with regard to the prepaid principal, if prepaid prior to the 2nd anniversary of the date of the Initial Advance or Subsequent Advance, as applicable, and (ii) equal to 3 months’ interest that would have accrued with regard to the prepaid principal, if prepaid on or after the 2nd anniversary and prior to the 3rd anniversary of the date of the Initial Advance or Subsequent Advance, as applicable. Additionally, the Company has the following covenant requirements; maintaining a minimum cash balance of $150,000 in its combined bank accounts as well as entering into a Deposit Account Control Agreement; monthly financial reporting requirements and certifications; obtaining other indebtedness without consent; merge, consolidate or transfer assets; pledge assets as collateral; or guarantee without consent of the Lender. On February 12, 2024, the Company entered into a Forbearance Agreement with an effective date of December 31, 2024 whereby the Company agreed to make $300,000 payment to cure certain defaults under the original Loan Agreement. In addition, the Company agreed to increase the default rate of interest in the Loan Agreement, report certain financial and cash metrics on a weekly basis, budgetary updates as well as pay down of balance of 10% of all financing raised over $500,000, in exchange for interest only payments until July 2024 and waiver of all covenants. The Company has obtained an additional waiver until December 31, 2024. 4. In September 2023 the Company entered into a sixty-day Promissory Note (“Note”) in the amount of $1,200,000 related to its purchase of the assets of Preferred Dental Development LLC. The Note carries an interest of 12% per annum and is subordinated to the Company’s senior lenders. The principal balance of the note was fully repaid in December 31, 2023 with only the interest portion of $38,609 outstanding as of December 31, 2023. The note was fully repaid in January 2024. The promissory note was subordinated to the Company’s senior lenders. 5. In October 2023, the Company entered into a promissory note for $350,000. The maturity of the Promissory Note is May 13, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate of $1.85 per share. In conjunction with the Promissory Note, the Company also issued a five-year warrant to purchase 24,500 shares of Company common stock with an exercise price of $2.04. The value of the warrants of 13,498 as determined by a Black-Scholes calculation is separated from the value of the note and expensed equally over the term of the note as a financing fee. At maturity this note was extended under existing terms till July 31, 2024 in addition the Company will issue 51,539 restricted common stock at maturity. The value of the Common Stock was deemed to be $21,640 and is being expensed equally over the new term. On December 28, 2023, the Company entered into a securities purchase agreement with the existing investor, pursuant to which the Company issued the investor a convertible note in principal amount of $100,000. The maturity of the convertible note is December 28, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.31 or $1.57 for the share price of conversion. In December 2023, the Company entered into an amendment with holder of an Amendment to Convertible Promissory Notes issued in October 2023 whereby the holder of the Note agreed that the Note would not be convertible into shares of Company Common Stock unless and until the Company’s shareholders approve such conversion per NASDAQ Listing Rule 5635(d). The Company and the Note holder also entered into amendments to the warrants to purchase common stock issued in connection with the issuance of the Note, pursuant to which the holder of the Warrants agreed that the Warrants would not become exercisable unless and until the Company’s shareholders approve the exercise of the Warrants pursuant to NASDAQ Listing Rule 5635(d), such approval was obtained on May 31, 2024. The promissory notes are subordinated to the Company’s senior lenders. 6. In October 2023, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued the investor a Convertible Promissory Note in principal amount of $500,000. The maturity of the Convertible Promissory Note is October 31, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.58 or $1.90. In December 2023, the Company entered into a securities purchase agreement with the existing investor, pursuant to which the Company issued the investor a convertible note in principal amount of $500,000. The maturity of the convertible note is December 18, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $2.31 or $2.77 for the share price of conversion. On April 2, 2024 the Company entered into a promissory note in the principal amount of $200,000 with the existing investor. The maturity of the promissory note is June 30, 2024 and carries an interest rate of 16% per annum with interest and principal due at maturity. The promissory notes are subordinate to the Company’s senior lenders 7. In December 2023, the Company entered into a securities purchase agreement pursuant to which the Company issued a convertible note in principal amount of $70,000. The maturity of the convertible note is December 19, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.69 or $2.03 for the share price of conversion. The promissory note is subordinated to the Company’s senior lender. 8. In December 2023, the Company entered into a securities purchase agreement pursuant to which the Company issued a convertible note in principal amount of $70,000. The maturity of the convertible note is December 19, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.69 or $2.03 for the share price of conversion. The promissory note is subordinated to the Company’s senior lender. 9. In December 2023, the Company issued a subordinated note to a service provider in principal amount of $2,000,000 in exchange for conversion of an account payable in the amount of $2,000,000. The maturity of the subordinated note is December 26, 2024 and carries an interest rate of 15% per annum and is to be paid in interest only installments for three months followed with a ballon payment in month four and then a combination of principal and interest payments for the remaining term. The note is secured by the assets of the Company and is junior to the security interest of the Company’s senior lender. As part of the note payable the Company agreed to purchase investor relation consulting services totaling $200,000 payable in quarterly installments beginning in January 2024. The Company was not incompliance with certain provisions of the loan as of June 30, 2024 and has obtained a waiver for any defaults. 10. On January 1, 2024 the Company entered into a promissory note with Teamworx for $125,000 due January 31, 2024 with no interest. On February 1, 2024, the note was extended to February 29, 2024 with 12% with principal and interest due at maturity. On March 1, 204 the note was extended again to April 30, 2024 with principal and interest due at maturity. This note was further extended to May 6, 2024 under the same terms and was fully repaid in May 2023. 11. On February 1, 2024, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued the investor a convertible note in principal amount of $50,000 in exchange for $50,000. The maturity of the convertible note is February 1, 2025 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance. The convertible note is being sold and issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act as sales to an accredited investor, and in reliance on similar exemptions under applicable state laws. The promissory note is subordinated to the Company’s senior lender. 12. On February 1, 2024, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued the investor a convertible note in principal amount of $5,000 in exchange for $5,000. The maturity of the convertible note is February 1, 2025 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance. The convertible note is being sold and issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act as sales to an accredited investor, and in reliance on similar exemptions under applicable state laws. The promissory note is subordinated to the Company’s senior lender. 13. On February 26, 2024, The Company executed a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors (the “Investors”). Pursuant to the terms and conditions of the Purchase Agreement, the Investors agreed to purchase from the Company unsecured convertible notes in the aggregate principal amount of up to $2,375,000. The Purchase Agreement contemplates funding of the investment across two tranches. At the first closing (the “Initial Closing”) an aggregate principal amount of $1,375,000 will be issued upon the satisfaction of certain customary closing conditions in exchange for aggregate gross proceeds of $1,250,000, representing an original issue discount of 10%. On such date (the “Initial Closing Date”), the Company will also issue the Investors 85,174 shares of Company common stock (the “Commitment Shares”). Subject to satisfying the conditions discussed below, the Company has the right under the Purchase Agreement, but not the obligation, to require that the Investors purchase additional Notes at one additional closing. Upon notice, the Company may require that the Investors purchase an additional aggregate principal amount of $1,100,000 of Notes, in exchange for aggregate gross proceeds of $1,000,000, if, among other items, (i) the Registration Statement (as described below) is effective; and (ii) the Shareholder Approval (as described below) has been obtained. The Notes will mature 12 months from their respective issuance date (the “Maturity Date”), unless earlier converted. Commencing on the six-month anniversary of the issue date, the Company will be required to make monthly amortization payments pursuant to the Note of approximately 1/6th of the principal amount of the Note per month (the “Amortization Payments”). The Notes will be the Company’s unsecured obligations and equal in right of payment with all of our other indebtedness and other indebtedness of any of our subsidiaries. The Notes were issued with an original issue discount of 10.0% per annum, and will not accrue additional interest during the term; provided that the interest rate of the Notes will automatically increase to 16% per annum (the “Default Rate”) upon the occurrence and continuance of an event of default. Each holder of Notes may convert all, or any part, of the outstanding Notes, at any time at such holder’s option, into shares of the Company’s common stock at an initial “Conversion Price” of $1.848 per share, which is subject to proportional adjustment upon the occurrence of any stock split, stock dividend, stock combination and/or similar transactions. With limited exceptions, if the Company at any time while a Note is outstanding, issues any common stock or securities entitling any person or entity to acquire shares of common stock (upon conversion, exercise or otherwise), at an effective price per share less than the Conversion Price then the Conversion Price shall be reduced to the same price as the new investment. A holder shall not have the right to convert any portion of a Note to the extent that, after giving effect to such conversion, the holder (together with certain related parties) would beneficially own in excess of 4.99%, or the “Maximum Percentage”, of shares of the Company’s common stock outstanding immediately after giving effect to such conversion. If the Company fails to make any Amortization Payments when due, then each holder may alternatively elect to convert all or any portion of such holder’s Notes at a conversion price equal to the lesser of (i) the Conversion Price, and (ii) 90% of the lowest VWAP of the common stock during the five (5) consecutive trading days immediately prior to such conversion. On April 26, 2024, the Company and the Investors entered into an amendment to the Purchase Agreements (the “Amendment”) and related transaction documents, pursuant to which the terms of the Financing were amended. The amended terms include, but are not limited to, an increase in the total amount of the Notes issuable under the Financing to an aggregate principal amount of up to $8,250,000. Pursuant to the Amendment, the Company has the right to provide the Note holders a notice that permits the holders to voluntarily convert the Notes at any time at the Market Price (defined below) on the date of conversion (such notice “Voluntary Conversion Notice”). The promissory notes are subordinated to the Company’s senior lenders. The Company received a waiver for untimely filing of its regulatory reporting requirements from the lender. 14. On May 8, 2024, The Company executed a securities purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Investor”). Pursuant to the terms and conditions of the Purchase Agreement, the Investor agreed to purchase from the Company unsecured convertible notes in the aggregate principal amount of $304,700. At closing an aggregate principal amount of $304,700 will be issued upon the satisfaction of certain customary closing conditions in exchange for aggregate gross proceeds of $277,000, representing an original issue discount of 10%. On such date, the Company will also issue the Investors 17,034 shares of Company common stock (the “Commitment Shares”). The Note will mature 12 months from its respective issuance date (the “Maturity Date”), unless earlier converted. Commencing on the six-month anniversary of the issue date, the Company will be required to make monthly amortization payments pursuant to the Note of approximately 1/6th of the principal amount of the Note per month (the “Amortization Payments”). The Note will be the Company’s unsecured obligations and equal in right of payment with all of our other indebtedness and other indebtedness of any of our subsidiaries. The Notes were issued with an original issue discount of 10.0% per annum, and will not accrue additional interest during the term; provided that the interest rate of the Notes will automatically increase to 16% per annum (the “Default Rate”) upon the occurrence and continuance of an event of default. Each holder of Note may convert all, or any part, of the outstanding Note, at any time at such holder’s option, into shares of the Company’s common stock at an initial “Conversion Price” of $1,416 per share, which is subject to proportional adjustment upon the occurrence of any stock split, stock dividend, stock combination and/or similar transactions. With limited exceptions, if the Company at any time while a Note is outstanding, issues any common stock or securities entitling any person or entity to acquire shares of common stock (upon conversion, exercise or otherwise), at an effective price per share less than the Conversion Price then the Conversion Price shall be reduced to the same price as the new investment. A holder shall not have the right to convert any portion of a Note to the extent that, after giving effect to such conversion, the holder (together with certain related parties) would beneficially own in excess of 4.99%, or the “Maximum Percentage”, of shares of the Company’s common stock outstanding immediately after giving effect to such conversion. If the Company fails to make any Amortization Payments when due, then each holder may alternatively elect to convert all or any portion of such holder’s Notes at a conversion price equal to the lesser of (i) the Conversion Price, and (ii) 90% of the lowest VWAP of the common stock during the five (5) consecutive trading days immediately prior to such conversion. The Company received a waiver for untimely filing of its regulatory reporting requirements from the lender. The promissory note is subordinated to the Company’s senior lenders. 15. On May 14, 2024, The Company executed a securities purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Investor”). Pursuant to the terms and conditions of the Purchase Agreement, the Investors agreed to purchase from the Company unsecured convertible note in the aggregate principal amount of $178,250. The Note will mature 11 months from the respective issuance date (the “Maturity Date”), unless earlier converted. Commencing on the one-month anniversary of the issue date, the Company will be required to make monthly amortization payments pursuant to the Note of approximately 1/10th of the principal amount of the Note per month (the “Amortization Payments”). The Note will be the Company’s unsecured obligations and equal in right of payment with all of our other indebtedness and other indebtedness of any of our subsidiaries. The Notes were issued with an original issue discount of 10.0% per annum, and will accrue 12% interest during the term; provided that the interest rate of the Notes will automatically increase to 22% per annum (the “Default Rate”) upon the occurrence and continuance of an event of default. The Note may convert all, or any part, of the outstanding Notes, at any time at such holder’s option, into shares of the Company’s common stock at an initial “Conversion Price” of $50 per share, which is subject to proportional adjustment upon the occurrence of any stock split, stock dividend, stock combination and/or similar transactions in the event of default only. A holder shall not have the right to convert any portion of a Note to the extent that, after giving effect to such conversion, the holder (together with certain related parties) would beneficially own in excess of 4.99%, or the “Maximum Percentage”, of shares of the Company’s common stock outstanding immediately after giving effect to such conversion. The promissory note is subordinated to the Company’s senior lenders. 16. On May 22, 2024, iCoreConnect, Inc. (the “Company”) issued an unsecured note in the aggregate principal amount of $500,000 (the “Note”) to a single lender. The Note matures on November 15, 2025 (the “Maturity Date”), unless earlier repaid. On the Maturity Date, all principal and interest will be due along with an origination amount of $65,000. Commencing November 15, 2024, interest will accrue on the outstanding principal and the origination amount at the rate of 15% per annum; provided that the interest rate will automatically increase by 1.5% per month, compounded monthly upon the occurrence of an event of default. If the Company completes a transaction or series of related transactions pursuant to which a material portion of the Company’s outstanding debt is paid, refinanced, recapitalized, compromised, or otherwise satisfied, then all amounts under the Note will become immediately due and payable. If the Company does not repay the Note, including the origination amount, prior to November 15, 2024, the Company shall be required to issue the lender 225,000 shares of Company common stock (the “Rollover Shares”). The Note contains standard and customary events of defaults, including but not limited: (i) failure to pay to the holder any amounts when due; (ii) the failure to pay when due any other debts of the Company, and (iii) bankruptcy or insolvency of the Company. The promissory note is subordinated to the Company’s senior lenders.	8. DEBT December 31, December 31, 2023 2022 (1) Convertible Note bearing interest at 12% due May, 2023 $ - $ 578,802 (2) Note bearing interest at 15% due September 1, 2023 - 1,012,500 (2) Note bearing interest at 15% due September 1, 2023 - 506,250 (3) Note bearing interest at 18% due October 1, 2026 27,540 32,752 (4) Secured Promissory Note bearing interest at 17.5% due February 28, 2026 1,988,793 1,960,965 (5) Promissory Note bearing interest at 14%, due January 15, 2023 - 50,892 (6) Promissory Note bearing interest at 14%, due September 1, 2023 - 329,227 (7) Promissory Note bearing interest at 15%, due January 25, 2023 - 509,145 (8) Promissory Note bearing interest at 15%, due September 1, 2023 - 255,490 (8) Promissory Note bearing interest at 15%, due September 1, 2023 - 255,547 (9) Convertible Note bearing interest at 15% due March 2024 - - (10) Convertible Note bearing interest at 15% due June 14, 2024 (11) Convertible Note bearing interest at 15% due June 14, 2024 (12) Convertible Note bearing interest at 15% due July 24, 2024 - - (13) Promissory Note bearing interest at 12%, due October 31, 2023 38,609 - (14) Convertible Note bearing interest at 12% due May 13, 2024 388,380 (15) Convertible Note bearing interest at 12%, due October 31, 2024 569,391 - (15) Convertible Note bearing interest at 12%, due December 18, 2024 574,961 (16) Convertible Note bearing interest at 12%, due December 19, 2024 80,722 (17) Convertible Note bearing interest at 12%, due December 19, 2024 80,509 (14) Convertible Note bearing interest at 12%, due December 28, 2024 114,781 (2) Convertible Note bearing interest at 12%, due June 1, 2024 473,743 (18) Promissory Note bearing interest at 15%, due December 26, 2024 2,000,000 Total notes payable 6,337,429 5,491,570 Less: Unamortized debt discounts - - Less: unamortized financing costs (196,837 ) (7,444 ) Total notes payable, net of financing costs 6,140,592 5,484,126 Less current maturities (4,720,455 ) (4,034,865 ) Total Long-Term Debt $ 1,420,137 $ 1,449,261 1. In April 2021, the Company signed a $500,000 convertible promissory note with a maturity date twelve months after issuance and received in exchange $500,000. An interest charge of 12% per annum shall accrue and be paid on the maturity date. The note is convertible into the Company’s Common Stock at a fixed conversion price of $0.10 per common share based on Old iCore common share value. The Company has right of prepayment. The note holder is limited to receive upon conversion no more than 4.99% of the issued and outstanding Common Stock at the time of conversion at any one time. The Company also issued to the Holder 788,000 restricted shares of the Company’s Common Stock and a warrant to purchase 87,132 shares of Company Common Stock with a 5-year term. The exercise price per share of Common stock under this Warrant is $0.60 per share for the first 43,566 Warrant Shares and $0.75 for the next 43,566 Warrant Shares. In August 2021 the down round provision in the Warrant Agreement was triggered resulting in an additional 108,915 warrants being issued and the strike price repriced to $0.30 for all 196,047 warrants. In December 2022, the down round provision in the Warrant Agreement was triggered again resulting in an additional 49,012 warrants to be issued and the strike price repriced to $0.24 for all 245,059 warrants. At Maturity this note was renegotiated and term extended to June 2023 for an additional principal consideration of $55,400 under the same interest rate and conditions as the matured note. This note and accrued interest was converted in January 2023 for 202,343 shares of Common Stock. In May 2023 the Company and the warrant holder renegotiated the outstanding warrants back to their original intended values at issuance date of 43,566 exercisable at $0.60 and 43,566 exercisable at $0.75. As part of the Merger, the warrants were converted on a cashless basis into 28,621 shares of Common Stock. 2. In August 2021, the Company signed a $1,000,000 and $500,000 promissory note with a maturity date 24 months after issuance. An interest charge of 15% per annum shall accrue and be paid monthly. The Company also issued to the Holder 33,513 restricted shares of the Company’s Common Stock and 50,269 cash Warrant Shares with a 5-year term. The exercise price per share of Common stock under this Warrant is $0.75 per share. In December 2021 the down round provision in the Warrant Agreement was triggered resulting in an additional 75,403 warrants being issued and the strike price repriced to $0.30 for all 125,672 warrants. In December 2022 the down round provision in the Warrant Agreement was triggered again resulting in an additional 31,418 warrants being issued and the strike price repriced to $0.30 for all 157,090 warrants. In May the Company and the warrant holder renegotiated the outstanding warrants back to their original intended values at issuance date of 50,269 exercisable at $0.75. The promissory note is subordinated to the Company’s senior lenders. As part of the Merger these notes totalling $1,500,000 along with outstanding interest of $nil was converted on August 25, 2023 into 173,339 common shares and the warrants were converted on a cashless basis into 28,621 shares of Common Stock. In August 2023, the Company agreed to a Satisfaction Agreement in conjunction with the conversion of debt in the amount of $1,500,000 to be done at the time of Merger. The Satisfaction Agreement provides that the Company would provide the equity holder cash proceeds on the difference between the proceeds from the sale of stock and the face value of debt up to $1,500,000 subject to certain selling limitations on or before August 2024. The lender sold $1,000,000 worth of stock for a net return of $526,257 and invoked the Satisfaction Agreement in October 2023. In December 2023, the Company and lender agreed to enter into a new Convertible Promissory Note in the amount of $473,743 with a maturity of six months after issuance. An interest rate of 12% per annum shall accrue and be paid on maturity. The Note and accrued interest is convertible at $1.24 per share into the Company’s Common Stock. 3. In November 2021, the Company signed a $40,071 equipment finance agreement with a maturity date 60 months after issuance from a third-party financing company. Payments of principal and interest of $791 are due monthly. 4. On February 28, 2022, the Company signed a $2,000,000 secured promissory note with a maturity date 48 months after issuance and received in exchange $1,970,000 net of fees. An Interest charge of 17.5% per annum shall accrue, with interest only payments being made for the first six months after which both interest and principal will be due. The Company has right of prepayment subject to certain minimum interest payments being made. The Prepayment Fee shall be (i) equal to 6 months’ interest that would have accrued with regard to the prepaid principal, if prepaid prior to the 2nd anniversary of the date of the Initial Advance or Subsequent Advance, as applicable, and (ii) equal to 3 months’ interest that would have accrued with regard to the prepaid principal, if prepaid on or after the 2nd anniversary and prior to the 3rd anniversary of the date of the Initial Advance or Subsequent Advance, as applicable. Additionally, the Company has the following covenant requirements; maintaining a minimum cash balance of $150,000 in its combined bank accounts as well as entering into a Deposit Account Control Agreement; monthly financial reporting requirements and certifications; obtaining other indebtedness without consent; merge, consolidate or transfer assets; pledge assets as collateral; or guarantee without consent of the Lender. In December 2023 the Company and the secured lender entered into a Forbearance Agreement whereby the Company will be required to provide additional reporting weekly and monthly reporting, pay a forbearance fee of $300,000 which would be applied to outstanding interest and fees, along with other customary requests in exchange for a forbearance and the adjustment of the loan to interest only till July 2024. 5. In April 2022, the Company signed a $50,000 unsecured promissory note with a maturity date six (6) months after issuance with an interest charge of 14% per annum which shall accrue and be paid on the maturity date. The Company has the right to prepay this note without penalty. At maturity in October 2022, this note was reissued under the same term with a maturity of three (3) months. The promissory note is subordinated to the Company’s senior lender. This note was fully repaid in March 2023. 6. In April 2022, the Company signed a $300,000 unsecured promissory note with a maturity date six (6) months after issuance with an interest charge of 14% per annum which shall accrue and be paid on the maturity date. The Company has the right to prepay this note without penalty. At maturity in October 2022, this note was reissued under the same terms with a maturity of date of six (6) months. In March 2023, the term of this note was extended to September 1, 2023.The promissory note is subordinated to the Company’s senior lenders. As part of the Merger the principal of $300,000 along with outstanding interest of $55,693 was converted on August 25, 2023 into 41,104 common shares. 7. In July 2022, the Company signed a $500,000 unsecured promissory note with a maturity date six (6) months after issuance with an interest charge of 15% per annum. The note is callable by the Holder no earlier than 90 days from issue. The Company has the right to prepay this note without penalty. The Company issued to the Holder a warrant to purchase 175,000 shares of Company Common Stock with a 5-year term. The exercise price per share of Common stock under this Warrant is $0.25 per share for 87,500 warrants and $0.20 per share for 87,500 warrants. This note was fully repaid in March 2023. 8. In August 2022, the Company signed two $250,000 unsecured promissory notes with a maturity date six (6) months after issuance with an interest charge of 15% per annum to the same investor in 14 and 9. The notes are callable by the Holder no earlier than 90 days from issue. The Company has the right to prepay this note without penalty. The Company issued to the Holder a warrant to purchase 175,000 shares of Company Common Stock with a 5-year term. The exercise price per share of Common stock under this Warrant is $0.25 per share for 87,500 warrants and $0.20 per share for 87,500 warrants. In March 2023, the term of these notes were extended to September 1, 2023.The promissory notes are subordinated to the Company’s senior lenders. As part of the Merger these notes with principal balance totalling $500,000 along with outstanding interest of $nil was converted on August 25, 2023 into 57,780 common shares. 9. In March 2023, the Company entered into a twelve (12) month Convertible Secured Promissory Note (“Note”). The Note is for $2,500,000 with $500,000 paid to the Holder on issuance for net proceeds of $2,000,000. The Note carries and interest of 15% per annum which can be paid in cash or kind and it is convertible either into the Company’s Common Stock after six months from date of issuance at $0.10 per share, or if the business combination between FG Merger Corp. (“FGMC”) and the Company pursuant to the Merger Agreement and Plan of Reorganization by and among FGMC, FG Merger Sub Inc., and the Company dated January 5, 2023, as such agreement may be amended from time to time (the “Business Combination”), occurs then, upon any subsequent conversion of the Note, the holder shall no longer have the right to receive Company common stock upon conversion of the Note, but shall have the right to receive, for each share of Company common stock that would have been issuable upon such conversion immediately prior to the occurrence of the Business Combination, the number of shares of FGMC common stock receivable as a result of such Business Combination by a holder of the number of shares of Company common stock for which the Note is convertible immediately prior to such Business Combination. As a condition of the Note all existing outstanding Notes maturing before September 1, 2023 had their term extended to September 1, 2023. In addition, all vested option holders and all warrant holders were provided with a cashless purchase option at time of the Business Combination. The Note is superior to all notes in terms of security except of our Senior Secured Note Payable. In May 2023 all warrant holders with down round provisions provided a waiver to the potential down round triggering event on any conversion issuance. As part of the Merger this note with principal balance of $2,500,000 along with outstanding interest of $115,535 was converted on August 25, 2023 into 876,522 common shares. 10. In June 2023, the Company entered into a twelve (12) month note Convertible Promissory Note (“Note”). The Note is for $77,000 and carries an interest rate of 15% per annum. The principal of the Note is convertible into Common Stock of the Company at a twenty percent discount to the closing price of the Company’s Common Stock on September 1, 2023 or if the business combination between FG Merger Corp. (“FGMC”) and the Company pursuant to the Merger Agreement and Plan of Reorganization by and among FGMC, FG Merger Sub Inc., and the Company dated January 5, 2023, as such agreement may be amended from time to time (the “Business Combination”), occurs then, upon any subsequent conversion of the Note, the holder shall no longer have the right to receive Company common stock upon conversion of the Note, but shall have the right to receive, for each share of Company common stock that would have been issuable upon such conversion immediately prior to the occurrence of the Business Combination, the number of shares of FGMC common stock receivable as a result of such Business Combination by a holder of the number of shares of Company common stock for which the Note is convertible immediately prior to such Business Combination at a twenty percent discount to such exchange ratio. The promissory note is subordinated to the Company’s senior lenders. As part of the Merger the principal of $77,000 along with outstanding interest of $2,074 was converted on August 25, 2023 into 9,138 common shares. 11. In June 2023, the Company entered into a twelve (12) month note Convertible Promissory Note (“Note”). The Note is for $6,000 and carries an interest rate of 15% per annum. The principal of the Note is convertible into Common Stock of the Company at a twenty percent discount to the closing price of the Company’s Common Stock on September 1, 2023 or if the business combination between FG Merger Corp. (“FGMC”) and the Company pursuant to the Merger Agreement and Plan of Reorganization by and among FGMC, FG Merger Sub Inc., and the Company dated January 5, 2023, as such agreement may be amended from time to time (the “Business Combination”), occurs then, upon any subsequent conversion of the Note, the holder shall no longer have the right to receive Company common stock upon conversion of the Note, but shall have the right to receive, for each share of Company common stock that would have been issuable upon such conversion immediately prior to the occurrence of the Business Combination, the number of shares of FGMC common stock receivable as a result of such Business Combination by a holder of the number of shares of Company common stock for which the Note is convertible immediately prior to such Business Combination at a twenty percent discount to such exchange ratio. The promissory note is subordinated to the Company’s senior lenders. As part of the Merger the principal of $6,000 along with outstanding interest of $162 was converted on August 25, 2023 into 712 common shares. 12. In July 2023, the Company entered into a twelve (12) month note Convertible Promissory Note (“Note”). The Note is for $40,000 and carries an interest rate of 15% per annum. The principal of the Note is convertible into Common Stock of the Company at a twenty percent discount to the closing price of the Company’s Common Stock on September 1, 2023 or if the business combination between FG Merger Corp. (“FGMC”) and the Company pursuant to the Merger Agreement and Plan of Reorganization by and among FGMC, FG Merger Sub Inc., and the Company dated January 5, 2023, as such agreement may be amended from time to time (the “Business Combination”), occurs then, upon any subsequent conversion of the Note, the holder shall no longer have the right to receive Company common stock upon conversion of the Note, but shall have the right to receive, for each share of Company common stock that would have been issuable upon such conversion immediately prior to the occurrence of the Business Combination, the number of shares of FGMC common stock receivable as a result of such Business Combination by a holder of the number of shares of Company common stock for which the Note is convertible immediately prior to such Business Combination at a twenty percent discount to such exchange ratio. The promissory note is subordinated to the Company’s senior lenders. As part of the Merger the principal of $40,000 along with outstanding interest of $412 was converted on August 25, 2023 into 4,670 common shares. 13. In September 2023 the Company entered into a sixty-day Promissory Note (“Note”) in the amount of $1,200,000 related to its purchase of the assets of Preferred Dental Development LLC. The Note carries an interest of 12% per annum and is subordinated to the Company’s senior lenders. The principal balance of the note was fully repaid in December 31, 2023 with only the interest portion of $38,609 outstanding as of December 31, 2023. The promissory note is subordinated to the Company’s senior lenders 14. In October 2023, the Company entered into a promissory note for $350,000. The maturity of the Promissory Note is May 13, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate of $1.85 per share. In conjunction with the Promissory Note, the Company also issued a five-year warrant to purchase 24,500 shares of Company common stock with an exercise price of $2.04. The value of the warrants of 13,498 as determined by a Black-Scholes calculation is separated from the value of the note and expensed equally over the term of the note as a financing fee. On December 28, 2023, the Company entered into a securities purchase agreement with the existing investor, pursuant to which the Company issued the investor a convertible note in principal amount of $100,000. The maturity of the convertible note is December 28, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.31 or $1.57 for the share price of conversion. In December 2023, the Company entered into an amendment with holder of an Amendment to Convertible Promissory Notes issued in October 2023 whereby the holder of the Note agreed that the Note would not be convertible into shares of Company Common Stock unless and until the Company’s shareholders approve such conversion per NASDAQ Listing Rule 5635(d). The Company and the Note holder also entered into amendments to the warrants to purchase common stock issued in connection with the issuance of the Note, pursuant to which the holder of the Warrants agreed that the Warrants would not become exercisable unless and until the Company’s shareholders approve the exercise of the Warrants pursuant to NASDAQ Listing Rule 5635(d). The promissory notes are subordinated to the Company’s senior lender. 15. In October 2023, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued the investor a Convertible Promissory Note in principal amount of $500,000. The maturity of the Convertible Promissory Note is October 31, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.58 or $1.90. In December 2023, the Company entered into a securities purchase agreement with the existing investor, pursuant to which the Company issued the investor a convertible note in principal amount of $500,000. The maturity of the convertible note is December 18, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $2.31 or $2.77 for the share price of conversion. The promissory notes are subordinated to the Company’s senior lender. 16. In December 2023, the Company entered into a securities purchase agreement pursuant to which the Company issued a convertible note in principal amount of $70,000. The maturity of the convertible note is December 19, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.69 or $2.03 for the share price of conversion. The promissory notes are subordinated to the Company’s senior lender. 17. In December 2023, the Company entered into a securities purchase agreement pursuant to which the Company issued a convertible note in principal amount of $70,000. The maturity of the convertible note is December 19, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.69 or $2.03 for the share price of conversion. The promissory notes are subordinated to the Company’s senior lender. 18. In December 2023, the Company issued a subordinated note to a service provider in principal amount of $2,000,000 in exchange for conversion of an account payable in the amount of $2,000,000. The maturity of the subordinated note is December 26, 2024 and carries an interest rate of 15% per annum and is to be paid in interest only installments for three months followed with a ballon payment in month four and then a combination of principal and interest payments for the remaining term. The note is secured by the assets of the Company and is junior to the security interest of the Company’s senior lender. As part of the note payable the Company agreed to purchase investor relation consulting services totaling $200,000 payable in quarterly installments beginning in January 2024.

INCOME TAXES

INCOME TAXES	12 Months Ended
INCOME TAXES	Dec. 31, 2023
INCOME TAXES
INCOME TAXES	9. INCOME TAXES The Company has incurred net losses since inception. As of December 31, 2023, the Company had cumulative federal net operating loss carryforwards of approximately $27,559,000 which are available to be carried forward indefinitely and federal net operating loss carryforwards of approximately $62,985,000 which at the latter date may be carried forward for tax years ending through December 31, 2038. As of December 31, 2023, the Company had cumulative state net operating loss carryforward of approximately $5,900,000 which will begin expiring in 2031 if not utilized prior to then. Utilization of NOL carryforwards may be limited under various sections of the Internal Revenue Code depending on the nature of the Company’s operations. The Company’s income tax returns are subject to examination by the Internal Revenue Service and applicable state taxing authorities, generally for a period of three years from the date of filing. Deferred taxes comprise the following as of December 31, 2023 and 2022: 2023 2022 Net Operating Losses $ 19,676,000 $ 14,849,000 Intangible assets 926,000 74,000 Stock-based compensation-nonqualified 433,000 418,000 Property and equipment (12,000 ) (140,000 ) Allowance for bad debts 25,000 - Forward purchase agreement 562,000 - Organizational costs 224,000 195,000 ROU lease liability 289,000 - Net Deferred Tax Asset 22,123,000 15,396,000 ROU lease asset (273,000 ) - Total Deferred Tax Liability (273,000 ) - Valuation Allowance $ (21,850,000 ) $ (15,396,000 ) Reconciliation of the effective income tax rate to the federal statutory rate: Federal Income Tax Rate 21 % 21 % Permanent Differences (3 )% (2 ) State Taxes, net 0 % 3 Cumulative adjustments 23 % Change in valuation allowance including the effect of the rate change (41 )% (22 )% Effective income tax rate 0 % 0 %

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended	12 Months Ended
RELATED PARTY TRANSACTIONS	Jun. 30, 2024	Dec. 31, 2023
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	7. RELATED PARTY TRANSACTIONS June , December 31, 2023 2023 (2) Related Party Promissory Note bearing interest at 18%, due December 31, 2023 $ - $ 249,855 (1) Related Party Promissory Note bearing interest at 12%, due December 31, 2023 - 225,797 (1) Related Party Convertible Promissory Note bearing interest at 12%, due July 31, 2024 102,510 96,753 (2) Related Party Promissory Note bearing interest at 20%, due July 31, 2024 287,176 - (1) Related Party Convertible Promissory Note bearing interest at 12%, due July 31, 2024 217,986 - Total notes payable 607,672 572,405 Less: Unamortized debt discounts - - Less: unamortized financing costs (13,741 ) (21,431 ) Total notes payable, net of financing costs 593,931 550,974 Less current maturities (279,462 ) (550,974 ) Total Long-Term Debt $ 314,469 $ - 1. In October 2023 the Company entered into two separate new notes with a related party; (a) $200,000 Promissory Note with 12% interest per annum which shall be paid on the maturity date which is December 31, 2023. In conjunction with the issuance of the Promissory Note, the Company also issued the investor a five-year warrant (the “Warrant”) to purchase 14,000 shares of Company common stock with an exercise price of $2.16 per share, which was 120% of the closing price of the Company’s common stock on the date of issuance; (b) the Company issued the investor a convertible promissory note in principal amount of $94,685.91 The maturity of the Convertible Promissory Note is May 26, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate of $1.80 per share, which was the closing price of the Company’s common stock on the date of issuance. In conjunction with the Convertible Promissory Note, the Company also issued the investor 6,629 shares of Company common stock and a five-year warrant to purchase 6,629 shares of Company common stock with an exercise price of $2.15 per share, which was 120% of the closing price of the Company’s common stock on the date of issuance. In December 2023, the Company entered into an amendment with holder of an Amendment to Convertible Promissory Notes issued in October 2023 whereby the holder of the Note agreed that the Note would not be convertible into shares of Company Common Stock unless and until the Company’s shareholders approve such conversion per NASDAQ Listing Rule 5635(d) which was obtained on May 31, 2024. The Company and the Note holder also entered into amendments to the warrants to purchase common stock issued in connection with the issuance of the Note, pursuant to which the holder of the Warrants agreed that the Warrants would not become exercisable unless and until the Company’s shareholders approve the exercise of the Warrants pursuant to NASDAQ Listing Rule 5635(d) which was obtained on May 31, 2024. On April 8, 2024 with an effective date of January 1, 2024, the Company entered into a securities purchase agreement with a related party pursuant to which the Company issued the related party a convertible note in the principal amount of $200,000 in exchange for $200,000. The maturity of the convertible note is April 30, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance. In conjunction with the April 8, 2024 Note, we issued the investor a five-year warrant to purchase 30,000 shares of our common stock with an exercise price of $1.50. At maturity these notes were reissued under the same terms for a maturity date of July 31, 2024. Accrued and unpaid interest as of June, 2024 was $19,780 and unamortized financing costs were $6,026. The promissory notes are subordinated to the Company’s senior lenders. 2. In June 2023 the Company entered into a promissory note with an entity controlled by its Chief Executive Officer, a related party. The Note is for $250,000 with $50,000 paid to the Holder on issuance for net proceeds of $200,000 and matures on December 31, 2023. The Note carries an interest of 15% per annum as interest is payable monthly in arrears with principal due at maturity. There is no penalty for early payoff. If an event of default occurs, the Note along with any outstanding and accrued interest is convertible into the Company’s Common Stock at $7.45 at the sole discretion of the issuer. On April 8, 2024 with an effective date of January 1, 2024, the Company entered into a securities purchase agreement with a related party pursuant to which the Company issued the related party a promissory note in the principal amount of $260,000 in exchange for $260,000. The maturity of the promissory note is April 30, 2024 and carries an interest rate of 20% per annum. In conjunction with the April 8, 2024 Note, we issued the investor a five-year warrant to purchase 39,000 shares of our common stock with an exercise price of $1.50. The promissory note is subordinated to the Company’s senior lender. Accrued and unpaid interest as of June 30, 2024 was $19,461 and unamortized financing costs were $ $7,715. On maturity this note was extended on the same terms until May 1, 2024. On May 13, 2024, the Company entered into a Note Amendment with an extension of a Convertible Promissory Note in the original amount of $350,000 with an original maturity date of May 13, 2024 to be extended to July 31, 2024. In consideration for the extension the Company will issue the holder 51,539 restricted shares of common stock at maturity. The shares are subject to the Company’s ability to issue such shares in compliance with Nasdaq Listing Rule 5635(d) which will require the approval by the Company’s shareholders of certain proposals to be considered at the Company’s 2024 Annual Meeting to be held on May 31, 2024. To the extent the Company is unable to issue the shares in compliance with Nasdaq Listing Rule 5635(d), the Company’s obligation to issue the shares shall be tolled until such time as the Company is able to issue such shares. At maturity this note was reissued under the same terms to July 31, 2024. The convertible promissory note is subordinated to the Company’s senior lenders.	13. RELATED PARTY TRANSACTIONS December 31, December 31, 2023 2022 (1) Related Party Promissory Note bearing interest at 15% due February 28, 2024 $ - $ 109,934 (2) Related Party Promissory Notes bearing interest at 18%, due March 31, 2023 146,118 (3) Related Party Promissory Note bearing interest at 18%, due December 31, 2023 249,855 (1) Related Party Promissory Note bearing interest at 12%, due December 31, 2023 225,797 (1) Related Party Promissory Note bearing interest at 12%, due May 26, 2024 96,753 Total notes payable 572,405 256,052 Less: Unamortized debt discounts - - Less: unamortized financing costs (21,431 ) (11,386 ) Total notes payable, net of financing costs 550,974 244,666 Less current maturities (550,974 ) (244,666 ) Total Long-Term Debt $ - $ - 1. In June 2022, the Company signed a $100,000 unsecured promissory note with its then Chief Operating Officer, a related party with a maturity date six (6) months after issuance with an interest charge of 14% per annum which shall accrue and be paid on the maturity date. The Company has the right to prepay this note without penalty. At maturity in November 2022, this note including accrued interest totaling $107,500 was reissued under the same terms with a maturity of date of three (3) months. The Company also issued to the Holder a warrant to purchase 18,813 shares of Company Common Stock with a 5-year term. The exercise price per share of Common stock under this Warrant is $0.25 per share for 9,407 warrants and $0.20 per share for 9,406 warrants. In March 2023, the term of this note was extended to September 1, 2023. In June 2023 the Company signed a $145,010 unsecured promissory note with the same lender with a maturity date of September 1, 2023 after issuance with an interest rate charge of 18% per annum which shall accrue and be paid on the maturity date. The Company has the right to prepay this note without penalty. In October 2023 after the maturity of the notes, the Company entered into two separate new notes; (a) $200,000 Promissory Note with 12% interest per annum which shall be paid on the maturity date which is December 31, 2023. In conjunction with the issuance of the Promissory Note, the Company also issued the investor a five-year warrant (the “Warrant”) to purchase 14,000 shares of Company common stock with an exercise price of $2.16 per share, which was 120% of the closing price of the Company’s common stock on the date of issuance; (b) the Company issued the investor a convertible promissory note in principal amount of $94,685.91 The maturity of the Convertible Promissory Note is May 26, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate of $1.80 per share, which was the closing price of the Company’s common stock on the date of issuance. In conjunction with the Convertible Promissory Note, the Company also issued the investor 6,629 shares of Company common stock and a five-year warrant to purchase 6,629 shares of Company common stock with an exercise price of $2.15 per share, which was 120% of the closing price of the Company’s common stock on the date of issuance. In December 2023, the Company entered into an amendment with holder of an Amendment to Convertible Promissory Notes issued in October 2023 whereby the holder of the Note agreed that the Note would not be convertible into shares of Company Common Stock unless and until the Company’s shareholders approve such conversion per NASDAQ Listing Rule 5635(d). The Company and the Note holder also entered into amendments to the warrants to purchase common stock issued in connection with the issuance of the Note, pursuant to which the holder of the Warrants agreed that the Warrants would not become exercisable unless and until the Company’s shareholders approve the exercise of the Warrants pursuant to NASDAQ Listing Rule 5635(d).The promissory notes are subordinated to the Company’s senior lenders. Accrued and unpaid interest as of December 31, 2023 was $6,433 and unamortized financing costs were $21,431. 2. In December 2022, the Company entered into an unsecured promissory note with its Chief Executive Officer, a related party in exchange for $55,000. The maturity of the promissory note is four months from the date of issuance and carries an interest rate of 15% per annum. In conjunction with the promissory note, the Company also issued a warrant to purchase 23,625 shares of common stock which expires five years December 15, 2022 and has an exercise price of $0.20 with respect to 11,813 shares underlying the Warrant and $0.25 with respect to 11,812 shares underlying the Warrant. The promissory note is subordinated to the Company’s senior lender. In addition, in December 2022, the Company entered into an unsecured convertible promissory note with the same related party in exchange for $80,000. The maturity of the convertible note is March 31, 2023 and carries an interest rate of 15% per annum and is convertible into Company common stock at a conversion rate of $0.08 per share. The Convertible Note was converted into 1,019,315 shares of Common Stock in January 2023 and the Promissory Note was fully repaid in March 2023. 3. In June 2023 the Company entered into a promissory note with an entity controlled by its Chief Executive Officer, a related party. The Note is for $250,000 with $50,000 paid to the Holder on issuance for net proceeds of $200,000 and matures on December 31, 2023. The Note carries an interest of 15% per annum as interest is payable monthly in arrears with principal due at maturity. There is no penalty for early payoff. If an event of default occurs, the Note along with any outstanding and accrued interest is convertible into the Company’s Common Stock at $7.45 at the sole discretion of the issuer. The promissory note is subordinated to the Company’s senior lender. Accrued and unpaid interest as of December 31, 2023 was $3,184.

COMMON AND PREFERRED STOCK

COMMON AND PREFERRED STOCK	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK	Jun. 30, 2024	Dec. 31, 2023
COMMON AND PREFERRED STOCK
COMMON AND PREFERRED STOCK	8. COMMON AND PREFERRED STOCK Common Stock On May 28, 204 the Company’s shareholders approved the increase in the authorized number of common shares from 100,000,000 up to 250,000,000 shares of Company Common Stock, par value $0.0001 per shares. During the six months ended June 30, 2024 the Company issued 102,208 shares of common stock on the issuance of convertible debt and 233,651 shares of common stock related to stock based compensation. Preferred Stock The Company is authorized to issue up to 40,000,000 shares of Company Series A Preferred Stock, par value $0.0001 per shares. The Preferred Stock have the rights, preferences, powers, privileges and restrictions, qualifications and limitations including but not limited to: · The conversion price (“Conversion Price”) for the Preferred Stock is initially $10.00 per share; provided that the Conversion Price shall be reset to the lesser of $10.00 or 20% above the simple average of the volume weighted average price on the 20 trading days following 12 months after August 25, 2023; provided further that such Conversion Price shall be no greater than $10.00 and no less than $2.00 and subject to appropriate and customary adjustment. · The holders of Preferred Stock shall not be entitled to vote on any matters submitted to the stockholders of the Company. · From and after the date of the issuance of any shares of Preferred Stock, dividends shall accrue at the rate per annum of 12% of the original issue price for each share of Preferred Stock, prior and in preference to any declaration or payment of any other dividend (subject to appropriate adjustments). · Dividends shall accrue from day to day and shall be cumulative and shall be payable within fifteen (15) business days after the end of the Company’s second quarter, which is June 30, commencing with the quarter ending June 30, 2024 to each holder of Preferred Stock as of such date. · From the Closing of the Business Combination until the second anniversary of the date of the original issuance of the Preferred Stock, the Company may, at its option, pay all or part of the accruing dividends on the Preferred Stock by issuing and delivering additional shares of Preferred Stock to the holders thereof. · The Company shall not declare, pay or set aside any dividends on shares of any other class or series of capital stock of the Company, unless the holders of the iCoreConnect Preferred Stock then outstanding shall first receive dividends due and owing on each outstanding share of iCoreConnect Preferred Stock. · In the event of any liquidation, dissolution or winding up of the Company, the holders of shares of Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders an amount per share equal to the greater of (i) one times the applicable original issue price, plus any accrued and unpaid dividends, and (ii) such amount as would have been payable had all shares of Preferred Stock been converted into the Company’s Common Stock pursuant to the following paragraph immediately prior to such liquidation, dissolution or winding up, before any payment shall be made to the holders of the Company’s Common Stock. · Each share of Preferred Stock shall be convertible, at the option of the holder thereof, at any time and from time to time, and without the payment of additional consideration by the holder thereof, into such number of fully paid and non-assessable shares of the Company’s Common Stock as is determined by dividing the original issue price by the Conversion Price in effect at the time of conversion, subject to adjustment. · After 24 months from the Closing of the Business Combination, in the event the closing share price of the Company’s Common Stock shall exceed 140% of the Conversion Price (as defined in the Merger Agreement) then in effect, then (i) each outstanding share of Preferred Stock shall automatically be converted into such number of shares of the Company’s Common Stock as is determined by dividing the original issue price by the Conversion Price in effect at the time of conversion and (ii) such shares may not be reissued by the Company, subject to adjustment. At the time of such conversion, the Company shall declare and pay all of the dividends that are accrued and unpaid as of the time of the conversion by either, at the option of the Company, (i) issuing additional Preferred Stock or (ii) paying cash. · Immediately prior to any such optional conversion the Company shall pay all dividends on the Preferred Stock being converted that are accrued and unpaid as of such time by, either, at the option of the Company: (i) issuing additional Preferred Stock or (ii) paying cash. During the six months ended June 30, 2024 the Company issued 621,500 Series A Preferred stock in conjunction with asset acquisitions of FeatherPay, Verifi Dental Limited and Teamworx LLC. Common Stock Options Certain employees and executives have been granted options or warrants that are compensatory in nature. A summary of option activity for the six months ended June 30, 2024 are presented below: Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Balance Outstanding - January 1, 2024 776,328 $ 3.75 8.0 $ - Granted 5,100,241 2.64 9.7 - Exercised - - - - Forfeited (7,112 ) 2.81 7.8 - Balance Outstanding – June 30, 2024 5,869,457 $ 2.79 9.4 $ - Exercisable – June 30, 2024 4,285,364 $ 3.18 9.4 $ - Nonvested Options Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Years to Vest Nonvested - January 1, 2024 395,072 $ 3.76 8.0 Granted 5,100,241 2.64 9.7 Vested (4,285,364 ) 3.18 9.4 Forfeited - - - Nonvested – June 30, 2024 1,209,949 $ 1.72 9.4 Restricted Common Stock Compensation The Board approved on January 3, 2023 134,049 shares of common stock related to the Chief Executive Officer for bonus related to 2022 service with a fair value of $356,000. On March 13, 2023 the Company’s Board of Directors approved the grant of 5,027 shares of common stock to certain board members for services related to 2018 service. In April 2023, the Company’s Board of Directors approved compensation for its Board Members and Committee Members for the year ended December 31, 2023. On an annual basis equivalent, Board Members are compensated $60,000, with additional compensation of $5,000 for being a Committee Member, an additional $5,000 for being a Chair of a Committee and $20,000 for being the Board Chair. Compensation is to be paid quarterly in arrears at the closing stock price of the last trading day of the quarter. The Company has recorded an expense of $200,000 and $184,167 for the six months ended June 30, 2024 and 2023, respectively. Common Stock Warrants The Company typically issues warrants to individual investors and institutions to purchase shares of the Company’s Common Stock in connection with public and private placement fundraising activities. Warrants may also be issued to individuals or companies in exchange for services provided for the Company. The warrants are typically exercisable six months after the issue date, expire in five years, and contain a cash exercise provision and registration rights. In May 2023, the Company entered into amendments with certain warrant holders whose warrants contained down round provisions and modified these warrants to remove such provisions from inception. As such the number and exercise of these warrants are set back to their original values as originally intended by the parties. During the six months ending June 30, 2023, the Company issued no Common Stock Warrants. During the six months ending June 30, 2024, the Company issued 69,000 Common Stock Warrants. As part of the Merger, all outstanding warrants were converted on a cashless basis into shares of common stock. As of June 30, 2024, the number of shares issuable upon exercise of the Common Stock Warrants were nil shares. Common Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 45,129 $ 2.09 4.81 $ - Granted 69,000 1.36 4.51 - Exercised - - - - Cancelled - - - - Outstanding – June 30, 2024 114,129 $ 1.65 4.43 $ - Preferred Stock Warrants $2.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 425,800 $ 2.00 9.7 $ - Granted - - - - Exercised - - - - Expired - - - - Outstanding – June 30, 2024 425,800 $ 2.00 9.2 $ - $11.50 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 10,122,313 $ 11.50 9.7 $ - Granted - - - - Exercised - - - - Expired - - - - Outstanding – June 30, 2024 10,122,313 $ 11.50 9.2 $ - $15.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 1,000,000 $ 15.00 9.7 $ - Granted - - - - Exercised - - - - Expired - - - - Outstanding – June 30, 2024 1,000,000 $ 15.00 9.2 $ - Equity Line of Credit On September 12, 2023, the Company entered into a purchase agreement (the “Purchase Agreement”) with Arena Business Solutions Global SPC II, Ltd. on behalf of and for the account of Segregated Portfolio #8 – SPC #8 (“Arena”), pursuant to which Arena has committed to purchase up to $40 million (the “Commitment Amount”) of our common stock, at our direction from time to time, subject to the satisfaction of the conditions in the Purchase Agreement. As consideration for Arena’s irrevocable commitment to purchase Common Stock upon the terms of and subject to satisfaction of the conditions set forth in the Purchase Agreement, upon execution of the Purchase Agreement, the Company agreed to issue a total of 291,259 shares of Common Stock equaling $600,000 (the “Commitment Fee Shares”) based on a price per share equal to the simple average daily VWAP of the Common Stock during the ten trading days immediately preceding the date on which the SEC declares the Registration Statement effective. This line was cancelled in February 2024 and the Company expensed deferred costs of $1,008,376 related to this transaction which were recorded as financing costs.	4. STOCKHOLDERS’ EQUITY Common Stock The Company is authorized to issue up to 100,000,000 shares of Company Common Stock, par value $0.0001 per shares. Stock Issuances During the year ended December 31, 2023, the Company issued 3,992,399 shares of common stock of which 1,489,707 shares of common stock were issued for cash of $2,880,985. The Company issued 212,842 shares of common stock related to the conversion of Series A Preferred Stock, 40,000 shares related to the asset acquisition of Preferred Dental Services, 297,888 shares related to inducements for financing agreements, 243,347 shares for stock-based compensation and 1,708,615 shares related to the conversion of debt, warrants and options. During the year ended December 31, 2022, the Company issued 13,827,049 shares of common stock. of which 5,722,844 shares of common stock were issued for cash of $450,000. The Company also issued 227,368 shares of common stock for the conversion of $22,387 of convertible debt. 700,000 shares of common stock were issued for the exercise of common stock options for a value of $2,100. 8,426,837 shares of common stock were issued related to stock-based compensation for a value of $1,817,123. The Company also repurchased and cancelled 1,250,000 shares of common stock with a value of $100,000. Preferred Stock The Company is authorized to issue up to 40,000,000 shares of Company Series A Preferred Stock, par value $0.0001 per shares. The Preferred Stock have the rights, preferences, powers, privileges and restrictions, qualifications and limitations including but not limited to: • The conversion price (“Conversion Price”) for the Preferred Stock is initially $10.00 per share; provided that the Conversion Price shall be reset to the lesser of $10.00 or 20% above the simple average of the volume weighted average price on the 20 trading days following 12 months after August 25, 2023; provided further that such Conversion Price shall be no greater than $10.00 and no less than $2.00 and subject to appropriate and customary adjustment. • The holders of Preferred Stock shall not be entitled to vote on any matters submitted to the stockholders of the Company. • From and after the date of the issuance of any shares of Preferred Stock, dividends shall accrue at the rate per annum of 12% of the original issue price for each share of Preferred Stock, prior and in preference to any declaration or payment of any other dividend (subject to appropriate adjustments). • Dividends shall accrue from day to day and shall be cumulative and shall be payable within fifteen (15) business days after the end of the Company’s second quarter, which is June 30, commencing with the quarter ending June 30, 2024 to each holder of Preferred Stock as of such date. • From the Closing of the Business Combination until the second anniversary of the date of the original issuance of the Preferred Stock, the Company may, at its option, pay all or part of the accruing dividends on the Preferred Stock by issuing and delivering additional shares of Preferred Stock to the holders thereof. • The Company shall not declare, pay, or set aside any dividends on shares of any other class or series of capital stock of the Company, unless the holders of the iCoreConnect Preferred Stock then outstanding shall first receive dividends due and owing on each outstanding share of iCoreConnect Preferred Stock. • In the event of any liquidation, dissolution or winding up of the Company, the holders of shares of Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders an amount per share equal to the greater of (i) one times the applicable original issue price, plus any accrued and unpaid dividends, and (ii) such amount as would have been payable had all shares of Preferred Stock been converted into the Company’s Common Stock pursuant to the following paragraph immediately prior to such liquidation, dissolution or winding up, before any payment shall be made to the holders of the Company’s Common Stock. • Each share of Preferred Stock shall be convertible, at the option of the holder thereof, at any time and from time to time, and without the payment of additional consideration by the holder thereof, into such number of fully paid and non-assessable shares of the Company’s Common Stock as is determined by dividing the original issue price by the Conversion Price in effect at the time of conversion, subject to adjustment. • After 24 months from the Closing of the Business Combination, in the event the closing share price of the Company’s Common Stock shall exceed 140% of the Conversion Price (as defined in the Merger Agreement) then in effect, then (i) each outstanding share of Preferred Stock shall automatically be converted into such number of shares of the Company’s Common Stock as is determined by dividing the original issue price by the Conversion Price in effect at the time of conversion and (ii) such shares may not be reissued by the Company, subject to adjustment. At the time of such conversion, the Company shall declare and pay all of the dividends that are accrued and unpaid as of the time of the conversion by either, at the option of the Company, (i) issuing additional Preferred Stock or (ii) paying cash. • Immediately prior to any such optional conversion the Company shall pay all dividends on the Preferred Stock being converted that are accrued and unpaid as of such time by, either, at the option of the Company: (i) issuing additional Preferred Stock or (ii) paying cash. During the year ended December 31, 2023 the Company issued 46,500 Series A Preferred stock for $465,000 in cash and 139,360 Series A Preferred stock on the cashless conversion of 174,200 Series A Preferred Stock $2.00 warrants for no proceeds. During the year ended December 31, 2023, 212,842 shares of Series A Preferred stock were converted into shares of Common Stock on a one for one basis. Common Stock Options As part of the merger, the Company’s 2016 Long Term Incentive Plan was cancelled and replaced with the 2023 Stock Plan (“Incentive Plan”) which is administered by the Company’s Board of Directors Compensation Committee. The Incentive Plan had an initial authorized equity pool of 1,187,790. As of December 31, 2023 there are 411,462 equity grants available under the Incentive Plan. Certain employees and executives have been granted options or warrants that are compensatory in nature. A summary of option activity for the year ended December 31, 2023 and 2022 are presented below: 2022 Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Balance Outstanding - January 1, 2022 1,094,005 $ 3.58 9.8 $ - Granted 10,054 $ 3.58 9.0 - Exercised (23,459 ) - 5.5 - Forfeited (335 ) $ 4.48 6.2 - Balance Outstanding - December 31, 2022 1,080,265 $ 3.88 8.8 $ - Exercisable - December 31, 2022 311,049 $ 3.58 8.8 $ - 2022 Nonvested Options Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Years to Vest Nonvested - January 1, 2022 1,034,856 $ 3.58 9.8 Granted 10,054 $ 4.48 9.0 Vested (275,359 ) $ - 8.3 Forfeited/expired (335 ) $ 4.13 9.0 Nonvested - December 31, 2022 769,216 $ 3.58 8.8 2023 Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Balance Outstanding - January 1, 2023 1,080,265 $ 3.88 8.8 $ - Granted 7,446 $ 6.04 9.6 Exercised (310,881 ) 3.62 7.6 Forfeited (502 ) $ 2.81 7.8 Balance Outstanding - December 31, 2023 776,328 $ 3.74 8.0 $ - Exercisable - December 31, 2023 381,256 $ 3.72 7.9 $ - 2023 Nonvested Options Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Years to Vest Nonvested - January 1, 2023 769,216 $ 3.58 8.8 Granted 7,446 $ 6.04 9.6 Vested (381,256 ) $ 3.72 7.9 Forfeited (334 ) 4.13 9.0 Nonvested - December 31, 2023 395,072 $ 3.76 8.0 As part of the merger all vested options as of August 25, 2023 totaling 310,881 were converted on a cashless basis into 198,378 shares of common stock. As of December 31, 2023, total unrecognized compensation cost related to unvested stock options was approximately $1.5 MM. Restricted Stock Compensation On December 31, 2022, the Company’s Board of Directors approved the grant of 250,000 restricted share of common stock to each of the Directors of the Company, for services rendered during 2021 and 2022, all of which vested on December 31, 2022. Compensation expense related to this grant for the year 2022 was $122,375 based upon fair value of our common stock of $0.089 per share. The Company’s Board of Directors also approved the granting of restricted shares of common stock for employee performance related to 2021 performance with a fair value of $160,645. The Board also approved on January 3, 2023 4,000,000 shares of restricted stock related to the Chief Executive Officer for bonus related to 2022 service with a fair value of $356,000. In April 2023, the Company’s Board of Directors approved the granting of 81,267 restricted shares of common stock for employee performance related to 2022 performance with a fair value of $312,761. In April 2023, the Company’s Board of Directors approved compensation for its Board Members and Committee Members for the year ended December 31, 2023. On an annual basis equivalent, Board Members are compensated $60,000, with additional compensation of $5,000 for being a Committee Member and an additional $5,000 for being a Chair of a Committee and $20,000 for being the Board Chair. Compensation is to be paid quarterly in arrears at the closing stock price of the last trading day of the quarter. The Company has recorded an expense of $394,168 for the year ended December 31, 2023. Common Stock Warrants The Company typically issues warrants to individual investors and institutions to purchase shares of the Company’s Common Stock in connection with public and private placement fundraising activities. Warrants may also be issued to individuals or companies in exchange for services provided for the Company. The warrants are typically exercisable six months after the issue date, expire in five years, and contain a cash exercise provision and registration rights. In May 2023, the Company entered into amendments with certain warrant holders whose warrants contained down round provisions and modified these warrants to remove such provisions from inception. As such the number and exercise of these warrants are set back to their original values as originally intended by the parties. During the year ended December 31, 2023, the Company issued 45,129 Common Stock Warrants. During the year ended December 31, 2022, the Company issued 536,175 Common Stock Warrants. In addition, the Company purchased 1,278 common stock warrants issued to a lender in 2019 as part of a Note Payable that had been fully satisfied in 2020. These warrants include anti-dilutive provisions and as such resulted in an additional 28,883 warrants that were to be issued at a strike price of $0.15. The Company purchased these warrants at their restated strike price for $45,000. During the year ended December 31, 2022, the Company issued 13,158 Common Stock Warrants in connection with issuances of promissory notes, of which 1,424 were issued to related parties. These warrants were designated Common Stock Warrants with an initial term of 5 years and an exercise price of $0.60 and $0.75 and contained no down round provisions. The Company may not effect, and a holder will not be entitled to, convert the Common Stock Warrants, which, upon giving effect to such conversion or exercise, would cause the aggregate number of shares of common stock beneficially owned by the Purchaser (together with its affiliates) to exceed 4.99%. The Company issued convertible debt in December 2022 at a price of $2.39 thereby affecting the down round provision on 659,585 warrants with a trigger price that is lower than $0.30 for any equity instrument issued. As such the Company has recorded a charge of $1,794,704 as a Dividend to Common Stockholders reflecting the increase in value of shares to be received by the warrant holder along with an increase in 366,331 warrants issuable to these holders for a total of 1,014,791 warrants at a new exercise price of $2.39. On May 18, 2023 the Company determined that it not had not properly accounted for certain warrants issued by the Company in 2021 with provisions (the “down round provisions”) that required the lowering of the exercise price of the warrant and a proportionate increase in the number of shares underlying the warrants upon the issuance of new securities at a price per shares that is lower than the exercise price of the original warrant as per ASU 2017-11. The Company did not properly account for such down round provisions when the criteria for revaluation was met. The down round provisions require the Company to record a non-cash charge for the incremental fair value of the additional shares to be issued upon the occurrence of the triggering event which is $1,794,704 for the year ended December 31,2022. As part of the Merger, all outstanding warrants as of August 25, 2023 totaling 368,368 were converted on a cashless basis into 117,301 shares of common stock. As of December 31, 2023, the number of shares issuable upon exercise of the Common Stock Warrants was 45,129 shares. Warrant Shares Outstanding Weighted Average Exercise Price Weighted Average Remaining Life Intrinsic Value Outstanding - December 31, 2021 648,461 $ 3.88 4.40 $ - Granted Additions including Down Round feature 379,492 2.39 3.40 - Forfeited/expired - $ - - - Outstanding - December 31, 2022 1,027,953 $ 3.88 3.45 Granted 45,129 2.09 5.00 - Exercised (368,368 ) 3.88 2.78 - Cancelled (659,585 ) $ 3.88 2.78 - Outstanding - December 31, 2023 45,129 $ 2.09 4.80 $ - Preferred Stock Warrants As part of the Merger, the Company assumed the following preferred stock warrants: $2.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2022 - - - - Granted 600,000 2.00 10.0 - Exercised (174,200 ) 2.00 9.8 - Expired - - - - Outstanding – December 31, 2023 425,800 $ 2.00 9.7 $ - During 2023 there was a modification of the $2.00 warrant agreements which were issued in conjunction with the merger and classified as a derivative liability in the amount of $1,987,460. In September 2023 the warrants were modified and as a result are no longer considered a derivative liability and classified as equity. $11.50 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2022 $ - Granted 10,122,313 11.50 10 - Exercised - - - - Expired - - - - Outstanding – December 31, 2023 10,122,313 $ 11.50 9.7 $ - $15.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2022 $ - Granted 1,000,000 15.00 10 - Exercised - - - - Expired - - - - Outstanding – December 31, 2023 1,000,000 $ 15.00 9.7 $ - Equity Line of Credit In January 2021 Old iCore and one of its Convertible Debt Holders entered into a Purchase Agreement for up to $5,000,000 shares of the Company’s common stock for 24 months. The purchase price of the stock will be at 75% of the lowest individual daily weighted average price of the past five (5) trading days with the amount to be drawn down as the lesser of $250,000 or 300% of the average shares traded for the ten (10) days prior to the Closing Request Date with a minimum $25,000 put allowance. As part of the agreement, the Company issued 8,378 shares of common stock as a commitment fee. In January 2022 the Company exercised this equity line of credit of an aggregate amount of $350,000 in exchange for 158,273 shares of common stock. The balance available as of December 31, 2022, to draw on the equity line of credit after the draw was $4,650,000. This line expired in January 2023. On September 12, 2023, the Company entered into a purchase agreement with Arena Business Solutions Global SPC II, Ltd (“Arena”), pursuant to which Arena has committed to purchase up to $40 million of the Company’s common stock, at the Company’s direction from time to time, subject to the satisfaction of the conditions. Such sales of Common Stock are subject to certain limitations, and may occur from time to time at the Company’s sole discretion over the approximately 36-month period commencing on the date of the Purchase Agreement subject to registration with the Securities and Exchange Commission. The Company may direct Arena to purchase amounts of its Common Stock under the Purchase Agreement that the Company specifies from time to time in a written notice (an “Advance Notice”) delivered to Arena on any trading day up to the Commitment Amount. The maximum amount that the Company may specify in any one Advance Notice is equal to the following: (A) if the Advance Notice is received by 8:30 A.M. Eastern time, then the maximum amount that the Company may specify is equal to the lesser of (i) an amount equal to 40% of the average Daily Value Traded of the Common Stock of the ten trading days immediately preceding such Advance Notice, or (ii) $20.0 million; and (B) if the Advance Notice is received after 8:30 A.M. Eastern Time but prior to 10:30 A.M. Eastern Time, then the maximum amount that the Company may specify in an Advance Notice is equal to the lesser of: (i) an amount equal to 30% of the average Daily Value Traded of the Common Stock on the ten trading days immediately preceding such Advance Notice, or (ii) $15.0 million. For these purposes, “Daily Value Traded” is the product obtained by multiplying the daily trading volume of the Company’s Common Stock on Nasdaq during regular trading hours, as reported by Bloomberg L.P., by the VWAP (as defined in the Purchase Agreement) for that trading day. Subject to the satisfaction of the conditions under the Purchase Agreement, the Company deliver Advance Notices from time to time, provided that the Pricing Period for all prior advances has been completed. For these purposes, “Pricing Period” means one trading day, as notified by the Company to Arena in the applicable Advance Notice, commencing on the date of the Advance Notice. The purchase price of the shares of Common Stock will be equal to 97% of the simple average of the daily VWAP of the Common Stock during the Pricing Period. Unless earlier terminated as provided in the Purchase Agreement, the Purchase Agreement will terminate automatically on the earliest to occur of: (i) the first day of the month next following the 36-month anniversary of the date of the Purchase Agreement; and (ii) the date on which Arena shall have purchased shares of Common Stock under the Purchase Agreement for an aggregate gross purchase price equal to Commitment Amount under the Purchase Agreement. The Company has the right to terminate the Purchase Agreement at any time, at no cost or penalty, upon five trading days’ prior written notice to Arena, provided that there are no outstanding Advance Notices the shares of Common Stock under which have not yet been issued. The Company and Arena may also terminate the Purchase Agreement at any time by mutual written consent. As consideration for Arena’s irrevocable commitment to purchase Common Stock upon the terms of and subject to satisfaction of the conditions set forth in the Purchase Agreement, upon execution of the Purchase Agreement, the Company agreed to issue a total of 291,259 shares of Common Stock equaling $600,000 (the “Commitment Fee Shares”) based on a price per share equal to the simple average daily VWAP of the Common Stock during the ten trading days immediately preceding the date on which the SEC declares the Registration Statement effective. As of December 31, 2023, the Company exercised this equity line of credit of an aggregate amount of $2,940,985 in exchange for 1,308,741 shares of Common Stock. The balance available as of December 31, 2023, to draw on the equity line of credit after the draw was $37,059,015 and is subject to shareholder approval for the issuance of additional shares. On February 14, 2024, this agreement was terminated. Refer to Note 13- Subsequent Events for additional details.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended	12 Months Ended
COMMITMENTS AND CONTINGENCIES	Jun. 30, 2024	Dec. 31, 2023
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	9. COMMITMENTS AND CONTINGENCIES (A) LEASE COMMITMENTS On September 22, 2021, the Company signed a six year and one month lease agreement for approximately 7,650 square feet for its new headquarters commencing on January 1, 2022, located in Ocoee, Florida. The lease provides for a five-year renewal term at the option of the Company. In April 2023, the Company entered into a lease agreement with its existing landlord of its Florida location for a lease of an additional 2,295 square feet of space beginning at the earlier of June 1, 2023 or completion of build out for a five year term. As of June 30, 2024, undiscounted future lease obligations for the office spaces are as follows: Lease Commitments Less than 1 year 1-3 years 3-5 years Total $ 352,998 $ 957,059 $ 16,555 $ 1,326,612 Lease costs for the six months ended June 30, 2024 were $198,960 and cash paid for amounts included in the measurement of lease liabilities for the six months ended June 30, 2024 were $196,897. As of June, 2024, the following represents the difference between the remaining undiscounted lease commitments under non-cancelable leases and the lease liabilities: Undiscounted minimum lease commitments $ 1,326,612 Present value adjustment using incremental borrowing rate (262,842 ) Lease liabilities $ 1,063,770 (B) LITIGATION On February 21, 2023, the Company received a notice under section 21 of Indian Arbitration and Conciliation Act, 1996 related to a dispute pursuant to a contract between the Company and a service provider, pursuant to which the service provider has asserted the Company has violated the terms of the contract and has claimed damages of approximately $635,000. On April 9, 2024 the Company was served with notice that the case had bene brought before the Supreme Court of India and the Company has obtained local counsel. Subsequently the Company filed a petition with the Supreme Court of India to dismiss the claim on various grounds. The Supreme Court of India denied the Company’s request on July 15, 2024 and appointed a single Arbitrator to the matter. The Company continues to evaluate the claims asserted against it and intends to defend itself vigorously in these proceedings; however, there can be no assurances that it will be successful in its efforts. The outcome of this matter is not expected to have a material effect on these financial statements. (C) COMPENSATION On March 29, 2024, the Compensation Committee approved a management incentive plan pursuant to which it agreed to issue ten-year options with an immediate vest to purchase shares of Company common stock at an exercise price of $3.10 per share, subject to the approval of the Plan Amendment at the Annual Meeting, to the following officers, among other employees, (i) Robert McDermott, Chief Executive Officer and President – options to purchase 1,817,742 shares of Company common stock; (ii) Archit Shah, Chief Financial Officer – options to purchase 482,259 shares of Company common stock; (iii) David Fidanza, Chief Information Officer – options to purchase 352,420 shares of Company common stock; (iv) Muralidar Chakravarthi, Chief Technology Officer – options to purchase 352,420 shares of Company common stock; (v) Jeffery Stellinga, Vice President – options to purchase 352,420 shares of Company common stock. Approval of the Plan Amendment was received on May 31, 2024 and the total value of the grant of $4,779,580 was expensed on this date. On March 29, 2024, the Compensation Committee awarded a cash and option bonus related to 2023 performance. The options are subject to subject to the approval of the Plan Amendment at the Annual Meeting, to the following officers, among other employees, (i) Robert McDermott, Chief Executive Officer and President – options to purchase 570,754 shares of Company common stock; (ii) Archit Shah, Chief Financial Officer – options to purchase 158,220 shares of Company common stock; (iii) David Fidanza, Chief Operating Officer – options to purchase 152,055 shares of Company common stock; (iv) Muralidar Chakravarthi, Chief Technology Officer – options to purchase 154,110 shares of Company common stock; (v) Jeffery Stellinga, Vice President – options to purchase 34,247 shares of Company common stock and (vi) Carly Garrison, Director of Sales – options to purchase 114,384 shares of Company common stock. In addition the cash awards are subject to the Company successfully raising in excess over $5,000,000 in equity during 2024 to the following officers, amount other employees;(i) Robert McDermott, Chief Executive Officer and President – $125,250; (ii) Archit Shah, Chief Financial Officer – $39,000; (iii) David Fidanza, Chief Operating Officer – $36,750 (iv) Muralidar Chakravarthi, Chief Technology Officer – $37,500; and (v) Carly Garrison, Director of Sales - $21,750.	11. COMMITMENTS AND CONTINGENCIES (A) LEASE COMMITMENTS On September 22, 2021, the Company signed a six year and one month lease agreement for approximately 7,650 square feet for its new headquarters commencing on January 1, 2022, located in Ocoee, Florida. The lease provides for a five-year renewal term at the option of the Company. In April 2023, the Company entered into a lease agreement with its existing landlord of its Florida location for a lease of an additional 2,295 square feet of space beginning at the earlier of June 1, 2023 or completion of build out for a five year term. The Company signed a three-year lease agreement for approximately 2,100 square feet of office space located in Concord, NC on July 16, 2020. In August 2023, the Company extended its lease for another year on similar terms and conditions as its current lease. With the acquisition of Advantech, the Company signed a two-year lease on May 12, 2021, for an office in Scottsdale, AZ. In May 2023, the Company extended its lease for an additional 24 months for this location beginning July 1, 2023 under similar terms and conditions as its current lease. As of December 31, 2023, undiscounted future lease obligations for the office space are as follows: Lease Commitments as of December 31, 2023 Less than 1 year 1-3 years 3-5 years Total $ 369,849 $ 1,059,423 $ 89,038 $ 1,518,310 Lease costs for the year ended December 31, 2023 were $347,910 and cash paid for amounts included in the measurement of lease liabilities for the year ended December 31, 2023 were $40,412. As of December 31, 2023, the following represents the difference between the remaining undiscounted lease commitments under non-cancelable leases and the lease liabilities: Undiscounted minimum lease commitments $ 1,518,310 Less: Imputed Interest (330,476 ) Lease liabilities $ 1,187,834 (B) EMPLOYMENT AGREEMENTS WITH NAMED EXECUTIVE OFFICERS Chief Executive Officer We entered into an employment agreement, effective September 1, 2023, with Robert McDermott, pursuant to which he agreed to serve as our Chief Executive Officer for an initial term of three years, which will be automatically renewed for additional one-year terms unless either party chooses not to renew the agreement. Mr. McDermott’s agreement provided for an initial annual base salary of $500,000. Mr. McDermott is eligible to receive an annual bonus of up to 100% of his base salary, provided final determination on the amount of the annual bonus, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. Pursuant to his agreement, for each fiscal year during the term, Mr. McDermott will be entitled to an annual equity grant of up to $2,500,000; provided that the final determination on the amount of the annual grant, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. If Mr. McDermott’s employment is terminated at our election without “cause”, or by Mr. McDermott for “good reason,” Mr. McDermott shall be entitled to receive severance payments equal to 18 months of Mr. McDermott’s base salary; provided that such amounts shall be increased to 24 months of Mr. McDermott’s base salary if Mr. McDermott’s agreement is terminated without “cause” or by Mr. McDermott for “good reason” within three months prior to or twelve months after of a “change of control.” In addition, if Mr. McDermott’s agreement is terminated without “cause” or by Mr. McDermott for “good reason” within three months prior to or twelve months after of a “change of control,” any of the unvested equity awards shall also immediately vest. During any period that Mr. McDermott is entitled to severance payments, the Company will continue to pay the same portion of Mr. McDermott’s medical and dental insurance premiums under COBRA as during active employment until the earlier of (1) six months from the termination of employment, or (2) the date Mr. McDermott is eligible for medical and/or dental insurance benefits from another employer. Mr. McDermott agreed not to compete with us until 12 months after the termination of his employment. Chief Financial Officer We entered into an employment agreement, effective September 1, 2023, with Archit Shah, pursuant to which he agreed to serve as our Chief Financial Officer for an initial term of three years, which will be automatically renewed for additional one-year terms unless either party chooses not to renew the agreement. Mr. Shah’s agreement provided for an initial annual base salary of $314,000. Mr. Shah is eligible to receive an annual bonus of up to 50% of his base salary, provided final determination on the amount of the annual bonus, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. Pursuant to his agreement, Mr. Shah for each fiscal year during the term, Mr. Shah will be entitled to an annual equity grant of up to $693,000; provided that the final determination on the amount of the annual grant, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. If Mr. Shah’s employment is terminated at our election without “cause”, or by Mr. Shah for “good reason,” Mr. Shah shall be entitled to receive severance payments equal to six months of Mr. Shah’s base salary; provided that such amounts shall be increased to 12 months of Mr. Shah’s base salary if Mr. Shah’s agreement is terminated without “cause” or by Mr. Shah for “good reason” within three months prior to or twelve months after of a “change of control.” In addition, if Mr. Shah’s agreement is terminated without “cause” or by Mr. Shah for “good reason” within three months prior to or twelve months after of a “change of control,” any of the unvested equity awards shall also immediately vest. During any period that Mr. Shah is entitled to severance payments, the Company will continue to pay the same portion of Mr. Shah’s medical and dental insurance premiums under COBRA as during active employment until the earlier of (1) six months from the termination of employment, or (2) the date Mr. Shah is eligible for medical and/or dental insurance benefits from another employer. Mr. Shah agreed not to compete with us until 12 months after the termination of his employment. Chief Operating Officer We entered into an employment agreement, effective September 1, 2023, with David Fidanza pursuant to which he agreed to serve as our Chief Operating Officer for an initial term of three years, which will be automatically renewed for additional one-year terms unless either party chooses not to renew the agreement. Mr. Fidanza’s agreement provided for an initial annual base salary of $296,000. Mr. Fidanza is eligible to receive an annual bonus of up to 50% of his base salary, provided final determination on the amount of the annual bonus, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. Pursuant to his agreement, Mr. Fidanza for each fiscal year during the term, Mr. Fidanza will be entitled to an annual equity grant of up to $666,000; provided that the final determination on the amount of the annual grant, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. If Mr. Fidanza’s employment is terminated at our election without “cause”, or by Mr. Fidanza for “good reason,” Mr. Fidanza shall be entitled to receive severance payments equal to six months of Mr. Fidanza’s base salary; provided that such amounts shall be increased to 12 months of Mr. Fidanza’s base salary if Mr. Fidanza’s agreement is terminated without “cause” or by Mr. Fidanza for “good reason” within three months prior to or twelve months after of a “change of control.” In addition, if Mr. Fidanza’s agreement is terminated without “cause” or by Mr. Fidanza for “good reason” within three months prior to or twelve months after of a “change of control,” any of the unvested equity awards shall also immediately vest. During any period that Mr. Fidanza is entitled to severance payments, the Company will continue to pay the same portion of Mr. Fidanza’s medical and dental insurance premiums under COBRA as during active employment until the earlier of (1) six months from the termination of employment, or (2) the date Mr. Fidanza is eligible for medical and/or dental insurance benefits from another employer. Mr. Fidanza agreed not to compete with us until 12 months after the termination of his employment. Chief Technology Officer We entered into an employment agreement, effective September 1, 2023, with Murali Chakravarthi pursuant to which each officer agreed to serve as our Chief Technology Officer for an initial term of three years, which will be automatically renewed for additional one-year terms unless either party chooses not to renew the agreement. Mr. Chakravarthi’s agreement provided for an initial annual base salary of $300,000. Mr. Chakravarthi is eligible to receive an annual bonus of up to 50% of his base salary, provided final determination on the amount of the annual bonus, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. Pursuant to his agreement, Mr. Chakravarthi for each fiscal year during the term, Mr. Chakravarthi will be entitled to an annual equity grant of up to $675000; provided that the final determination on the amount of the annual grant, if any, will be made by the Compensation Committee of the Board of Directors, based on criteria established by the Compensation Committee. If Mr. Chakravarthi’s employment is terminated at our election without “cause”, or by Mr. Chakravarthi for “good reason,” Mr. Chakravarthi shall be entitled to receive severance payments equal to six months of Mr. Chakravarthi’s base salary; provided that such amounts shall be increased to 12 months of Mr. Chakravarthi’s base salary if Mr. Chakravarthi’s agreement is terminated without “cause” or by Mr. Chakravarthi for “good reason” within three months prior to or twelve months after of a “change of control.” In addition, if Mr. Chakravarthi’s agreement is terminated without “cause” or by Mr. Chakravarthi for “good reason” within three months prior to or twelve months after of a “change of control,” any of the unvested equity awards shall also immediately vest. During any period that Mr. Chakravarthi is entitled to severance payments, the Company will continue to pay the same portion of Mr. Chakravarthi’s medical and dental insurance premiums under COBRA as during active employment until the earlier of (1) six months from the termination of employment, or (2) the date Mr. Chakravarthi is eligible for medical and/or dental insurance benefits from another employer. Mr. Chakravarthi agreed not to compete with us until 12 months after the termination of his employment. (C) LITIGATION The Company from time to time, may be a party to various litigation, claims and disputes, arising in the ordinary course of business. While the ultimate impact of such actions cannot be predicted with certainty, we believe the outcome of these matters, except for that noted below, will not have a material adverse effect on our financial condition or results of operations. On August 18, 2021, iCoreConnect received a Notice of Disposition of Collateral under section 9-611 of the Uniform Commercial Code (“UCC”) (Arizona Revised Statutes 47-611) purporting to set a foreclosure sale, under the UCC, of its assets that were previously pledged as security to Sonoran Pacific Resources, LLP, an Arizona limited liability partnership (“SPR”) and Jerry Smith (“Smith”) (collectively, the “lender”). On November 1, 2022, iCoreConnect entered into a settlement agreement and release (the “Settlement Agreement”) with SPR and Smith in connection with the above litigation. In order to resolve all matters subject to the dispute, the Settlement Agreement provided that on, or before, the 60th day following the effective date of the Settlement Agreement, which was November 1, 2022 (such 60th day, the “Payment Date”), iCoreConnect shall redeem, and/or or iCoreConnect’s designees shall acquire, a total of 9,000,000 shares of iCoreConnect Common Stock from SPR and certain shareholders or affiliates of SPR at a purchase price of $0.08 per share. The Settlement Agreement further provided that in addition to the purchase of the foregoing 9,000,000 shares, iCoreConnect or its designee will have the option, but not the obligation, to acquire or redeem any or all of the remaining 5,401,887 shares held by certain shareholders or affiliates of SPR on, or before, the Payment Date, at the cost of $0.08 per share. In connection with the dispute, iCoreConnect had previously posted a cash bond of $200,000 with the court. Pursuant to the Settlement Agreement, $100,000 was released to SPR upon execution of the Settlement Agreement, which amount will be credited toward the payment of the 9,000,000 shares described above. The foregoing share purchase obligation was satisfied on December 30, 2022. Upon the payment for the shares, the remaining $100,000 of the bond was released to SPR in consideration for the release of all claims and liens and the dismissal of the litigation. Upon iCoreConnect’s compliance with the above share repurchase obligations, J.D. Smith, the son of Jerry Smith, resigned as a director and chairman of Board of Directors. The Settlement Agreement provides that upon the performance of each of the parties of their obligations thereunder, SPR and Smith, on the one hand, and iCoreConnect, on the other hand, each agrees to a complete release of the other party or parties. The Settlement Agreement was fully completed on December 30, 2022 and a full release received from the courts. On June 15, 2021, the Company received a Complaint filed with the Circuit Court of the Ninth Judicial Circuit for Orange County, Florida. The Complaint alleges a breach of a previously entered into 2018 Settlement Agreement for which payments have not been made. The Complainant agreed to begin arbitration on August 31, 2021. Upon completion of arbitration in October 2022 the Complainant was awarded an Interim Award of Arbitration in the amount of $270,020 which excluded any interest and fee. Subsequent to year end, in February 2023, a final Arbitration award in the amount of $523,415 was issued which includes interest and fees and the Company has fully satisfied this amount and received a Satisfaction of Judgement on October 19, 2023. On February 21, 2023, the Company received a notice under section 21 of Indian Arbitration and Conciliation Act, 1996 related to a dispute pursuant to a contract between the Company and a service provider, pursuant to which the service provider has asserted the Company has violated the terms of the contract and has claimed damages of approximately $635,000. The Company is evaluating the claims asserted against it and intends to defend itself vigorously in these proceedings; however, there can be no assurances that it will be successful in its efforts.

CONCENTRATION OF CREDIT RISK

CONCENTRATION OF CREDIT RISK	6 Months Ended	12 Months Ended
CONCENTRATION OF CREDIT RISK	Jun. 30, 2024	Dec. 31, 2023
CONCENTRATION OF CREDIT RISK
CONCENTRATION OF CREDIT RISK	10. CONCENTRATION OF CREDIT RISK Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and trade accounts receivables. The Company places its cash with high-credit-quality financial institutions. At times, such cash may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance coverage limit of $250,000 per depositor. As a result, there could be a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company has not experienced any losses due to these excess deposits and believes the risk is not significant. With respect to trade receivables, management routinely assesses the financial strength of its customers and, as a consequence, believes that the receivable credit risk exposure is limited. The Company has historically provided financial terms to customers in accordance with what management views as industry norms. Access to the Company’s software products usually requires immediate payment but can extend several months under certain circumstances. Management periodically and regularly reviews customer account activity in order to assess the adequacy of allowances for doubtful accounts, considering such factors as economic conditions and each customer’s payment history and creditworthiness. If the financial condition of our customers were to deteriorate, or if they were otherwise unable to make payments in accordance with management’s expectations, we might have to increase our allowance for credit losses, modify their financial terms and/or pursue alternative collection methods. The Company has no significant customers (greater than 10% of total revenue) in its six-month 2024 revenue. The Company has accounts receivable concentration with three customers in 2024 representing 30% of total accounts receivables outstanding as of June 30, 2024, and one customer that represented 31% of accounts receivable outstanding as of December 31, 2023.	10. CONCENTRATION OF CREDIT RISK Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and trade accounts receivables. The Company places its cash with high-credit-quality financial institutions. At times, such cash may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance coverage limit of $250,000 per depositor. As a result, there could be a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company has not experienced any losses due to these excess deposits and believes the risk is not significant. With respect to trade receivables, management routinely assesses the financial strength of its customers and, as a consequence, believes that the receivable credit risk exposure is limited. The Company has historically provided financial terms to customers in accordance with what management views as industry norms. Access to the Company’s software products usually requires immediate payment but can extend several months under certain circumstances. Management periodically and regularly reviews customer account activity in order to assess the adequacy of allowances for doubtful accounts, considering such factors as economic conditions and each customer’s payment history and creditworthiness. If the financial condition of our customers were to deteriorate, or if they were otherwise unable to make payments in accordance with management’s expectations, we might have to increase our allowance for credit losses, modify their financial terms and/or pursue alternative collection methods. The Company has no significant customers (greater than 10% of total revenue) in its 2023 and 2022 revenue. The Company has accounts receivable concentration with one customer in 2023 representing 25% and two customers with concentrations of 12% and 11% respectively of total accounts receivables outstanding as of December 31, 2023 and one customers that represent 31% of accounts receivable outstanding as of December 31, 2022.

SEGMENT INFORMATION

SEGMENT INFORMATION	6 Months Ended
SEGMENT INFORMATION	Jun. 30, 2024
SEGMENT INFORMATION
SEGMENT INFORMATION	11. SEGMENT INFORMATION The Company views its operations and manages its business as one operating segment which is the business of providing subscription-based software as a service (SaaS) and Managed IT (MSP/MSaaS) services and related non-recurring professional IT and other services. The Company aggregates is operating segments based on similar economic and operating characteristics of its operations. The Company’s SaaS and Managed IT offerings are sold under monthly recurring revenue contracts are included in the Subscription software and services segment. Professional services and other revenue segment consists of non-recurring revenue, including the periodic sale and installation of IT related hardware and custom IT projects. Professional services and other revenue is recognized when services are performed. Revenue types were as follows: For the Three Months Ended June 30, 2024 % 2023 % % Change Revenue: Subscription software and services $ 2,820,863 91 % $ 1,629,999 88 % 73 % Professional services and other 267,037 9 % 226,149 12 % 16 % Total revenue $ 3,087,900 100 % $ 1,856,148 100 % 66 % For the Six Months Ended June 30, 2024 % 2023 % % Change Revenue: Subscription software and services $ 5,415,913 93 % $ 3,333,814 90 % 63 % Professional services and other 395,350 7 % 362,705 10 % 8 % Total revenue $ 5,811,263 100 % $ 3,696,519 100 % 57 %

ASSET ACQUISITION

ASSET ACQUISITION	6 Months Ended	12 Months Ended
ASSET ACQUISITION	Jun. 30, 2024	Dec. 31, 2023
ASSET ACQUISITION
ASSET ACQUISITION	12. ASSET ACQUISITION The Company accounts for business combinations under the acquisition method of accounting, in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations Ally Commerce, Inc dba FeatherPay (“FeatherPay”) On January 1, 2024, the Company entered into an Asset Purchase Agreement (the “Agreement”) with Ally Commerce, Inc. dba FeatherPay (the “Seller”). The Seller was engaged in the business of healthcare billing and payment processing. Pursuant to the Agreement, the Company purchased the assets of the Seller utilized in the Seller’s business. As consideration for the acquired assets: (i) the Company paid to FeatherPay $500,000 in cash, and (ii) the Company agreed to issue to FeatherPay’s stockholders an aggregate of $4,800,000 worth of shares (the “Stock Consideration”) of Company’s Series A Preferred Stock, par value $0.0001 at $10.00 per share totaling 480,000 shares. Teamworx LLC (“Teamworx”) On January 1, 2024, the Company entered into an Asset Purchase Agreement with Teamworx LLC (“Teamworx”). Teamworx was engaged in the business of healthcare billing and payment processing. Pursuant to the Agreement, the Company purchased the assets of the Seller utilized in the Seller’s business. As consideration for the acquired assets: (i) the Company paid to Seller $125,000 in cash, and (ii) the Company agreed to issue to Seller $575,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 57,500 shares. Verifi Dental Limited (“Verifi”) On January 1, 2024, the Company entered into an Asset Purchase Agreement with Verifi Dental, Limited (the “Seller”). The Seller was engaged in the business of healthcare billing and payment processing. As consideration for the acquired assets: (i) the Company paid to Seller $360,000 in cash, and (ii) the Company agreed to issue to Seller $840,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 84,000 shares. Certain fair values of acquired assets and assumed liabilities may be estimated at the acquisition date pending confirmation or completion of the valuation process. Where provisional values are used in accounting for a business combination, they may be adjusted retrospectively in subsequent periods within the measurement period when it reflects new information obtained about facts and circumstances that were in existence at the acquisition date. The measurement period cannot exceed one year from the acquisition date. The following table summarizes the consideration paid and the fair value of the assets acquired and liabilities assumed as of the dates detailed in the table: FeatherPay Verifi Dental Teamworx Consideration Paid: January 1, 2024 January 1, 2024 January 1, 2024 Cash $ 500,000 $ 370,000 $ - Note payable - - 125,000 Common stock - - - Series A preferred stock 4,800,000 840,000 575,000 $ 5,300,000 $ 1,210,000 $ 700,000 Fair values of identifiable assets acquired and liabilities assumed: Assets acquired: Cash $ - $ 871 $ 12,752 Accounts receivable 959 54,259 - Acquired technology 5,299,041 1,154,870 678,548 Deferred revenue - - 8,700 Total assets acquired $ 5,300,000 $ 1,210,000 $ 700,000	12. ACQUISITIONS Preferred Dental Development, LLC (“Preferred Dental”) On September 1, 2023, the Company entered into an Asset Purchase Agreement (the “Agreement”) with Preferred Dental Development, LLC (the “Seller”). The Seller was engaged in the business of providing dental billing and claims services. Pursuant to the Agreement, the Company purchased the assets of the Seller utilized in the Seller’s business. As consideration for the acquired assets: (i) the Company issued a note to the Seller in the amount of $1,200,000, and (ii) the Company issued to Seller $400,000 worth of shares of Company common stock at $10.00 per share totaling 40,000 shares. Pursuant to the guidance in FASB ASC Topic 805, Business Combinations, the Company calculated the estimated fair value of the acquired customer relationships using the discounted cash flow approach. The key assumptions and inputs into the cash flow model used were: (1) an annual customer attrition rate of 5%, (2) a gross margin percentage of 37%, (3) a tax rate of 25.50% and (4) a discount rate of 12%. The following table summarizes the consideration paid and the fair value of the assets acquired at acquisition date: Preferred Dental Consideration Paid: September 1, 2023 Note payable $ 1,200,000 Common stock 400,000 $ 1,600,000 Fair values of identifiable assets acquired: Assets acquired: Cash $ 40,855 Customer relationships 1,559,145 Total assets acquired $ 1,600,000 The following information represent the unaudited pro forma combined results of operations, including acquisitions giving effect to the acquisition as if they occurred at the beginning of years ended December 31, 2023 and 2022: December 31, 2023 December 31, 2022 (unaudited) (unaudited) Revenue $ 9,311,714 $ 9,058,801 Net Loss attributable to Common Stockholders (15,433,055 ) (7,611,211 ) Weighted average common shares outstanding 7,349,541 5,768,249 Basic and diluted loss per common share $ (2.10 ) $ (1.32 )

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended	12 Months Ended
SUBSEQUENT EVENTS	Jun. 30, 2024	Dec. 31, 2023
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	13. SUBSEQUENT EVENTS On July 1, 2024, The Company executed a securities purchase agreement (the “Purchase Agreement”) with a related party. Pursuant to the terms and conditions of the Purchase Agreement, the Investor agreed to purchase from the Company unsecured promissory note in the principal amount of $267,500. At closing an aggregate principal amount of $267,500 will be issued in exchange for aggregate gross proceeds of $250,000, representing an original issue discount of 10%. On such date, the Company will also issue the Investors 8,065 Common Stock Warrants with an exercise price of 120% of the closing price with a five year term. The note matures August 31, 2024 and is subordinated to the Company’s senior lenders. On July 16, 2024 the Company entered into a Second Amendment with its North Carolina landlord with an effective date of September 1, 2024 extending its lease September 1, 2026 with an annual lease cost of $48,000 for each of the two years. Additional Financing As previously reported, on February 26, 2024, iCoreConnect, Inc. (the “Company”) executed securities purchase agreements (the “Purchase Agreements”) with certain institutional investors (the “Investors”). On July 31, 2024, a second closing occurred (the “Second Closing”), pursuant to which an aggregate principal amount of $384,406 of Notes (the “July Notes”) was issued in exchange for aggregate gross proceeds of $349,460, representing an original issue discount of 10%. On such date (the “Second Closing Date”), the Company also issued the Investors 50,734 shares of Company common stock (the “Second Commitment Shares”). Convertible Notes. The Notes will mature 12 months from their respective issuance date (the “Maturity Date”), unless earlier converted. Commencing on the six-month anniversary of the issue date, the Company will be required to make monthly amortization payments pursuant to the Note of approximately 1/6th of the principal amount of the Note per month (the “Amortization Payments”). The Notes will be the Company’s unsecured obligations and equal in right of payment with all of our other indebtedness and other indebtedness of any of our subsidiaries. The Notes were issued with an original issue discount of 10.0% per annum, and will not accrue additional interest during the term; provided that the interest rate of the Notes will automatically increase to 16% per annum (the “Default Rate”) upon the occurrence and continuance of an event of default (See “— Events of Default” below). Conversion at Option of Holder. Each holder of Notes may convert all, or any part, of the outstanding Notes, at any time at such holder’s option, into shares of the Company’s common stock at an initial “Conversion Price” of $0.77 per share, which is subject to proportional adjustment upon the occurrence of any stock split, stock dividend, stock combination and/or similar transactions. Notwithstanding the foregoing, on July 31, 2024, the Company provided the holders of all of the Notes a Voluntary Conversion Notice and accordingly, the Notes may be converted by the holders at any time at the Market Price (defined below). With limited exceptions, if the Company at any time while a Note is outstanding, issues any common stock or securities entitling any person or entity to acquire shares of common stock (upon conversion, exercise or otherwise), at an effective price per share less than the Conversion Price then the Conversion Price shall be reduced to the same price as the new investment. Limitations on Conversion. A holder shall not have the right to convert any portion of a Note to the extent that, after giving effect to such conversion, the holder (together with certain related parties) would beneficially own in excess of 4.99%, or the “Maximum Percentage”, of shares of the Company’s common stock outstanding immediately after giving effect to such conversion. Adjustment of Conversion Upon Amortization Payment Failure. If the Company fails to make any Amortization Payments when due, then each holder may alternatively elect to convert all or any portion of such holder’s Notes at a conversion price equal to the lesser of (i) the Conversion Price, and (ii) 90% of the lowest VWAP of the common stock during the five (5) consecutive trading days immediately prior to such conversion (the “Market Price”). Events of Default. The Notes contain standard and customary events of defaults (each, an “Event of Default”), including but not limited: (i) failure to pay to the holder any amounts when due; iii) the failure to timely file or make effective the Registration Statement (as described below) pursuant to the Registration Rights Agreement, (iii) the failure to obtain Shareholder Approval (as described below), and (iv) bankruptcy or insolvency of the Company. Fundamental Transaction. The Notes prohibit the Company from entering specified fundamental transactions (including, without limitation, mergers, business combinations and similar transactions) unless the Company (or the Company’s successor) assumes in writing all of the obligations under the Notes and the other transaction documents in the Financing. In addition, if such event occurs then the holder of the Note shall have the right to (i) be repaid the full amount owed under the Note and (ii) receive upon conversion of all or any portion of the Note such stock, securities or assets which the holder would have been entitled to receive in such transaction had the Note been converted immediately prior to such transaction (without regard to any limitations on conversion set forth herein). On July 31, 2024, the parties entered into a registration rights agreement (the “Registration Rights Agreement”), which grants the Investors certain customary registration rights in connection with the Financing with respect to the shares of common stock underlying the July Notes. In accordance with the terms and conditions of the Registration Rights Agreement, the Company shall prepare and file with the SEC a registration statement on Form S-1 (the “Registration Statement”) registering the resale of the common stock underlying all of the Notes within 90 days and to have such registration statement effective by within 120 days after the execution of the Registration Rights Agreement. In compliance with Nasdaq Listing Rule 5635(d), the Company shall not issue any shares of common stock underlying the July Notes if the issuance of such shares of common stock would exceed the aggregate number of shares of common stock which the Company may issue upon conversion of the July Notes without breaching the Company’s obligations under the rules or regulations of the Nasdaq Stock Market. Pursuant to the Purchase Agreement, the Company agreed to hold a special stockholder seeking stockholder approval of the issuance of all of the common stock underlying the July Notes in compliance with the rules and regulations of the Nasdaq Stock Market. On July 31, 2024, the Company and the Investors entered into a waiver agreement pursuant to which the Investors agreed to waive certain events of default under the Notes related to the Company’s failure to file its Form 10-K on a timely basis and delays in registering the resale of the common stock underlying the Notes issued in February 2024. In consideration for the waiver, the Company issued the investors warrants to purchase an aggregate of 1,680,555 shares (the “Warrants”). In compliance with Nasdaq Listing Rule 5635(d), the Company is not able to issue any shares of common stock upon exercise of the Warrants if the issuance of such shares of common stock would exceed the aggregate number of shares of common stock which the Company may without breaching the Company’s obligations under the rules or regulations of the Nasdaq Stock Market. Each Warrant has an initial exercise price per share equal to $0.90. The Warrants are immediately exercisable and will expire on the five-year anniversary of the original issuance date. The exercise price and number of shares of common stock issuable upon exercise is subject to appropriate adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting our shares of common stock and the exercise price. Subject to certain exemptions outlined in the Warrant, for the life of the Warrant, if the Company sells or issues any common stock or convertible security, at an effective price per share less than the exercise price of the Warrant then in effect (a “Dilutive Issuance”), the exercise price of the Warrant will be reduced to the price per share in the Dilutive Issuance and the number of shares issuable upon exercise of the Warrant shall be proportionally adjusted so that the aggregate exercise price of the Warrant shall remain unchanged; provided that the exercise price of the Warrants may not be lowered below $0.135 per share. A holder (together with its affiliates) may not exercise any portion of the Warrants to the extent that the holder would own more than 4.99% (or, at the election of the holder, 9.99%) of the outstanding shares of common stock immediately after exercise. If at the time a holder exercises its Warrants, a registration statement registering the issuance of the shares of common stock underlying the Warrants under the Securities Act is not then effective or available and an exemption from registration under the Securities Act is not available for the issuance of such shares, then in lieu of making the cash payment otherwise contemplated to be made to us upon such exercise in payment of the aggregate exercise price, the holder may elect instead to receive upon such exercise (either in whole or in part) the net number of shares of common stock determined according to a formula set forth in the Warrants. On August 13, 2024, with an effective date of August 1, 2024 the Company entered into exchange agreements and convertible promissory notes with five note holders whose debt matured after July 31, 2024 totaling $2,040,143 inclusive of all unamortized OID, accrued interest and outstanding principal. Pursuant to the exchange agreements the Company issued new notes that extended the term of the original debt to August 1, 2027 and provide for a new conversion price of $0.80 with a mandatory conversion if the Company’s stock price is at $1.04 or above subject to there being at least 75,000 daily share trading volume over five consecutive days. The new note carries an interest rate of 12% per annum with all interest and principal due at maturity. The new notes are subordinated to the Company’s senior secured lenders. The conversion rights of the note holders are subject to the approval of the Company’s shareholders. On August 13, 2024, with an effective date of August 1, 2024 the Company entered into securities purchase agreements along with three convertible promissory note holders whose debt had matured as of July 31, 2024 totaling $527,993 inclusive of all unamortized OID, accrued interest and outstanding principal. The parties entered into new convertible promissory notes with a maturity date of August 1, 2027. The notes are convertible at $0.80 with a mandatory conversion if the Company’s stock price is at $1.04 or above subject to there being at least 75,000 daily share trading volume over five consecutive days. The note carries an interest rate of 12% per annum with all interest and principal due at maturity. The notes are subordinated to the Company’s senior secured lenders. The conversion rights of the note holders are subject to the approval of the Company’s shareholders. On August 13, 2024, with an effective date of August 1, 2024 the Company entered into securities purchase agreements along with two convertible promissory note holders whose debt had matured as of July 31, 2024 totaling $912,696 inclusive of all unamortized OID, accrued interest and outstanding principal. The parties entered into new convertible promissory notes with a maturity date of August 1, 2025. The notes are convertible at $0.53 with a mandatory conversion if the Company’s stock price is at $0.69 or above subject to there being at least 75,000 daily share trading volume over five consecutive days. The note carries an interest rate of 12% per annum with all interest and principal due at maturity. The notes are subordinated to the Company’s senior secured lenders. The conversion rights of the note holders are subject to the approval of the Company’s shareholders. On August 13, 2024, with an effective date of August 1, 2024 the Company entered into an extension of the term of a note with a related party with the principal amount of $260,000 with a maturity of July 31, 2024 to be extended to September 30, 2024 under the same terms and conditions. On August 13, 2024, with an effective date of August 1, 2024 the Company entered into an extension of the term of a note with a note holder with an original principal amount of $350,000 with an maturity of July 31, 2024 to be extended to October 31, 2024 under the same terms and conditions. On October 1, 2024, we sold the assets and customer contracts of our Managed Service Provider (MSP) Division for approximately $2.02 million (less transaction expenses), plus the right to receive an Earnout Payment upon the retention of certain revenue thresholds. The Earnout will be earned if the purchaser achieves annualized recurring revenue (“ARR”) of more than $1,620,000.00 (the “Earnout Threshold”) during the 3-month measurement period beginning on April 1, 2025, and ending on June 30, 2025, then the Company shall be entitled to an earnout payment equal to (1) the amount by which ARR exceeds the Earnout Threshold multiplied by (2) $1.2463. The Earnout Payment is not to exceed $224,334.	14. SUBSEQUENT EVENTS On January 1, 2024, the Company entered into an Asset Purchase Agreement with Ally Commerce, Inc. dba FeatherPay ( “FeatherPay”). FeatherPay was engaged in the business of healthcare billing and payment processing. As consideration for the acquired assets: (i) the Company paid to FeatherPay $500,000 in cash, and (ii) the Company agreed to issue to FeatherPay’s stockholders an aggregate of $4,800,000 worth of shares (the “Stock Consideration”) of Company’s Series A Preferred Stock, par value $0.0001 at $10.00 per share totaling 480,000 shares. The transactions contemplated by the Agreement were consummated concurrent with the execution of the Agreement, and the shares of the Company’s Series A Preferred Stock were issued to the Seller’s stockholders pursuant to the exemption from registration set forth in Section 4(a)(2) of the Securities Act of 1933, as amended. In connection with the issuance of the Stock Consideration, and concurrent with the execution of the Agreement, the Company and FeatherPay’s stockholders entered into a Subscription Agreement, dated January 1, 2024 (the “Subscription Agreement”), whereby the Company will issue the Series A Preferred Stock to the FeatherPay’s’s stockholders. The Company’s Series A Preferred Stock have the rights, preferences, powers, privileges and restrictions, qualifications and limitations as set forth in the Company’s final prospectus and definitive proxy statement dated July 11, 2023. Pursuant to the Subscription Agreement, the Subscribers’ (as defined in the Subscription Agreement) ability to convert the Series A Preferred Stock into shares of the Company’s Common Stock, par value $0.0001, is limited to the extent that such conversion would not require approval of the Company’s stockholders in connection with the rules of the Nasdaq Stock Market. In the event that such conversion is limited by the Subscription Agreement, the Company shall seek shareholder approval of such conversions, and in no event more than 180 days following the date that such securities would have otherwise been convertible into share of the Company’s Common Stock. On January 1, 2024, the Company entered into an Asset Purchase Agreement with Teamworx LLC (“Teamworx”). Teamworx was engaged in the business of healthcare billing and payment processing. Pursuant to the Agreement, the Company purchased the assets of the Seller utilized in the Seller’s business. As consideration for the acquired assets: (i) the Company paid to Seller $125,000 in cash, and (ii) the Company agreed to issue to Seller $575,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 57,500 shares. The shares of Company Series A Preferred Stock will be issued to the Seller pursuant to the exemption from registration set forth in Section 4(a)(2) of the Securities Act of 1933, as amended. The Seller agreed to cover their cash consideration into a Note Payable maturing on January 31, 2024 without any interest. On February 1, 2024 the Seller agreed to a new Note Payable with 12% annual interest maturing February 29, 2024. On February 28, 2024 the Seller agreed to extend the maturing date to March 31, 2024 In connection with the issuance of the Stock Consideration, and concurrent with the execution of the Agreement, the Company and Seller’s stockholders entered into a Subscription Agreement, dated January 1, 2024 (the “Subscription Agreement”), whereby the Company will issue the Series A Preferred Stock to the Seller’s stockholders. The Company’s Series A Preferred Stock have the rights, preferences, powers, privileges and restrictions, qualifications and limitations as set forth in the Company’s final prospectus and definitive proxy statement dated July 11, 2023. Pursuant to the Subscription Agreement, the Subscribers’ (as defined in the Subscription Agreement) ability to convert the Series A Preferred Stock into shares of the Company’s Common Stock, par value $0.0001, is limited to the extent that such conversion would not require approval of the Company’s stockholders in connection with the rules of the Nasdaq Stock Market. In the event that such conversion is limited by the Subscription Agreement, the Company shall seek shareholder approval of such conversions, and in no event more than 180 days following the date that such securities would have otherwise been convertible into share of the Company’s Common Stock. On January 1, 2024, the Company entered into an Asset Purchase Agreement with Verifi Dental, Limited (the “Seller”). The Seller was engaged in the business of healthcare billing and payment processing. As consideration for the acquired assets: (i) the Company paid to Seller $360,000 in cash, and (ii) the Company agreed to issue to Seller $840,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 84,000 shares. The shares of Company Series A Preferred Stock will be issued to the Seller pursuant to the exemption from registration set forth in Section 4(a)(2) of the Securities Act of 1933, as amended. In connection with the issuance of the Stock Consideration, and concurrent with the execution of the Agreement, the Company and Seller’s stockholders entered into a Subscription Agreement, dated January 1, 2024 (the “Subscription Agreement”), whereby the Company will issue the Series A Preferred Stock to the Seller’s stockholders. The Company’s Series A Preferred Stock have the rights, preferences, powers, privileges and restrictions, qualifications and limitations as set forth in the Company’s final prospectus and definitive proxy statement dated July 11, 2023. Pursuant to the Subscription Agreement, the Subscribers’ (as defined in the Subscription Agreement) ability to convert the Series A Preferred Stock into shares of the Company’s Common Stock, par value $0.0001, is limited to the extent that such conversion would not require approval of the Company’s stockholders in connection with the rules of the Nasdaq Stock Market. In the event that such conversion is limited by the Subscription Agreement, the Company shall seek shareholder approval of such conversions, and in no event more than 180 days following the date that such securities would have otherwise been convertible into share of the Company’s Common Stock. On February 1, 2024, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued the investor a convertible note in principal amount of $50,000 in exchange for $50,000. The maturity of the convertible note is February 1, 2025 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance. The convertible note is being sold and issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act as sales to an accredited investor, and in reliance on similar exemptions under applicable state laws. On February 1, 2024, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company issued the investor a convertible note in principal amount of $5,000 in exchange for $5,000. The maturity of the convertible note is February 1, 2025 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance. The convertible note is being sold and issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act as sales to an accredited investor, and in reliance on similar exemptions under applicable state laws. On February 9, 2024, the Company issued a convertible note entered into a securities purchase agreement with an investor with an effective date of December 29, 2023, pursuant to which the Company in principal amount of $473,743 in exchange for the conversion of a payable in the amount of $473,743. The maturity of the convertible note is June 1, 2024 and carries an interest rate of 12% per annum and is convertible into Company common stock at a conversion rate equal to 100% of the closing price of the Company’s common stock on December 29, 2023, provided such conversion right is subject to approval of the transaction by the Company’s shareholders. On February 12, 2024, the Company entered into a Forbearance Agreement with its senior secured lender whereby the Company agreed to make $300,000 payment to cure certain defaults under the original Loan Agreement. In addition the Company agreed to increase the default rate of interest in the Loan Agreement, report certain financial and cash metrics on a weekly basis, budgetary updates as well as pay down of balance of 10% of all financing raised over $500,000, in exchange for interest only payments until July 2024 and waiver of all covenants. As discussed in Note 4 – Stockholder’s Equity, on February 14, 2024, the Company provided termination notification Arena for the Purchase Agreement entered into by the parties on September 12, 2023 with an effective date of February 15, 2024. There were no penalties associated with the termination. The Company expensed the balance of the deferred financing fees it had capitalized associated with the transaction. On February 26, 2024, The Company executed a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors (the “Investors”). Pursuant to the terms and conditions of the Purchase Agreement, the Investors agreed to purchase from the Company unsecured convertible notes in the aggregate principal amount of up to $2,375,000. The Purchase Agreement contemplates funding of the investment across two tranches. At the first closing (the “Initial Closing”) an aggregate principal amount of $1,375,000 will be issued upon the satisfaction of certain customary closing conditions in exchange for aggregate gross proceeds of $1,250,000, representing an original issue discount of 10%. On such date (the “Initial Closing Date”), the Company will also issue the Investors 85,174 shares of Company common stock (the “Commitment Shares”). Subject to satisfying the conditions discussed below, the Company has the right under the Purchase Agreement, but not the obligation, to require that the Investors purchase additional Notes at one additional closing. Upon notice, the Company may require that the Investors purchase an additional aggregate principal amount of $1,100,000 of Notes, in exchange for aggregate gross proceeds of $1,000,000, if, among other items, (i) the Registration Statement (as described below) is effective; and (ii) the Shareholder Approval (as described below) has been obtained. The Notes will mature 12 months from their respective issuance date (the “Maturity Date”), unless earlier converted. Commencing on the six-month anniversary of the issue date, the Company will be required to make monthly amortization payments pursuant to the Note of approximately 1/6th of the principal amount of the Note per month (the “Amortization Payments”). The Notes will be the Company’s unsecured obligations and equal in right of payment with all of our other indebtedness and other indebtedness of any of our subsidiaries. The Notes were issued with an original issue discount of 10.0% per annum, and will not accrue additional interest during the term; provided that the interest rate of the Notes will automatically increase to 16% per annum (the “Default Rate”) upon the occurrence and continuance of an event of default. Each holder of Notes may convert all, or any part, of the outstanding Notes, at any time at such holder’s option, into shares of the Company’s common stock at an initial “Conversion Price” of $1.848 per share, which is subject to proportional adjustment upon the occurrence of any stock split, stock dividend, stock combination and/or similar transactions. With limited exceptions, if the Company at any time while a Note is outstanding, issues any common stock or securities entitling any person or entity to acquire shares of common stock (upon conversion, exercise or otherwise), at an effective price per share less than the Conversion Price then the Conversion Price shall be reduced to the same price as the new investment. On March 29, 2024the Company’s Board of Directors upon the recommendation of the Compensation Committee of the Board, approved the amendment of the Company’s 2023 Stock Plan (the “Plan”), subject to approval by the Company’s stockholders at its 2024 Annual Meeting of Stockholders (the “Annual Meeting”), to increase the aggregate number of shares of Company common stock that may be issued pursuant to Awards (as defined in the Plan) by 11,000,000 shares (the “Plan Amendment”). On March 29, 2024, the Compensation Committee approved a management incentive plan pursuant to which it agreed to issue ten-year options with an immediate vest to purchase shares of Company common stock at an exercise price of $3.10 per share, subject to the approval of the Plan Amendment at the Annual Meeting, to the following officers, among other employees, (i) Robert McDermott, Chief Executive Officer and President – options to purchase 1,817,742 shares of Company common stock; (ii) Archit Shah, Chief Financial Officer – options to purchase 482,259 shares of Company common stock; (iii) David Fidanza, Chief Information Officer – options to purchase 352,420 shares of Company common stock; (iv) Muralidar Chakravarthi, Chief Technology Officer – options to purchase 352,420 shares of Company common stock; (v) Jeffrey Stellinga, Vice President – options to purchase 352,420 shares of Company common stock. On April 2, 2024 the Company entered into a promissory note in the principal amount of $200,000 with an existing investor. The maturity of the promissory note is June 30, 2024 and carries an interest rate of 12% per annum. The note is subordinate to the Company’s senior lenders. On April 8, 2024 with an effective date of January 1, 2024, the Company entered into a securities purchase agreement with a related party pursuant to which the Company issued the related party a convertible note in the principal amount of $200,000 in exchange for $200,000. The maturity of the convertible note is April 30, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance. In conjunction with the April 8, 2024 Note, we issued the investor a five-year warrant to purchase 30,000 shares of our common stock with an exercise price of $1.50. On April 8, 2024 with an effective date of January 1, 2024, the Company entered into a securities purchase agreement with a related party pursuant to which the Company issued the related party a promissory note in the principal amount of $260,000 in exchange for $260,000. The maturity of the promissory note is April 30, 2024 and carries an interest rate of 20% per annum. In conjunction with the April 8, 2024 Note, we issued the investor a five-year warrant to purchase 39,000 shares of our common stock with an exercise price of $1.50.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended	12 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Jun. 30, 2024	Dec. 31, 2023
SUMMARY OF SIGNFICANT ACCOUNTING POLICES
Basis of Presentation	The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Annual Report on Form 10K as filed with the SEC on April 19, 2024 and Form 10-K/A as filed with the SEC on April 29, 2024. The interim results for the six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any future periods.	The accompanying financial statements are presented in United States dollars and include the accounts of the Company’s wholly owned subsidiaries, with all intercompany transactions eliminated. They have been prepared on the accrual basis in accordance with accounting principles generally accepted in the United States (GAAP). Significant accounting principles followed by the Company and the methods of applying those principles, which materially affect the determination of financial position, results of operations and cash flows are summarized below.
Going Concern and Liquidity		U. S. GAAP requires management to assess a company’s ability to continue as a going concern within one year from the financial statement issuance and to provide related note disclosures in certain circumstances. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. For the fiscal year period ended December 31, 2023, the Company generated an operating loss of $10,276,602. In addition, the Company has an accumulated deficit, and net working capital deficit of $115,038,758 and $5,367,985. The Company’s activities were primarily financed through private placements of equity securities and issuance of debt. The Company intends to raise additional capital through the issuance of debt and/or equity securities to fund its operations. The Company is reliant on future fundraising to finance operations in the near future. The financing may not be available on terms satisfactory to the Company, if at all. In light of these matters, there is substantial doubt that the Company will be able to continue as a going concern. Currently, management continues to develop its healthcare communications system and continues to develop alliances with strategic partners to generate revenues that will sustain the Company. Management will also seek to raise additional funds. While management believes in the viability of its strategy to increase revenues and in its ability to raise additional funds, there can be no assurances to that effect. Management’s ability to continue as a going concern is ultimately dependent upon its ability to continually increase the Company’s customer base and realize increased revenues from signed contracts. The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Fair Value Measurements		Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). ASC 820 established a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement) as follows: Level 1 - Observable inputs that reflect quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 - Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and market corroborated inputs. Level 3 - Unobservable inputs for which there is little, if any, market activity for the asset or liability being measured. These inputs may be used with standard pricing models or other valuation or internally-developed methodologies that result in management’s best estimate of fair value. The Company utilizes fair value measurements primarily in conjunction with the valuation of assets acquired and liabilities assumed in a business combination. In addition, certain nonfinancial assets and liabilities are to be measured at fair value on a nonrecurring basis in accordance with applicable GAAP. In general, nonfinancial assets including goodwill, other intangible assets and property and equipment are measured at fair value when there is an indication of impairment and are recorded at fair value only when an impairment is recognized. As allowed by applicable FASB guidance, the Company has elected not to apply the fair value option for financial assets and liabilities to any of its currently eligible financial assets or liabilities. The Company’s financial instruments consist of cash, accounts receivable, accounts payable and notes payable. The Company has determined that the book value of its outstanding financial instruments as of December 31, 2023 and 2022, approximated their fair value due to their short-term nature.
Cash		The Company classifies highly liquid temporary investments with an original maturity of three months or less when purchased as cash equivalents. The Company maintains cash balances at various financial institutions. Balances at United States banks are insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risk for cash on deposit.
Accounts Receivable and Allowance For Doubtful Accounts	Accounts receivable are customer obligations due under normal trade terms. The Company maintains an allowance for credit losses for estimated losses resulting from the potential inability of certain customers to make required future payments on amounts due. Management determines the adequacy of this allowance by periodically evaluating the aging and past due nature of individual customer accounts receivable balances and considering the customer’s current financial situation as well as the existing industry economic conditions and other relevant factors that would be useful in assessing the risk of collectability. If the future financial condition of the Company’s customers were to deteriorate, resulting in their inability to make specific required payments, additions to the allowance for credit losses may be required. In addition, if the financial condition of customers improves and collections of amounts outstanding commence or are reasonably assured, then the Company may reverse previously established allowances for credit losses. The Company has estimated and recorded an allowance for credit losses of approximately $44,600 at June, 2024.	Accounts receivable are customer obligations due under normal trade terms. The Company maintains an allowance for credit losses for estimated losses resulting from the potential inability of certain customers to make required future payments on amounts due. Management determines the adequacy of this allowance by periodically evaluating the aging and past due nature of individual customer accounts receivable balances and considering the customer’s current financial situation as well as the existing industry economic conditions and other relevant factors that would be useful in assessing the risk of collectability. If the future financial condition of our customers were to deteriorate, resulting in their inability to make specific required payments, additions to the allowance for credit losses may be required. In addition, if the financial condition of our customers improves and collections of amounts outstanding commence or are reasonably assured, then we may reverse previously established allowances for credit losses. The Company has estimated and recorded an allowance for credit losses of $102,061 and $65,000 as of December 31, 2023 and 2022, respectively.
Property and Equipment, net		Property, equipment, and leasehold improvements are recorded at their historical cost. Depreciation and amortization have been determined using the straight-line method over the estimated useful lives of the assets which are computers and office equipment (3 years) leasehold improvements (5 years), computer software (3 years), vehicles (3 years) and for office furniture and fixtures (4 to 7 years). The cost of repairs and maintenance is charged to operations in the period incurred.
Software Development Costs and Acquired Software	The Company accounts for software development costs, including costs to develop software products or the software component of products to be sold to external users. In accordance with ASC 985-730, Computer Software Research and Development, research and planning phase costs are expensed as incurred and development phase costs including direct materials and services, payroll and benefits and interest costs are capitalized. The Company has determined that technological feasibility for its products to be marketed to external users was reached before the release of those products. As a result, the development costs and related acquisition costs after the establishment of technological feasibility were capitalized as incurred. Capitalized costs for software to be sold to external users and software acquired in a business combination are amortized based on current and projected future revenue for each product with an annual minimum equal to the straight-line amortization over three years.	The Company accounts for software development costs, including costs to develop software products or the software component of products to be sold to external users. In accordance with ASC 985-730, Computer Software Research and Development, research and planning phase costs are expensed as incurred and development phase costs including direct materials and services, payroll and benefits and interest costs are capitalized. We have determined that technological feasibility for our products to be marketed to external users was reached before the release of those products. As a result, the development costs and related acquisition costs after the establishment of technological feasibility were capitalized as incurred. Capitalized costs for software to be sold to external users and software acquired in a business combination are amortized based on current and projected future revenue for each product with an annual minimum equal to the straight-line amortization over three years.
Long-Lived Assets and Goodwill	The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10-35, Property, Plant and Equipment, Impairment or Disposal of Long-lived Assets The Company accounts for goodwill and intangible assets in accordance with ASC 350, Intangibles – Goodwill and Other	The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10-35, Property, Plant and Equipment, Impairment or Disposal of Long-lived Assets The Company accounts for goodwill and intangible assets in accordance with ASC 350, Intangibles - Goodwill and Other Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
Revenue Recognition	We have 7 primary sources of revenue as of June 30, 2024 and 6 primary sources of revenues as of December 31, 2023: We have 7 primary sources of revenue 1. Electronic Prescription Software 2. Insurance Verifications 3. ICD-10 Medical Coding Software 4. Encrypted and HIPAA Compliant Secure email 5. Analytics 6. MSaaS software 7. Merchant Service Processing 1) Electronic Prescription software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 2). Insurance verification services are provided on an annual subscription basis using SaaS model with revenue recognized ratably over the contract term. 3) ICD-10 Medical Coding services are provided on an annual subscription basis using the software as a SaaS model with revenues recognized ratably over the contract term. 4) Encrypted and HIPAA compliant and secure email services are provided on an annual subscription basis using the SaaS model with revenues recognized ratably over the contract term. 5) Analytics automatically compiles real-time KPI data on an intuitive dashboard which saves time and helps focus the team during the morning huddle. Additionally, the Practice Metrics page provides custom reporting with rich graphics helping management to view revenue, claims, AR, scheduling and more. 6) MSaaS software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 7) Merchant Service Processing services are provided on an annual subscription basis using the software as a SaaS model with revenues recognized ratably over the contract term. The Company accounts for revenue from contracts with customers in accordance with ASU No. 2017-09, Revenue from Contracts with Customers and a series of related accounting standard updates (collectively referred to as “Topic 606”). This guidance sets forth a five-step revenue recognition model which replaced the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance and to require more detailed disclosures. The five steps of the revenue recognition model are: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, the Company assesses the goods and services promised in the contract with customers and identifies a performance obligation for each. To determine the performance obligation, the Company considers all products and services promised in the contract regardless of whether they are explicitly stated or implied by customary business practices. The timing of satisfaction of the performance obligation is not subject to significant judgment. The Company measures revenue as the amount of consideration expected to be received in exchange for transferring goods and services. Revenue is recognized net of any taxes collected from customers that are subsequently remitted to governmental authorities. The Company’s customers are acquired through its own salesforce and through the referrals from its many state association marketing partners. The Company primarily generates revenue from multiple software as a service (SaaS) offerings, which typically include subscriptions to its online software solutions. The Company’s secondary source of revenue is professional services and other revenue related to customer onboarding, IT services and equipment sales that often precede a subscription service offering purchased by the customer. Approximately 93% of the Company’s revenue is subscription based with the remainder being professional services and other IT related revenue. The geographic concentration of the Company’s revenue is 100% in North America. For the six months ended June, 2024 and 2023, disaggregated revenues were recurring revenues of $5,415,913 and $3,333,814, respectively and non-recurring revenues of $395,350 and $362,705, respectively. Management has determined that it has the following performance obligations related to its products and services: multiple SaaS offerings, which typically include subscriptions to our online software solutions. Revenue from Software as a Service, hardware, service repairs, and support & maintenance are all recognized at a point in time when control of the goods is transferred to the customer, generally occurring upon shipment or delivery dependent upon the terms of the underlying contract, or services is completed. Our customers do not have the right to take possession of the online software solution. Revenue from subscriptions, including additional fees for items such as incremental contacts, is recognized ratably over the subscription period beginning on the date the subscription is made available to customers. Substantially all subscription contracts are one year. We recognize revenue from on-boarding services and equipment as the services are provided. Amounts billed that have not yet met the applicable revenue recognition criteria are recorded as deferred revenue. For contracts with customers that contain multiple performance obligations, the Company accounts for the promised performance obligations separately as individual performance obligations if they are distinct. In determining whether performance obligations meet the criteria for being distinct, the Company considers several factors, including the degree of interrelation and interdependence between obligations and whether or not the good or service significantly modifies or transforms another good or service in the contract. After identifying the separate performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company generally determines the standalone selling prices based on the prices charged to customers. Judgment may be used to determine the standalone selling prices for items that are not sold separately, including taking into consideration either historical pricing practices or an adjusted market assessment. Unsatisfied and partially unsatisfied performance obligations as of the end of the reporting period primarily consist of products and services for which customer purchase orders have been accepted and that are in the process of being delivered. Transaction price is calculated as the selling price less any variable consideration, consisting of rebates and discounts. Discounts provided to customers are known at contract inception. Rebates are calculated on the “expected value” method where the Company (1) estimates the probability of each rebate amount which could be earned by the distributor, (2) multiplies each estimated amount by its assigned probability factor, and (3) calculates a final sum of each of the probability-weighted amounts calculated in step (2). The sum calculated in step (3) is the rebate amount, which along with discounts reduces the amount of revenue recognized. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost rather than as an additional promised service. As a result, the Company accrues the costs of shipping and handling when the related revenue is recognized. Costs incurred for shipping and handling are included in costs of goods sold on the Consolidated Statements of Operations. Amounts billed to a customer for shipping and handling are reported as revenue on the Consolidated Statements of Operations.	We have 6 primary sources of revenue as of December 31, 2023 and December 31, 2022: 1. Electronic Prescription Software 2. Insurance Verifications 3. ICD-10 Medical Coding Software 4. Encrypted and HIPAA Compliant Secure email 5. Analytics 6. MSaaS software 1) Electronic Prescription software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 2) . Insurance verification services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. 3) ICD-10 Medical Coding services are provided on an annual subscription basis using the software as a service (“SaaS”) model with revenues recognized ratably over the contract term. 4) Encrypted and HIPAA compliant and secure email services are provided on an annual subscription basis using the software as a service (“SaaS”) model with revenues recognized ratably over the contract term. 5) Analytics automatically compiles real-time KPI data on an intuitive dashboard which saves time and helps focus the team during the morning huddle. Additionally, the Practice Metrics page provides custom reporting with rich graphics helping management to view revenue, claims, AR, scheduling and more. 6) MSaaS software services are provided on an annual subscription basis using the software as a service (‘SaaS’) model with revenue recognized ratably over the contract term. The Company accounts for revenue from contracts with customers in accordance with ASU No. 2017-09, Revenue from Contracts with Customers and a series of related accounting standard updates (collectively referred to as “Topic 606”). This guidance sets forth a five-step revenue recognition model which replaced the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance and to require more detailed disclosures. The five steps of the revenue recognition model are: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, the Company assesses the goods and services promised in the contract with customers and identifies a performance obligation for each. To determine the performance obligation, the Company considers all products and services promised in the contract regardless of whether they are explicitly stated or implied by customary business practices. The timing of satisfaction of the performance obligation is not subject to significant judgment. The Company measures revenue as the amount of consideration expected to be received in exchange for transferring goods and services. Revenue is recognized net of any taxes collected from customers that are subsequently remitted to governmental authorities. We recognize revenue for our service in accordance with accounting standard ASC 606. Our customers are acquired through our own salesforce and through the referrals from our many state association marketing partners. We primarily generate revenue from multiple software as a service (SaaS) offering, which typically include subscriptions to our online software solutions. The Company’s secondary source of revenue is professional services and other revenue related to customer onboarding, IT services and equipment sales that often precede a subscription service offering purchased by the customer. Approximately 90% of our revenue is subscription based with the remainder being professional services and other IT related revenue. The geographic concentration of our revenue is 100% in North America. Management has determined that it has the following performance obligations related to its products and services: multiple software as a service (SaaS) offering, which typically include subscriptions to our online software solutions. The Company’s secondary source of revenue is professional services and other revenue related to customer onboarding, IT services and equipment sales that often precede a subscription service offering purchased by the customer. Revenue from Software as a Service, hardware, service repairs, and support & maintenance are all recognized at a point in time when control of the goods is transferred to the customer, generally occurring upon shipment or delivery dependent upon the terms of the underlying contract, or services is completed. Our customers do not have the right to take possession of the online software solution. Revenue from subscriptions, including additional fees for items such as incremental contacts, is recognized ratably over the subscription period beginning on the date the subscription is made available to customers. Substantially all subscription contracts are one year. We recognize revenue from on-boarding services and equipment as the services are provided. Amounts billed that have not yet met the applicable revenue recognition criteria are recorded as deferred revenue. For the year ended December 31, 2023 and 2022, disaggregated revenues were recurring revenues of $7,400,659 and $7,206,156, respectively and non-recurring revenues of $750,928 and $781,746, respectively. For contracts with customers that contain multiple performance obligations, the Company accounts for the promised performance obligations separately as individual performance obligations if they are distinct. In determining whether performance obligations meet the criteria for being distinct, the Company considers several factors, including the degree of interrelation and interdependence between obligations and whether or not the good or service significantly modifies or transforms another good or service in the contract. After identifying the separate performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company generally determines the standalone selling prices based on the prices charged to customers. Judgment may be used to determine the standalone selling prices for items that are not sold separately, including taking into consideration either historical pricing practices or an adjusted market assessment. Unsatisfied and partially unsatisfied performance obligations as of the end of the reporting period primarily consist of products and services for which customer purchase orders have been accepted and that are in the process of being delivered. Transaction price is calculated as the selling price less any variable consideration, consisting of rebates and discounts. Discounts provided to customers are known at contract inception. Rebates are calculated on the “expected value” method where the Company (1) estimates the probability of each rebate amount which could be earned by the distributor, (2) multiplies each estimated amount by its assigned probability factor, and (3) calculates a final sum of each of the probability-weighted amounts calculated in step (2). The sum calculated in step (3) is the rebate amount, which along with discounts reduces the amount of revenue recognized. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost rather than as an additional promised service. As a result, the Company accrues the costs of shipping and handling when the related revenue is recognized. Costs incurred for shipping and handling are included in costs of goods sold on the Statement of Operations. Amounts billed to a customer for shipping and handling are reported as revenue on the Statement of Operations.
Advertising Costs	Advertising costs are reported in selling, general and administrative expenses and include advertising, marketing and promotional programs and are charged as expenses in the year in which they are incurred. Advertising costs were $398,750 and $306,468 for the six months ended June 30, 2024 and 2023, respectively.	Advertising costs are reported in general and administrative expenses and include advertising, marketing and promotional programs and are charged as expenses in the year in which they are incurred. Advertising costs were $614,061 and $525,533 for the years ended December 31, 2023 and 2022, respectively.
Accounting for Derivative Instruments	The Company accounts for derivative instruments in accordance with ASC 815 “Derivatives and Hedging”, which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of convertible debt and preferred stock instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Freestanding warrants issued by the Company in connection with the issuance or sale of debt and equity instruments are considered to be derivative instruments. Pursuant to ASC 815, an evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability.	The Company accounts for derivative instruments in accordance with ASC 815, which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of convertible debt and preferred stock instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Freestanding warrants issued by the Company in connection with the issuance or sale of debt and equity instruments are considered to be derivative instruments. Pursuant to ASC 815, an evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability.
Financial Instruments With Down Round Features	The Company accounts for financial instruments with down-round features whereby the down-round feature is disregarded when assessing whether the instrument is indexed to its own stock, for the purposes of determining liability of equity classification. The down-round feature (price resets) will be accounted for when triggered. For instruments issued with no floor, such instruments may be required to be recorded as a derivative.	With respect to financial instruments, the Company follows the guidance of FASB ASU 2017-11, “Earnings per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features. Whereby ASU 2017-11 simplifies the accounting for certain financial instruments with down round features, a provision in an equity-linked financial instrument (or embedded feature) that provides a down round adjustment of the current exercise price based on the price of the future equity offerings. The standard requires companies to disregard the down round feature when assessing whether the instrument is indexed to its own stock, for the purposes of determining liability of equity classification. The Company accounts for instruments with Most Favored Nations (the “MFN”) terms or conditions similar to that of a down round feature. The impact of such terms or conditions will be accounted for when the event occurs. The Diluted EPS calculation for the effect of the feature when triggered (i.e. when the exercise price of the related equity-linked financial instrument is adjusted downward because of the down round feature) and will also recognize the effect of the trigger within equity.
Income Taxes	The Company follows the asset and liability approach to accounting for income taxes. Under this method, deferred tax assets and liabilities are measured based on differences between the financial reporting and tax bases of assets and liabilities measured using enacted tax rates and laws that are expected to be in effect when differences are expected to reverse. Valuation allowances are established when it is necessary to reduce deferred income tax assets to the amount, if any, expected to be realized in future years. ASC 740, Accounting for Income taxes (“ASC 740”), requires that deferred tax assets be evaluated for future realization and reduced by a valuation allowance to the extent we believe a portion more likely than not will not be realized. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative loss experience and expectations of future taxable income by taxing jurisdictions, the carry forwarding periods available to us for tax reporting purposes and other relevant factors. The Company has not recognized a liability for uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits or penalties has not been provided since there has been no unrecognized benefit or penalty. If there were an unrecognized tax benefit or penalty, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company files U.S. Federal income tax returns and various returns in state jurisdictions. The Company’s open tax years subject to examination by the Internal Revenue Service and the state Departments of Revenue generally remain open for three years from the date of filing.	The Company follows the asset and liability approach to accounting for income taxes. Under this method, deferred tax assets and liabilities are measured based on differences between the financial reporting and tax bases of assets and liabilities measured using enacted tax rates and laws that are expected to be in effect when differences are expected to reverse. Valuation allowances are established when it is necessary to reduce deferred income tax assets to the amount, if any, expected to be realized in future years. ASC 740, Accounting for Income taxes (“ASC 740”), requires that deferred tax assets be evaluated for future realization and reduced by a valuation allowance to the extent we believe a portion more likely than not will not be realized. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative loss experience and expectations of future taxable income by taxing jurisdictions, the carry forwarding periods available to us for tax reporting purposes and other relevant factors. The Company has not recognized a liability for uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits or penalties has not been provided since there has been no unrecognized benefit or penalty. If there were an unrecognized tax benefit or penalty, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company files U.S. Federal income tax returns and various returns in state jurisdictions. The Company's open tax years subject to examination by the Internal Revenue Service and the state Departments of Revenue generally remain open for three years from the date of filing.
Use of Estimates		The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and to the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.
Net Loss Per Share	Basic net loss per share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding for the period. Diluted net loss per share reflects the potential dilution of securities by adding other Common Stock equivalents, including stock options, shares issuable on exercise of warrants, convertible preferred stock and convertible notes in the weighted average number of common shares outstanding for a period, if dilutive. Common stock equivalents that are anti-dilutive were excluded from the computation of diluted earnings per share which consisted of all outstanding common stock options and warrants.	Basic net loss per share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding for the period. Diluted net loss per share reflects the potential dilution of securities by adding other Common Stock equivalents, including stock options, shares issuable on exercise of warrants, and shares issuable on conversion of promissory notes in the weighted average number of common shares outstanding for a period, if dilutive. Common stock equivalents that are anti-dilutive were excluded from the computation of diluted earnings per share which consisted of all outstanding common stock options and warrants.
Stock-Based Compensation		The Company accounts for share-based compensation costs in accordance with ASC 718, Compensation - Stock Compensation. ASC 718 requires companies to measure the cost of awards of equity instruments, including stock options and restricted stock awards, based on the grant-date fair value of the award and to recognize it as compensation expense over the employee’s requisite service period or the non-employee’s vesting period. An employee’s requisite service period is the period of time over which an employee must provide service in exchange for an award under a share-based payment arrangement and generally is presumed to be the vesting period. Upon exercise of share purchase options, the consideration paid by the option holder, together with the amount previously recognized in additional capital surplus, is recorded as an increase to share capital. The Company estimates the fair value of each option award on the date of grant using a Black-Scholes option pricing model. The Company estimates the fair value of its common stock using the closing stock price of its common stock on the option grant date. The Company estimates the volatility of its common stock at the date of grant based on its historical stock prices. The Company uses the risk-free interest rate on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term approximately equal to the expected life of the award. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. The fair value of shares of restricted stock issued are determined by the Company based on the estimated fair value of the Company’s common stock.
Beneficial Conversion Features and Warrants		The Company evaluates the conversion feature of convertible debt instruments to determine whether the conversion feature was beneficial as described in ASC 470-30, Debt with Conversion and Other Options. The Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt that has conversion features at fixed or adjustable rates that are in-the-money when issued and records the relative fair value of any warrants issued with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to the warrants and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features, both of which are credited to additional paid-in capital. The Company calculates the fair value of warrants with the convertible instruments using the Black-Scholes valuation model. Under these guidelines, the Company first allocates the value of the proceeds received from a convertible debt transaction between the convertible debt instrument and any other detachable instruments included in the transaction (such as warrants) on a relative fair value basis. A BCF is then measured as the intrinsic value of the conversion option at the commitment date, representing the difference between the effective conversion price and the Company’s stock price on the commitment date multiplied by the number of shares into which the debt instrument is convertible. The allocated value of the BCF and warrants are recorded as a debt discount and accreted over the expected term of the convertible debt as interest expense. If the intrinsic value of the BCF is greater than the proceeds allocated to the convertible debt instrument, the amount of the discount assigned to the BCF is limited to the amount of the proceeds allocated to the convertible debt instrument.
Debt Obligations and Warrants	For debt obligations issued with warrants, that are determined to have equity treatment, the fair value of the warrants is recorded as a debt discount to offset the debt, based on the relative allocation of fair value of both the debt and the warrants. If the warrants are treated as a derivative liability, the fair value of the warrants would be recorded as a debt discount with no relative allocation. For debt obligations with debt default provisions, the Company evaluates those provisions to determine if the potential occurrence of any default, would require the Company to record a derivative liability for substantive changes in expected cashflows, of such debt instruments, resulting from the defaults. The Company has issued and outstanding debt obligations that contain default provisions. The Company performed an assessment of such provisions to determine if they were substantive (based on the default provisions) and if so, a derivative liability would be required to be recorded. The Company performed such assessment as of June 30, 2024 and determined the fair value of the liability was de minimis.
Derivative Instruments	The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 “Derivatives and Hedging” (“ASC 815”) of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The accounting treatment of derivative financial instruments requires that the Company record any bifurcated embedded features at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded in earnings each period as non-operating, non-cash income or expense. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. Bifurcated embedded features are recorded upon note issuance at their initial fair values which create additional debt discount to the host instrument.
Leases	The Company adopted ASU No. 2016-02, Leases and a series of related Accounting Standards Updates that followed (collectively referred to as “Topic 842”). Topic 842 requires organizations to recognize right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and to disclose key information about leasing arrangements. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance. The FASB retained the distinction between finance leases and operating leases, leaving the effect of leases in the statement of comprehensive income and the statement of cash flows largely unchanged from previous U.S. GAAP. The Company utilized the transition method allowed under ASU 2018-11 in which an entity initially applies the new lease standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, if any. The Company determines, at contract inception, whether or not an arrangement contains a lease and evaluates the contract for classification as an operating or finance lease. For all leases, ROU assets and lease liabilities are recognized based on the present value of lease payments, including annual rent increases, over the lease term at commencement date. If the Company’s lease does not provide an implicit rate in the contract, the Company uses its incremental, secured borrowing rate based on lease term information available as of the adoption date or lease commencement date in determining the present value of lease payments. Any renewal periods are considered in the analysis of each lease to the extent that the Company considers them to be reasonably certain of being exercised.	The Company adopted ASU No. 2016-02, Leases and a series of related Accounting Standards Updates that followed (collectively referred to as “Topic 842”). Topic 842 requires organizations to recognize right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and to disclose key information about leasing arrangements. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance. The FASB retained the distinction between finance leases and operating leases, leaving the effect of leases in the statement of comprehensive income and the statement of cash flows largely unchanged from previous U.S. GAAP. The Company utilized the transition method allowed under ASU 2018-11 in which an entity initially applies the new lease standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, if any. The Company determines, at contract inception, whether or not an arrangement contains a lease and evaluates the contract for classification as an operating or finance lease. For all leases, ROU assets and lease liabilities are recognized based on the present value of lease payments, including annual rent increases, over the lease term at commencement date. If the Company’s lease does not provide an implicit rate in the contract, the Company uses its incremental, secured borrowing rate based on lease term information available as of the adoption date or lease commencement date in determining the present value of lease payments. Any renewal periods are considered in the analysis of each lease to the extent that the Company considers them to be reasonably certain of being exercised.
Related Party Transactions		The Company accounts for related party transactions in accordance with FASB ASC 850, Related Party Disclosures
Business Combinations	The Company applies the principles provided in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) 805, Business Combinations The Company accounts for business combinations using the acquisition method of accounting which requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at estimated fair value as of the acquisition date and (ii) the excess of the purchase price over the net estimated fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill, which is not amortized for accounting purposes but is subject to testing for impairment at least annually. The Company measures and recognizes asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets. Goodwill is not recognized in an asset acquisition with any consideration in excess of net assets acquired allocated to acquired assets on a relative estimated fair value basis. Transaction costs are expensed in a business combination and transaction costs directly attributable to an asset acquisition are considered a component of the cost of the asset acquisition.	The Company applies the principles provided in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) 805, Business Combinations The Company accounts for business combinations using the acquisition method of accounting which requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at estimated fair value as of the acquisition date and (ii) the excess of the purchase price over the net estimated fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill, which is not amortized for accounting purposes but is subject to testing for impairment at least annually. The Company measures and recognizes asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets. Goodwill is not recognized in an asset acquisition with any consideration in excess of net assets acquired allocated to acquired assets on a relative estimated fair value basis. Transaction costs are expensed in a business combination and transaction costs directly attributable to an asset acquisition are considered a component of the cost of the asset acquisition.
Reportable Segments		U.S. GAAP establishes standards for reporting financial and descriptive information about a company’s reportable segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The chief operating decision maker is the Company’s Chief Executive Officer, who currently reviews the financial performance and the results of operations of the Company’s operating subsidiaries on a consolidated basis when making decisions about allocating resources and assessing performance of the Company. Accordingly, the Company currently considers itself to be in a single reporting segment for reporting purposes focused on the North American market.
Allowance for Credit Losses	On January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASC 326). This standard replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. CECL requires an estimate of credit losses for the remaining estimated life of the financial asset using historical experience, current conditions, and reasonable and supportable forecasts and generally applies to financial assets measured at amortized cost, including loan receivables and held-to-maturity debt securities, and some off-balance sheet credit exposures such as unfunded commitments to extend credit. Financial assets measured at amortized cost will be presented at the net amount expected to be collected. The Company completed its assessment on the adoption date of the new standard and did not adjust the opening balance of retained earnings relating to its trade receivables. The Company writes off receivables once it is determined that they are no longer collectible, as local laws allow.
Recently Issued Accounting Pronouncements	Adopted In November 2023, the FASB issued ASU 2023-07, “Segment Reporting - Improving Reportable Segment Disclosures (Topic 280).” The standard is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The standard requires disclosure to include significant segment expenses that are regularly provided to the CODM, a description of other segment items by reportable segment, and any additional measures of a segment’s profit or loss used by the CODM when deciding how to allocate resources. The standard also requires all annual disclosures currently required by ASC Topic 280 to be included in interim periods. This standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted and requires retrospective application to all prior periods presented in the financial statements. The Company completed its assessment of the new standard and determined that the standard did not apply as the Company currently only has one reportable segment. Not Yet Adopted In October 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements – Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” This standard affects a wide variety of Topics in the Codification. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective. Early adoption is prohibited. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” a final standard on improvements to income tax disclosures, The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted and should be applied prospectively. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.	Adopted On January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates, including accounts receivable. The standard replaces the existing incurred credit loss model with the Current Expected Credit Losses (“CECL”) model. It is required to measure credit losses based on the Company’s estimate of expected losses rather than incurred losses, which generally results in earlier recognition of allowances for credit losses. Under ASC 326, the Company evaluates specific criteria, including aging and historical write-offs, the current economic condition of customers, and future economic conditions of countries utilizing a consumption index to determine the appropriate allowance for credit losses. The Company completed its assessment of the new standard and did not adjust the opening balance of retained earnings relating to its trade receivables. The Company writes off receivables once it is determined that they are no longer collectible, as local laws allow. Not Yet Adopted In October 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements – Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” This standard affects a wide variety of Topics in the Codification. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective. Early adoption is prohibited. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements and related disclosures. In November 2023, the FASB issued ASU 2023-07, “Segment Reporting - Improving Reportable Segment Disclosures (Topic 280).” The standard is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The standard requires disclosure to include significant segment expenses that are regularly provided to the CODM, a description of other segment items by reportable segment, and any additional measures of a segment's profit or loss used by the CODM when deciding how to allocate resources. The standard also requires all annual disclosures currently required by ASC Topic 280 to be included in interim periods. This standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted and requires retrospective application to all prior periods presented in the financial statements. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” a final standard on improvements to income tax disclosures, The standard requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted and should be applied prospectively. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

BUSINESS COMBINATION AND RECA_2

BUSINESS COMBINATION AND RECAPITALIZATION (Tables)	6 Months Ended	12 Months Ended
BUSINESS COMBINATION AND RECAPITALIZATION (Tables)	Jun. 30, 2024	Dec. 31, 2023
BUSINESS COMBINATION AND RECAPITALIZATION
Schedule of consummation of the Business Combination	Common Stock Preferred Stock Common stock of FGMC outstanding prior to business combination 8,050,000 - Less: Redemptions of FGMC common stock (6,460,059 ) - Common stock held by former FGMC shareholders 1,589,941 - FGMC sponsor shares 1,692,374 - Underwriter shares 40,250 - Sponsor shares transferred for services 2,000 - Sponsor shares transferred for non-redemption 373,126 - Shares issued related to extension note 84,500 - Total FGMC common shares outstanding prior to conversion to preferred stock 3,782,191 - Conversion of existing FGMC common stockholders to new preferred stock (3,782,191 ) 3,782,191 Shares issued to Old iCore stockholders for purchase consideration 8,095,706 - Total 8,095,706 3,782,191	Common Stock Preferred Stock Common stock of FGMC outstanding prior to business combination 8,050,000 - Less: Redemptions of FGMC common stock (6,460,059 ) - Common stock held by former FGMC shareholders 1,589,941 - FGMC sponsor shares 1,692,374 - Underwriter shares 40,250 - Sponsor shares transferred for services 2,000 - Sponsor shares transferred for non-redemption 373,126 - Shares issued related to extension note 84,500 - Total FGMC common shares outstanding prior to conversion to preferred stock 3,782,191 - Conversion of existing FGMC common stockholders to new preferred stock (3,782,191 ) 3,782,191 Shares issued to Old iCore stockholders for purchase consideration 8,095,706 - Total 8,095,706 3,782,191
Schedule of reconcile of statement of changes in stockholder's equity	Amount Cash - FGMC trust (net of redemptions) $ 17,002,897 Cash transferred to Forward Purchase Agreement (12,569,810 ) Gross proceeds 4,433,087 Less: FGMC and Old iCore transaction costs paid (4,433,087 ) Effect of Business Combination, net of redemptions and transaction costs $ -	Amount Cash - FGMC trust (net of redemptions) $ 17,002,897 Cash transferred to Forward Purchase Agreement (12,569,810 ) Gross proceeds 4,433,087 Less: FGMC and Old iCore transaction costs paid (4,433,087 ) Effect of Business Combination, net of redemptions and transaction costs $ -
Schedule of warrants were converted into Preferred Stock warrants	Holder Number of Warrants Strike Price Underwriter 600,000 $ 2.00 Sponsor and Investors 10,122,313 $ 11.50 Sponsor 1,000,000 $ 15.00	Holder Number of Warrants Strike Price Underwriter 600,000 $ 2.00 Sponsor and Investors 10,122,313 $ 11.50 Sponsor 1,000,000 $ 15.00

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	6 Months Ended	12 Months Ended
INTANGIBLE ASSETS (Tables)	Jun. 30, 2024	Dec. 31, 2023
INTANGIBLE ASSETS
Schedule of carrying amounts and accumulated amortization	Gross Carrying Amount Impairment Accumulated Amortization Net Carrying Amount Definite-lived intangible assets: Capitalized software $ 3,741,511 $ - $ (2,838,099 ) $ 903,412 Customer relationships 5,272,578 (105,676 ) (2,186,490 ) 2,980,412 Acquired technology 1,527,186 - (1,527,186 ) - Total definite-lived intangible assets at December 31, 2023 10,541,275 (105,676 ) (6,551,775 ) 3,883,824 Capitalized software 4,207,348 - (3,080,615 ) 1,126,733 Customer relationships 5,166,903 - (2,727,524 ) 2,439,379 Acquired technology 7,148,083 - (712,110 ) 6,435,973 Total definite-lived intangible assets at June 30, 2024 $ 16,522,334 - $ (6,520,249 ) $ 10,002,085	Gross Carrying Amount Impairment Accumulated Amortization Net Carrying Amount Definite-lived intangible assets at January 1, 2021 Capitalized software $ 3,014,490 - $ (2,483,429 ) $ 531,061 Customer relationships 3,713,434 - (1,363,054 ) 2,350,380 Acquired technology 1,527,186 - (1,447,758 ) 79,428 Total definite-lived intangible assets at December 31, 2022 $ 8,255,110 $ - $ (5,294,241 ) $ 2,960,869 Capitalized software 3,741,511 - (2,838,099 ) 903,412 Customer relationships 5,272,578 (105,676 ) (2,186,490 ) 2,980,412 Acquired technology 1,527,186 - (1,527,186 ) - Total definite-lived intangible assets at December 31, 2023 $ 10,541,275 $ (105,676 ) $ (6,551,775 ) $ 3,883,824
Schedule of Goodwill		Total Balance at December 31, 2021 $ 1,484,966 2022 activity - Balance at December 31, 2022 1,484,966 2023 activity - Balance at December 31, 2023 $ 1,484,966
Schedule of weighted-average amortization period of intangible assets		Asset Class Weighted-Average Amortization period Capitalized software 3.2 years Customer relationships 4.7 years
Schedule of unamortized acquired intangible assets expense during next years		Estimated 2024 $ 1,357,783 2025 $ 1,357,783 2026 $ 1,087,976 2027 $ 80,282

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	6 Months Ended	12 Months Ended
NOTES PAYABLE (Tables)	Jun. 30, 2024	Dec. 31, 2023
NOTES PAYABLE
Schedule of Notes Payable	June 30, December 31, 2024 2023 (2) Note bearing interest at 18% due October 1, 2026 22,951 27,540 (3) Secured Promissory Note bearing interest at 17.5% due February 28, 2026 1,779,337 1,988,793 (4) Promissory Note bearing interest at 12%, due October 31, 2023 - 38,609 (5) Convertible Note bearing interest at 12% due May 13, 2024 390,853 388,380 (6) Convertible Note bearing interest at 12%, due October 31, 2024 559,709 569,391 (6) Convertible Note bearing interest at 12%, due December 18, 2024 566,624 574,961 (7) Convertible Note bearing interest at 12%, due December 19, 2024 79,116 80,722 (8) Convertible Note bearing interest at 12%, due December 19, 2024 79,116 80,509 (5) Convertible Note bearing interest at 12%, due December 28, 2024 124,079 114,781 (1) Convertible Note bearing interest at 12%, due July 31, 2024 520,901 473,743 (9) Promissory Note bearing interest at 15%, due December 26, 2024 2,348,330 2,000,000 (10) Promissory Note bearing interest at 12%, due May 3, 2024 - - (11) Convertible Note bearing interest at 12%, due February 1, 2025 56,462 - (12) Convertible Note bearing interest at 12%, due February 1, 2025 5,646 - (13) Convertible Note bearing interest at 16%, due February 26, 2025 423,754 - (13) Convertible Note bearing interest at 16%, due February 26, 2025 1,315,330 - (6) Promissory Note bearing interest at 16%, due June 30, 2024 207,803 - (14) Convertible Note bearing interest at 16%, due May 8, 2025 377,985 - (15) Promissory Note bearing interest at 12%, due February 14, 2024 181,104 - (16) Promissory Note bearing interest at 15%, due November 22, 2024 574,055 - (1) Promissory Note bearing interest at 12%, due July 31, 2024 402,710 - Total notes payable 10,015,865 6,337,429 Less: Unamortized debt discounts (161,109 ) - Less: unamortized financing costs (368,661 ) (196,837 ) Total notes payable, net of financing costs 9,486,095 6,140,592 Less current maturities (6,543,511 ) (4,720,455 ) Total Long-Term Debt $ 2,942,584 $ 1,420,137	December 31, December 31, 2023 2022 (1) Convertible Note bearing interest at 12% due May, 2023 $ - $ 578,802 (2) Note bearing interest at 15% due September 1, 2023 - 1,012,500 (2) Note bearing interest at 15% due September 1, 2023 - 506,250 (3) Note bearing interest at 18% due October 1, 2026 27,540 32,752 (4) Secured Promissory Note bearing interest at 17.5% due February 28, 2026 1,988,793 1,960,965 (5) Promissory Note bearing interest at 14%, due January 15, 2023 - 50,892 (6) Promissory Note bearing interest at 14%, due September 1, 2023 - 329,227 (7) Promissory Note bearing interest at 15%, due January 25, 2023 - 509,145 (8) Promissory Note bearing interest at 15%, due September 1, 2023 - 255,490 (8) Promissory Note bearing interest at 15%, due September 1, 2023 - 255,547 (9) Convertible Note bearing interest at 15% due March 2024 - - (10) Convertible Note bearing interest at 15% due June 14, 2024 (11) Convertible Note bearing interest at 15% due June 14, 2024 (12) Convertible Note bearing interest at 15% due July 24, 2024 - - (13) Promissory Note bearing interest at 12%, due October 31, 2023 38,609 - (14) Convertible Note bearing interest at 12% due May 13, 2024 388,380 (15) Convertible Note bearing interest at 12%, due October 31, 2024 569,391 - (15) Convertible Note bearing interest at 12%, due December 18, 2024 574,961 (16) Convertible Note bearing interest at 12%, due December 19, 2024 80,722 (17) Convertible Note bearing interest at 12%, due December 19, 2024 80,509 (14) Convertible Note bearing interest at 12%, due December 28, 2024 114,781 (2) Convertible Note bearing interest at 12%, due June 1, 2024 473,743 (18) Promissory Note bearing interest at 15%, due December 26, 2024 2,000,000 Total notes payable 6,337,429 5,491,570 Less: Unamortized debt discounts - - Less: unamortized financing costs (196,837 ) (7,444 ) Total notes payable, net of financing costs 6,140,592 5,484,126 Less current maturities (4,720,455 ) (4,034,865 ) Total Long-Term Debt $ 1,420,137 $ 1,449,261

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
INCOME TAXES (Tables)	Dec. 31, 2023
INCOME TAXES
Schedule of deferred taxes comparision	2023 2022 Net Operating Losses $ 19,676,000 $ 14,849,000 Intangible assets 926,000 74,000 Stock-based compensation-nonqualified 433,000 418,000 Property and equipment (12,000 ) (140,000 ) Allowance for bad debts 25,000 - Forward purchase agreement 562,000 - Organizational costs 224,000 195,000 ROU lease liability 289,000 - Net Deferred Tax Asset 22,123,000 15,396,000 ROU lease asset (273,000 ) - Total Deferred Tax Liability (273,000 ) - Valuation Allowance $ (21,850,000 ) $ (15,396,000 ) Reconciliation of the effective income tax rate to the federal statutory rate: Federal Income Tax Rate 21 % 21 % Permanent Differences (3 )% (2 ) State Taxes, net 0 % 3 Cumulative adjustments 23 % Change in valuation allowance including the effect of the rate change (41 )% (22 )% Effective income tax rate 0 % 0 %

RELATED PARTY TRANSACTIONS (Tab

RELATED PARTY TRANSACTIONS (Tables)	6 Months Ended	12 Months Ended
RELATED PARTY TRANSACTIONS (Tables)	Jun. 30, 2024	Dec. 31, 2023
RELATED PARTY TRANSACTIONS
Schedule of Related Party Transactions	June , December 31, 2023 2023 (2) Related Party Promissory Note bearing interest at 18%, due December 31, 2023 $ - $ 249,855 (1) Related Party Promissory Note bearing interest at 12%, due December 31, 2023 - 225,797 (1) Related Party Convertible Promissory Note bearing interest at 12%, due July 31, 2024 102,510 96,753 (2) Related Party Promissory Note bearing interest at 20%, due July 31, 2024 287,176 - (1) Related Party Convertible Promissory Note bearing interest at 12%, due July 31, 2024 217,986 - Total notes payable 607,672 572,405 Less: Unamortized debt discounts - - Less: unamortized financing costs (13,741 ) (21,431 ) Total notes payable, net of financing costs 593,931 550,974 Less current maturities (279,462 ) (550,974 ) Total Long-Term Debt $ 314,469 $ -	December 31, December 31, 2023 2022 (1) Related Party Promissory Note bearing interest at 15% due February 28, 2024 $ - $ 109,934 (2) Related Party Promissory Notes bearing interest at 18%, due March 31, 2023 146,118 (3) Related Party Promissory Note bearing interest at 18%, due December 31, 2023 249,855 (1) Related Party Promissory Note bearing interest at 12%, due December 31, 2023 225,797 (1) Related Party Promissory Note bearing interest at 12%, due May 26, 2024 96,753 Total notes payable 572,405 256,052 Less: Unamortized debt discounts - - Less: unamortized financing costs (21,431 ) (11,386 ) Total notes payable, net of financing costs 550,974 244,666 Less current maturities (550,974 ) (244,666 ) Total Long-Term Debt $ - $ -

COMMON AND PREFERRED STOCK (Tab

COMMON AND PREFERRED STOCK (Tables)	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK (Tables)	Jun. 30, 2024	Dec. 31, 2023
COMMON AND PREFERRED STOCK
Summary of Stock Option Activity	Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Balance Outstanding - January 1, 2024 776,328 $ 3.75 8.0 $ - Granted 5,100,241 2.64 9.7 - Exercised - - - - Forfeited (7,112 ) 2.81 7.8 - Balance Outstanding – June 30, 2024 5,869,457 $ 2.79 9.4 $ - Exercisable – June 30, 2024 4,285,364 $ 3.18 9.4 $ - Nonvested Options Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Years to Vest Nonvested - January 1, 2024 395,072 $ 3.76 8.0 Granted 5,100,241 2.64 9.7 Vested (4,285,364 ) 3.18 9.4 Forfeited - - - Nonvested – June 30, 2024 1,209,949 $ 1.72 9.4	2022 Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Balance Outstanding - January 1, 2022 1,094,005 $ 3.58 9.8 $ - Granted 10,054 $ 3.58 9.0 - Exercised (23,459 ) - 5.5 - Forfeited (335 ) $ 4.48 6.2 - Balance Outstanding - December 31, 2022 1,080,265 $ 3.88 8.8 $ - Exercisable - December 31, 2022 311,049 $ 3.58 8.8 $ - 2022 Nonvested Options Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Years to Vest Nonvested - January 1, 2022 1,034,856 $ 3.58 9.8 Granted 10,054 $ 4.48 9.0 Vested (275,359 ) $ - 8.3 Forfeited/expired (335 ) $ 4.13 9.0 Nonvested - December 31, 2022 769,216 $ 3.58 8.8 2023 Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Balance Outstanding - January 1, 2023 1,080,265 $ 3.88 8.8 $ - Granted 7,446 $ 6.04 9.6 Exercised (310,881 ) 3.62 7.6 Forfeited (502 ) $ 2.81 7.8 Balance Outstanding - December 31, 2023 776,328 $ 3.74 8.0 $ - Exercisable - December 31, 2023 381,256 $ 3.72 7.9 $ - 2023 Nonvested Options Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Years to Vest Nonvested - January 1, 2023 769,216 $ 3.58 8.8 Granted 7,446 $ 6.04 9.6 Vested (381,256 ) $ 3.72 7.9 Forfeited (334 ) 4.13 9.0 Nonvested - December 31, 2023 395,072 $ 3.76 8.0
Schedule of preferred stock warrants outstanding	Common Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 45,129 $ 2.09 4.81 $ - Granted 69,000 1.36 4.51 - Exercised - - - - Cancelled - - - - Outstanding – June 30, 2024 114,129 $ 1.65 4.43 $ - $2.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 425,800 $ 2.00 9.7 $ - Granted - - - - Exercised - - - - Expired - - - - Outstanding – June 30, 2024 425,800 $ 2.00 9.2 $ - $11.50 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 10,122,313 $ 11.50 9.7 $ - Granted - - - - Exercised - - - - Expired - - - - Outstanding – June 30, 2024 10,122,313 $ 11.50 9.2 $ - $15.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2023 1,000,000 $ 15.00 9.7 $ - Granted - - - - Exercised - - - - Expired - - - - Outstanding – June 30, 2024 1,000,000 $ 15.00 9.2 $ -	Warrant Shares Outstanding Weighted Average Exercise Price Weighted Average Remaining Life Intrinsic Value Outstanding - December 31, 2021 648,461 $ 3.88 4.40 $ - Granted Additions including Down Round feature 379,492 2.39 3.40 - Forfeited/expired - $ - - - Outstanding - December 31, 2022 1,027,953 $ 3.88 3.45 Granted 45,129 2.09 5.00 - Exercised (368,368 ) 3.88 2.78 - Cancelled (659,585 ) $ 3.88 2.78 - Outstanding - December 31, 2023 45,129 $ 2.09 4.80 $ - $2.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2022 - - - - Granted 600,000 2.00 10.0 - Exercised (174,200 ) 2.00 9.8 - Expired - - - - Outstanding – December 31, 2023 425,800 $ 2.00 9.7 $ - $11.50 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2022 $ - Granted 10,122,313 11.50 10 - Exercised - - - - Expired - - - - Outstanding – December 31, 2023 10,122,313 $ 11.50 9.7 $ - $15.00 Preferred Stock Warrants Outstanding Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value Outstanding – December 31, 2022 $ - Granted 1,000,000 15.00 10 - Exercised - - - - Expired - - - - Outstanding – December 31, 2023 1,000,000 $ 15.00 9.7 $ -

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	12 Months Ended
PROPERTY AND EQUIPMENT, NET (Tables)	Dec. 31, 2023
PROPERTY AND EQUIPMENT, NET
Schedule of property and equipment, net	December 31, December 31, 2023 2022 Furniture and fixtures $ 92,821 $ 69,840 Leasehold improvements 42,493 30,298 Equipment 22,240 22,240 Vehicles - 32,000 Computer software 124,702 - $ 282,256 $ 154,378 Less accumulated depreciation (79,835 ) (80,184 ) $ 202,421 $ 74,194

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	6 Months Ended	12 Months Ended
COMMITMENTS AND CONTINGENCIES (Tables)	Jun. 30, 2024	Dec. 31, 2023
COMMITMENTS AND CONTINGENCIES
Schedule of undiscounted future lease obligations	Lease Commitments Less than 1 year 1-3 years 3-5 years Total $ 352,998 $ 957,059 $ 16,555 $ 1,326,612	Lease Commitments as of December 31, 2023 Less than 1 year 1-3 years 3-5 years Total $ 369,849 $ 1,059,423 $ 89,038 $ 1,518,310
Schedule of Undiscounted minimum lease commitments	Undiscounted minimum lease commitments $ 1,326,612 Present value adjustment using incremental borrowing rate (262,842 ) Lease liabilities $ 1,063,770	Undiscounted minimum lease commitments $ 1,518,310 Less: Imputed Interest (330,476 ) Lease liabilities $ 1,187,834

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	6 Months Ended
SEGMENT INFORMATION (Tables)	Jun. 30, 2024
SEGMENT INFORMATION
Revenue Segment	For the Three Months Ended June 30, 2024 % 2023 % % Change Revenue: Subscription software and services $ 2,820,863 91 % $ 1,629,999 88 % 73 % Professional services and other 267,037 9 % 226,149 12 % 16 % Total revenue $ 3,087,900 100 % $ 1,856,148 100 % 66 % For the Six Months Ended June 30, 2024 % 2023 % % Change Revenue: Subscription software and services $ 5,415,913 93 % $ 3,333,814 90 % 63 % Professional services and other 395,350 7 % 362,705 10 % 8 % Total revenue $ 5,811,263 100 % $ 3,696,519 100 % 57 %

ASSET ACQUISITION (Tables)

ASSET ACQUISITION (Tables)	6 Months Ended	12 Months Ended
ASSET ACQUISITION (Tables)	Jun. 30, 2024	Dec. 31, 2023
ASSET ACQUISITION
Schedule of consideration paid and the fair value of the assets acquired and liabilities	FeatherPay Verifi Dental Teamworx Consideration Paid: January 1, 2024 January 1, 2024 January 1, 2024 Cash $ 500,000 $ 370,000 $ - Note payable - - 125,000 Common stock - - - Series A preferred stock 4,800,000 840,000 575,000 $ 5,300,000 $ 1,210,000 $ 700,000 Fair values of identifiable assets acquired and liabilities assumed: Assets acquired: Cash $ - $ 871 $ 12,752 Accounts receivable 959 54,259 - Acquired technology 5,299,041 1,154,870 678,548 Deferred revenue - - 8,700 Total assets acquired $ 5,300,000 $ 1,210,000 $ 700,000	Preferred Dental Consideration Paid: September 1, 2023 Note payable $ 1,200,000 Common stock 400,000 $ 1,600,000 Fair values of identifiable assets acquired: Assets acquired: Cash $ 40,855 Customer relationships 1,559,145 Total assets acquired $ 1,600,000
Schedule of operations including acquisitions		December 31, 2023 December 31, 2022 (unaudited) (unaudited) Revenue $ 9,311,714 $ 9,058,801 Net Loss attributable to Common Stockholders (15,433,055 ) (7,611,211 ) Weighted average common shares outstanding 7,349,541 5,768,249 Basic and diluted loss per common share $ (2.10 ) $ (1.32 )

NATURE OF OPERATIONS (Details N

NATURE OF OPERATIONS (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
NATURE OF OPERATIONS (Details Narrative) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
NATURE OF OPERATIONS
Operating loss	$ 7,487,807	$ 2,108,588	$ 10,529,992	$ 3,459,646	$ 10,276,602	$ 4,802,106
Working capital deficit	(11,496,812)		(11,496,812)		(5,367,985)
Accumulated deficit	$ (131,553,141)		$ (131,553,141)		$ (115,038,758)	$ (82,861,960)

BUSINESS COMBINATION AND RECA_3

BUSINESS COMBINATION AND RECAPITALIZATION (Details) - shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Common stock of FGMC outstanding prior to business combination shares	10,404,336	10,068,477	6,076,078
Common Stock issued	10,404,336	10,068,477	6,076,078
Preferred Stock issued	4,376,709	3,755,209	0
Common Share [Member]
Common stock of FGMC outstanding prior to business combination shares	8,050,000	8,050,000
Less: Redemptions of FGMC common stock	(6,460,059)	(6,460,059)
Common stock held by former FGMC shareholders	1,589,941	1,589,941
FGMC sponsor shares	1,692,374	1,692,374
Underwriter shares	40,250	40,250
Sponsor shares transferred for services	2,000	2,000
Sponsor shares transferred for non-redemption	373,126	373,126
Shares issued related to extension note	84,500	84,500
Total FGMC common shares outstanding prior to conversion to preferred stock	3,782,191	3,782,191
Conversion of existing FGMC common stockholders to new preferred stock	(3,782,191)	(3,782,191)
Shares issued to Old iCore stockholders for purchase consideration	8,095,706	8,095,706
Common Stock issued	8,095,706	8,095,706
Preferred Share [Member]
Total FGMC common shares outstanding prior to conversion to preferred stock		3,782,191
Shares issued to Old iCore stockholders for purchase consideration		0
Preferred Stock issued	3,782,191	3,782,191

BUSINESS COMBINATION AND RECA_4

BUSINESS COMBINATION AND RECAPITALIZATION (Details 1) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
BUSINESS COMBINATION AND RECAPITALIZATION
Cash - FGMC trust (net of redemptions)	$ 17,002,897	$ 17,002,897
Cash transferred to Forward Purchase Agreement	(12,569,810)	(12,569,810)
Gross proceeds	4,433,087	4,433,087
Less: FGMC and Old iCore transaction costs paid	(4,433,087)	(4,433,087)
Effect of Business Combination, net of redemptions and transaction costs	$ 0	$ 0

BUSINESS COMBINATION AND RECA_5

BUSINESS COMBINATION AND RECAPITALIZATION (Details 2) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Underwriter [Member]
Number of Warrants	600,000	600,000
Strike Price	$ 2	$ 2
Sponsor And Investors Member [Member]
Number of Warrants	10,122,313	10,122,313
Strike Price	$ 11.50	$ 11.50
Sponsor [Member]
Number of Warrants	1,000,000	1,000,000
Strike Price	$ 15	$ 15

BUSINESS COMBINATION AND RECA_6

BUSINESS COMBINATION AND RECAPITALIZATION (Details Narrative) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Aug. 25, 2023	Jun. 30, 2023	Dec. 31, 2022
BUSINESS COMBINATION AND RECAPITALIZATION
Capital stock Authorized			140,000,000
Preferred stock, shares authorized	40,000,000	40,000,000	40,000,000	40,000,000	40,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
Common stock, par value	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Common Stock, shares authorized	250,000,000	100,000,000	100,000,000		100,000,000

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Allowance for doubtful accounts	$ 44,600		$ 44,600		$ 102,061	$ 65,000
Advertising Costs			398,750	$ 306,468	614,061	525,533
Recurring revenues			5,415,913	3,333,814	7,400,659	7,206,156
Non recurring revenues			395,350	362,705	750,928	781,746
Fair value and impairment					105,676
Working Capital Deficit	(11,496,812)		(11,496,812)		(5,367,985)
Operating loss	(7,487,807)	$ (2,108,588)	(10,529,992)	$ (3,459,646)	(10,276,602)	(4,802,106)
Accumulated deficit	$ (131,553,141)		$ (131,553,141)		$ (115,038,758)	$ (82,861,960)
Computer Equipment [Member]
Estimated useful lives of the assets					3 years
leasehold improvements [Member]
Estimated useful lives of the assets					5 years
computer software [Member]
Estimated useful lives of the assets					3 years
Office furniture and fixtures [Member] \| Minimum [Member]
Estimated useful lives of the assets					4 years
Office furniture and fixtures [Member] \| Maximum [Member]
Estimated useful lives of the assets					7 years
vehicles [Member]
Estimated useful lives of the assets					3 years

COMMON AND PREFERRED STOCK (Det

COMMON AND PREFERRED STOCK (Details) - $ / shares	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK (Details) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
COMMON AND PREFERRED STOCK
Number of Options Outstanding, Beginning	776,328
Number of Options granted	5,100,241	7,446	10,054
Number of Options Exercised		(310,881)	(23,459)
Number of Options Forfeited	(7,112)	(502)	(335)
Number of Options Outstanding, Ending	5,869,457
Number of Options Outstanding, Exercisable Ending	4,285,364	381,256	311,049
Weighted Average Exercise Price, Beginning	$ 3.75
Weighted Average Exercise Price, Granted	2.64	$ 6.04	$ 3.58
Weighted Average Exercise Price, Exercised	0	3.62
Weighted Average Exercise Price, Forfeited	2.81	2.81	4.48
Options Outstanding
Weighted Average Exercise Price, Ending	2.79
Weighted Average Exercise Price, Exercisable	$ 3.18	$ 3.72	$ 3.58
Weighted Average Remaining Contractual Term in Years, Beginning	8 years	8 years 9 months 18 days	9 years 9 months 18 days
Number of Options Outstanding, Beginning	776,328	1,080,265	1,094,005
Weighted Average Remaining Contractual Term in Years, granted	9 years 8 months 12 days	9 years 7 months 6 days	9 years
Weighted Average Remaining Contractual Term in Years, forfeited	7 years 9 months 18 days	7 years 9 months 18 days	6 years 2 months 12 days
Weighted Average Remaining Contractual Term in Years, Ending	9 years 4 months 24 days	8 years	8 years 9 months 18 days
Weighted Average Remaining Contractual Term in Years, Exercisable Ending	9 years 4 months 24 days	7 years 10 months 24 days	8 years 9 months 18 days
Number of Options Nonvested, Beginning	395,072
Number of Options Nonvested, Granted	5,100,241	7,446	10,054
Number of Options Nonvested, Vested	(4,285,364)
Number of Options Nonvested, Forfeited/expired		(334)	(335)
Number of Options Outstanding, Ending		776,328	1,080,265
Number of Options Nonvested, Ending	1,209,949
Weighted Average grant date Fair Value Nonvested, Beginning	$ 3.76	$ 3.58	$ 3.58
Weighted Average grant date Fair Value Nonvested, Granted	2.64	3.72	4.48
Weighted Average grant date Fair Value Nonvested, Vested	3.18	6.04	0
Weighted Average Exercise Price, Beginning	3.74	3.88	3.58
Weighted Average grant date Fair Value Nonvested, Forfeited	0	4.13	4.13
Weighted Average grant date Fair Value Nonvested, Ending	$ 1.72	$ 3.76	$ 3.58
Weighted Average Remaining Years to vest Nonvested, Beginning	8 years	8 years 9 months 18 days	9 years 9 months 18 days
Weighted Average Remaining Years to vest Nonvested, Granted	9 years 8 months 12 days	9 years 7 months 6 days	9 years
Weighted Average Remaining Years to vest Nonvested, Vested	9 years 4 months 24 days	7 years 10 months 24 days	8 years 3 months 18 days
Weighted Average Remaining Years to vest Nonvested, Ending	9 years 4 months 24 days	8 years	8 years 9 months 18 days
Weighted Average Exercise Price, Ending		$ 3.74	$ 3.88
Weighted Average Remaining Contractual Term in Years, Exercised as part of merger		7 years 7 months 6 days	5 years 6 months
Nonvested Options
Number of Options Nonvested, Beginning	395,072	769,216	1,034,856
Number of Options Nonvested, Vested		(381,256)	(275,359)
Number of Options Nonvested, Ending		395,072	769,216
Weighted Average Remaining Years to vest Nonvested, Forfeited/expired		9 years	9 years

COMMON AND PREFERRED STOCK (D_2

COMMON AND PREFERRED STOCK (Details 1) - USD ($)	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK (Details 1) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
COMMON AND PREFERRED STOCK
Number of Warrants Outstanding, Beginning	45,129
Number of Warrants,Granted	69,000	45,129	379,492
Number of Warrants,Exercised		(368,368)
Number of Warrants, Cancelled		(659,585)
Number of Warrants Outstanding, Ending	114,129
Number of Warrants Outstanding, Beginning	45,129	1,027,953	648,461
Weighted Average Exercise Price of Warrants, Beginning	$ 2.09	$ 3.88	$ 3.88
Weighted Average Exercise Price of Warrants, Exercised	0	3.88
Weighted Average Exercise Price of Warrants, Cancelled	0	$ 3.88
Number of Warrants Outstanding, Ending		45,129	1,027,953
Weighted Average Exercise Price of Warrants, Granted	1.36	$ 2.09	$ 2.39
Weighted Average Exercise Price of Warrants, Ending	$ 1.65	$ 2.09	$ 2.98
Weighted Average Remaining Life of Warrants in Years, Beginning	4 years 9 months 21 days	5 years	4 years 4 months 24 days
Weighted Average Remaining Life of Warrants in Years,Granted	4 years 6 months 3 days
Weighted Average Remaining Life of Warrants in Years, Ending	4 years 5 months 4 days
Aggregate Intrinsic Value of Warrants, Beginning	$ 0	$ 0	$ 0
Aggregate Intrinsic Value of Warrants, Ending	$ 0	$ 0	$ 0
Weighted Average Remaining Life of Warrants in Years, granted		3 years 5 months 12 days
Weighted Average Remaining Life of Warrants in Years,Exercised		2 years 9 months 10 days	3 years 4 months 24 days
Weighted Average Remaining Life of Warrants in Years, Cancelled		4 years 9 months 18 days	2 years 9 months 10 days

COMMON AND PREFERRED STOCK (D_3

COMMON AND PREFERRED STOCK (Details 2) - $ / shares	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK (Details 2) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
One Number of Warrants Outstanding, Beginning	425,800
One Number of Warrants Outstanding, Ending	425,800
One Weighted Average Exercise Price of Warrants, Beginning	$ 2
One Weighted Average Exercise Price of Warrants, Granted	0
One Weighted Average Exercise Price of Warrants, Exercised	0
One Weighted Average Exercise Price of Warrants, expired	0
One Weighted Average Exercise Price of Warrants, Ending	$ 2
One Weighted Average Remaining Life of Warrants in Years, Beginning	9 years 8 months 12 days
One Weighted Average Remaining Life of Warrants in Years, Ending	9 years 2 months 12 days
Weighted Average Exercise Price, Beginning	$ 3.74	$ 3.88	$ 3.58
Weighted Average Exercise Price of Warrants, Granted	2.64	6.04	3.58
Weighted Average Exercise Price of Warrants, Exercised	$ 0	3.62
Weighted Average Exercise Price, Ending		$ 3.74	$ 3.88
Weighted average remaining contractual term in years	8 years	8 years 9 months 18 days	9 years 9 months 18 days
$2.00 Preferred Stock Warrants Outstanding [Member]
Number of warrants Outstanding, Beginning	425,800
Number of Warrants, granted		600,000
Number of Warrants, Exercised		(174,200)
Number of warrants outstanding, Ending		425,800
Weighted Average Exercise Price, Beginning	$ 2	$ 0
Weighted Average Exercise Price of Warrants, Granted		2
Weighted Average Exercise Price of Warrants, Exercised		2
Weighted Average Exercise Price of Warrants, expired		0
Weighted Average Exercise Price, Ending		$ 2	$ 0
Weighted average remaining contractual term in years, Exercised		9 years 9 months 18 days
Weighted average remaining contractual term in years, Granted		10 years
Weighted average remaining contractual term in years		9 years 8 months 12 days

COMMON AND PREFERRED STOCK (D_4

COMMON AND PREFERRED STOCK (Details 3) - $ / shares	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK (Details 3) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Two Number of Warrants Outstanding, Ending	10,122,313
Two Weighted Average Exercise Price of Warrants, Beginning	$ 11.50
Two Weighted Average Exercise Price of Warrants, Granted	0
Two Weighted Average Exercise Price of Warrants, Exercised	0
Two Weighted Average Exercise Price of Warrants, expired	0
Two Weighted Average Exercise Price of Warrants, Ending	$ 11.50
One Weighted Average Remaining Life of Warrants in Years, Beginning	9 years 8 months 12 days
Two Preferred Stock Warrants Outstanding, Beginning	10,122,313
One Weighted Average Remaining Life of Warrants in Years, Ending	9 years 2 months 12 days
Weighted Average Exercise Price, Beginning	$ 3.74	$ 3.88	$ 3.58
Weighted Average Exercise Price of Warrants, Granted	2.64	6.04	3.58
Weighted Average Exercise Price of Warrants, Exercised	$ 0	3.62
Weighted Average Exercise Price, Ending		$ 3.74	$ 3.88
Weighted average remaining contractual term in years	8 years	8 years 9 months 18 days	9 years 9 months 18 days
$11.50 Preferred Stock Warrants Outstanding [Member]
Number of warrants Outstanding, Beginning	10,122,313
Number of Warrants, granted		10,122,313
Number of warrants outstanding, Ending		10,122,313
Weighted Average Exercise Price, Beginning	$ 11.50
Weighted Average Exercise Price of Warrants, Granted		$ 11.50
Weighted Average Exercise Price of Warrants, Exercised		0
Weighted Average Exercise Price of Warrants, expired		0
Weighted Average Exercise Price, Ending		$ 11.50
Weighted average remaining contractual term in years, Granted		10 years
Weighted average remaining contractual term in years		9 years 8 months 12 days

COMMON AND PREFERRED STOCK (D_5

COMMON AND PREFERRED STOCK (Details 4) - $ / shares	6 Months Ended	12 Months Ended
COMMON AND PREFERRED STOCK (Details 4) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Three Number of Warrants Outstanding, Ending	1,000,000
Three Weighted Average Exercise Price of Warrants, Beginning	$ 15
Three Weighted Average Exercise Price of Warrants, Granted	0
Three Weighted Average Exercise Price of Warrants, Exercised	0
Three Weighted Average Exercise Price of Warrants, expired	0
Three Weighted Average Exercise Price of Warrants, Ending	15
Weighted Average Exercise Price of Warrants, Granted	$ 2.64	$ 6.04	$ 3.58
Three Weighted Average Remaining Life of Warrants in Years, Beginning	9 years 8 months 12 days
Three Weighted Average Remaining Life of Warrants in Years, Ending	9 years 2 months 12 days
Three Preferred Stock Warrants Outstanding, Beginning	1,000,000
Weighted Average Exercise Price of Warrants, Exercised	$ 0	3.62
Weighted Average Exercise Price, Ending		$ 3.74	$ 3.88
Weighted average remaining contractual term in years	8 years	8 years 9 months 18 days	9 years 9 months 18 days
$15.00 Preferred Stock Warrants Outstanding [Member]
Number of warrants Outstanding, Beginning	1,000,000
Number of Warrants, granted		1,000,000
Number of warrants outstanding, Ending		1,000,000
Weighted Average Exercise Price of Warrants, Granted		$ 15
Weighted Average Exercise Price of Warrants, expired		0
Weighted Average Exercise Price, Ending		$ 15
Weighted average remaining contractual term in years		9 years 8 months 12 days
Weighted average remaining contractual term in years, Granted		10 years

COMMON AND PREFERRED STOCK (D_6

COMMON AND PREFERRED STOCK (Details Narrative) - USD ($)		1 Months Ended		6 Months Ended		12 Months Ended
COMMON AND PREFERRED STOCK (Details Narrative) - USD ($)	Sep. 12, 2023	Apr. 30, 2023	Jan. 31, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Aug. 25, 2023	Mar. 13, 2023	Jan. 03, 2023	Jan. 31, 2021
Common Stock Shares authorized				250,000,000		100,000,000	100,000,000	100,000,000
Common Stock, par value				$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Preferred Stock Shares authorized				40,000,000	40,000,000	40,000,000	40,000,000	40,000,000
Common Stock Warrants						45,129	13,158
Preferred Stock Shares issued				4,376,709		3,755,209	0
Purchase of Common stock						291,259
Common stock issued, shares				291,259
Common stock issued, value				$ 600,000
Restricted Stock Compensation				$ 200,000	$ 184,167	$ 394,168
Additional warrants to be issued				69,000	0	1,424	28,883
Financing costs				$ 1,008,376
Purchase of Common stock warrants							1,278
Restated strike price			$ 1,817,123				$ 45,000
Strike price							$ 0.15
Common Stock Shares issued				10,404,336		10,068,477	6,076,078
Advance to party	$ 15,000,000
Purchase of Common stock value						$ 600,000	$ 100,000
Purchase Price, Description							The Company issued convertible debt in December 2022 at a price of $2.39 thereby affecting the down round provision on 659,585 warrants with a trigger price that is lower than $0.30 for any equity instrument issued. As such the Company has recorded a charge of $1,794,704 as a Dividend to Common Stockholders reflecting the increase in value of shares to be received by the warrant holder along with an increase in 366,331 warrants issuable to these holders for a total of 1,014,791 warrants at a new exercise price of $2.39
Common Stock Shares Issued For Cash, Value				$ 540,000		540,000
Shares of common stock on the conversion of debt				$ 102,208		$ 1,392,935
Common stock related to stock based compensation				233,651
Minimum
Common Stock Shares authorized				100,000,000	100,000,000
Maximum
Common Stock Shares authorized				100,000,000	100,000,000
Common Stock Option [Member]
Description of equity						The Incentive Plan had an initial authorized equity pool of 1,187,790. As of December 31, 2023 there are 411,462 equity grants available under the Incentive Plan
Description of converted shares of common stock						310,881 were converted on a cashless basis into 198,378 shares of common stock
Warrant Agreement [Member]
Derivate liability						$ 1,987,460
Modification of warrant price						$ 2
Common Stock Warrants						45,129
Arena Business Solutions Global SPC II [Member]
Common Stock, par value	$ 0.0001
Purchase of Common stock	40,000,000
Advance to party	$ 20,000,000
Board Of Directors [Member]
Common stock shares issued related to employee performance, shares		81,267
Common stock shares issued related to employee performance, value		$ 312,761
Chief Executive Officer [Member]
Restricted Shares Of Common Stock Issued For Bonus, Shares										134,049
May 18 2023 [Member]
Non cash incremental fair value							$ 1,794,704
Description of converted shares of common stock						368,368 were converted on a cashless basis into 117,301 shares of common stock
Series A Preferred Stock [Member]
Preferred Stock Shares authorized						40,000,000
Preferred Stock Shares per value				$ 0.0001		$ 0.0001
Conversion Price				$ 10		$ 10
Accrued Intrest rate				20%		12%
Preferred Stock Shares issued				621,500		46,500
Common Stock Shares Issued For Cash, Shares						465,000
Cashless conversion of shares						174,200
Warrants Price						$ 2
Shares of common stock on the conversion of debt						212,842
Stock Issuances [Member]
Common Stock Shares Issued For Cash, Shares						2,880,985	5,722,844
Common Stock Shares issued						3,992,399	13,827,049
Common Stock Shares Issued For Cash, Value							$ 450,000
Shares of common stock on the conversion of debt							227,368
Asset acquisition of Preferred Dental Services						40,000
Inducements for financing agreements						243,347	8,426,837
Conversion of debt						1,708,615	700,000
Common Stock Shares issued
Common Stock Shares issued						3,992,399	11,729
Committee [Member]
Additional compensation		5,000
Chair of a Committee [Member]
Additional compensation		5,000				$ 20,000
Board Chair [Member]
Additional compensation		20,000
Restricted Stock Compensation [Member]
Compensation		$ 60,000
Restricted shares of common stock issued for bonus, value							$ 160,645
Restricted common stock issued for service, shares						2,425,000	250,000
Restricted common stock issued for srvice, value							$ 122,375
Price per share							$ 0.08
Restricted Stock Compensation [Member] \| 2020 Service [Member] \| Chief Executive Officers [Member]
Restricted shares of common stock issued for bonus, value					$ 356,000		$ 356,000
Restricted Shares Of Common Stock Issued For Bonus, Shares									5,027
Equity Lineof Credit [Member] \| January Two Thousand Twenty One [Member]
Common Stock Shares issued						1,308,741	536,175				8,378
Common Stock Shares			158,273								5,000,000
Equity Line Of Credit Of Aggregate Amount			$ 350,000			$ 2,940,985
Balance available						$ 37,059,015	$ 4,650,000
Purchase Price, Description			The purchase price of the stock will be at 75% of the lowest individual daily weighted average price of the past five (5) trading days with the amount to be drawn down as the lesser of $250,000 or 300% of the average shares traded for the ten (10) days prior to the Closing Request Date with a minimum $25,000 put allowance

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Property and equipment, gross		$ 282,256	$ 154,378
Less accumulated depreciation		(79,835)	(80,184)
Property and equipment, net	$ 183,637	202,421	74,194
Computer Software [Member]
Property and equipment, gross		124,702	0
Equipment [Member
Property and equipment, gross		22,240	22,240
Furniture And Fixtures [Member]
Property and equipment, gross		92,821	69,840
Leasehold Improvements [Member]
Property and equipment, gross		42,493	30,298
Vehicles [Member]
Property and equipment, gross		$ 0	$ 32,000

PROPERTY AND EQUIPMENT, NET (_2

PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
PROPERTY AND EQUIPMENT, NET
Depreciation expense					$ 17,429	$ 22,521
Gain on sale of assets	$ 0	$ 13,778	$ 0	$ 13,778	(13,778)	$ 0
Recovery of depreciation expense					$ 17,778

INTANGIBLE ASSETS (Details)

INTANGIBLE ASSETS (Details) - USD ($)	6 Months Ended	12 Months Ended
INTANGIBLE ASSETS (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Gross carrying amount		$ 10,541,275	$ 8,255,110
Impairment		105,676	0
Accumulated amortization		(6,551,775)	(5,294,241)
Net carrying amount		3,883,824	2,960,869
Impairment of intangible asset		(105,676)	0
Capitalized Software [Member]
Gross carrying amount	$ 4,207,348	3,741,511	3,014,490
Impairment	0	0	0
Accumulated amortization	(3,080,615)	(2,838,099)	(2,483,429)
Net carrying amount	1,126,733	903,412	531,061
Impairment of intangible asset	0	0	0
Customer Relationships [Member]
Gross carrying amount	5,166,903	5,272,578	3,713,434
Impairment	0	(105,676)	0
Accumulated amortization	(2,727,524)	(2,186,490)	(1,363,054)
Net carrying amount	2,439,379	2,980,412	2,350,380
Impairment of intangible asset	0	105,676	0
Acquired Technology [Member]
Gross carrying amount	7,148,083	1,527,186	1,527,186
Impairment	0	0	0
Accumulated amortization	(712,110)	(1,527,186)	(1,447,758)
Net carrying amount	6,435,973	0	79,428
Impairment of intangible asset	$ 0	$ 0	$ 0

INTANGIBLE ASSETS (Details 1)

INTANGIBLE ASSETS (Details 1) - USD ($)	12 Months Ended
INTANGIBLE ASSETS (Details 1) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
INTANGIBLE ASSETS
Balance, beginning	$ 1,484,966	$ 1,484,966
Acquisitions	0	0
Balance, ending	$ 1,484,966	$ 1,484,966

INTANGIBLE ASSETS (Details 2)

INTANGIBLE ASSETS (Details 2)	12 Months Ended
INTANGIBLE ASSETS (Details 2)	Dec. 31, 2023
Capitalized Software [Member]
Weighted-Average Amortization period Asset	3 years 2 months 12 days
Customer Relationships [Member]
Weighted-Average Amortization period Asset	4 years 8 months 12 days

INTANGIBLE ASSETS (Details 3)

INTANGIBLE ASSETS (Details 3)	Dec. 31, 2023 USD ($)
INTANGIBLE ASSETS
2024	$ 1,357,783
2025	1,357,783
2026	1,087,976
2027	$ 80,282

INTANGIBLE ASSETS (Details Narr

INTANGIBLE ASSETS (Details Narrative) - USD ($)	1 Months Ended	6 Months Ended		12 Months Ended
INTANGIBLE ASSETS (Details Narrative) - USD ($)	Jan. 31, 2024	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Amortization expense of intangible assets		$ 1,495,660	$ 569,932
Amortization expense of intangible assets		$ 1,495,659	$ 569,932	$ 1,257,534	$ 1,269,564
Acquired Technology [Member]
Finite-Lived Intangible Asset	$ 7,148,083

FORWARD PURCHASE AGREEMENT (Det

FORWARD PURCHASE AGREEMENT (Details Narrative) - $ / shares		6 Months Ended	12 Months Ended
FORWARD PURCHASE AGREEMENT (Details Narrative) - $ / shares	Sep. 01, 2023	Jun. 30, 2024	Dec. 31, 2023
FORWARD PURCHASE AGREEMENT
Commitment Shares issued	40,000	100,000	100,000
Redemption Price		$ 10.69	$ 10.69

NOTES PAYABLE (Details)

NOTES PAYABLE (Details) - USD ($)	6 Months Ended	12 Months Ended
NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Long-term debt, gross		$ 1,420,137	$ 5,491,570
Unamortized debt discounts	$ 161,109	0	0
unamortized financing costs	368,661	196,837	7,444
Total notes payable, net of financing costs	9,486,095	6,140,592	5,484,126
Total notes payable	10,015,865	6,337,429
Unamortized debt discounts	(161,109)	0	0
Less current maturities	(6,543,511)	(4,720,455)	(4,034,865)
unamortized financing costs	(368,661)	(196,837)	(7,444)
Total Long-Term Debt	2,942,584	1,420,137	1,449,261
Promissory Note 3 [Member
Long-term debt, gross	$ 0	$ 0	509,145
Interest rate	12%	15%
Due date	May 03, 2024	Jan. 25, 2023
Secured Promissory Note [Member]
Long-term debt, gross	$ 1,779,337	$ 2,000,000	1,960,965
Interest rate	15%	17.50%
Due date	Dec. 26, 2024	Feb. 28, 2026
Promissory Note 1 [Member]
Long-term debt, gross	$ 0	$ 0	50,892
Interest rate	12%	14%
Due date	Oct. 31, 2023	Jan. 15, 2023
Promissory Note 4 [Member]
Long-term debt, gross	$ 207,803	$ 0	255,490
Interest rate	16%	15%
Due date	Jun. 30, 2024	Sep. 01, 2023
Promissory Note 5 [Member]
Long-term debt, gross	$ 181,104	$ 0	255,547
Interest rate	12%	15%
Due date	Feb. 14, 2024	Sep. 01, 2023
Convertible Note 2 [Member
Long-term debt, gross	$ 559,709	$ 0	0
Interest rate	12%
Due date	October 31, 2024	March 2024
Convertible Note 1 [Member]
Long-term debt, gross		$ 0	578,802
Interest rate		12%
Due dates		May, 2023
Convertible Note 3 [Member]
Long-term debt, gross	$ 566,624	$ 574,961	0
Interest rate	16%	15%
Due date	Dec. 18, 2024	Jun. 14, 2024
Convertible Note 4 [Member]
Long-term debt, gross	$ 79,116	$ 80,722	0
Interest rate	12%	15%
Due date	Dec. 19, 2024	Jun. 14, 2024
Convertible Note 5 [Member]
Long-term debt, gross	$ 79,116	$ 0	0
Interest rate	12%	15%
Due date	Dec. 19, 2024	Jul. 24, 2024
Promissory Note 6 [Member]
Long-term debt, gross	$ 574,055	$ 0	0
Interest rate	15%	12%
Due date	Nov. 22, 2024	Oct. 31, 2023
Convertible Note 6 [Member
Long-term debt, gross	$ 124,079	$ 114,781	0
Interest rate	12%	12%
Due date	Dec. 28, 2024	May 13, 2024
Convertible Note 7 [Member]
Long-term debt, gross		$ 569,391	0
Interest rate		12%
Due date		Oct. 31, 2024
Convertible Note 8 [Member]
Long-term debt, gross	$ 56,462	$ 0	0
Interest rate	12%	12%
Due date	Feb. 01, 2025	Dec. 18, 2024
Convertible Note 9 [Member]
Long-term debt, gross	$ 5,646	$ 0	0
Interest rate	12%	12%
Due date	Feb. 01, 2025	Dec. 19, 2024
Convertible Note 10 [Member]
Long-term debt, gross		$ 80,509	0
Interest rate		12%
Due date		Dec. 19, 2024
Convertible Note 11 [Member]
Long-term debt, gross		$ 0	0
Interest rate	16%	12%
Due date	Feb. 26, 2025	Dec. 28, 2024
Convertible Note 12 [Member]
Long-term debt, gross		$ 473,743	0
Interest rate		12%
Due date		Jun. 01, 2024
Promissory Note 7 [Member]
Long-term debt, gross		$ 2,000,000	0
Interest rate		15%
Due date		Dec. 26, 2024
Note Bearing 1 [Member]
Long-term debt, gross		$ 0	1,012,500
Interest rate	18%	15%
Due date	Oct. 01, 2026	Sep. 01, 2023
Note Bearing 2 [Member]
Long-term debt, gross		$ 0	506,250
Interest rate		15%
Due date		Sep. 01, 2023
Note Bearing 3 [Member]
Long-term debt, gross		$ 27,540	32,752
Interest rate		18%
Due date		Oct. 01, 2026
Promissory Note 2 [Member]
Long-term debt, gross		$ 0	$ 329,227
Interest rate		14%
Due date		Sep. 01, 2023
Convertible Note 1 [Member]
Long-term debt, gross	$ 1,315,330	$ 388,380
Interest rate	12%
Due date	May 13, 2024
Promissory Note 7 [Member
Long-term debt, gross	$ 520,901	$ 473,743
Interest rate	12%
Due date	Jul. 31, 2024

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)															1 Months Ended													3 Months Ended		6 Months Ended		12 Months Ended
NOTES PAYABLE (Details Narrative) - USD ($)	Jun. 01, 2024	May 14, 2024	May 08, 2024	Apr. 02, 2024	Feb. 09, 2024	Feb. 02, 2024	Mar. 31, 2023	Dec. 31, 2022	Jul. 31, 2022	Apr. 30, 2022	Feb. 28, 2022	Nov. 30, 2021	Aug. 31, 2021	Apr. 30, 2021	May 22, 2024	Feb. 26, 2024	Dec. 31, 2023	Dec. 29, 2023	Dec. 28, 2023	Oct. 31, 2023	Sep. 30, 2023	Aug. 31, 2023	Aug. 25, 2023	Jul. 31, 2023	Jun. 30, 2023	Aug. 31, 2022	Dec. 31, 2021	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Jul. 31, 2024	Jan. 02, 2024	May 31, 2023
Principal amount																							$ 2,500,000
Note payable																	$ 6,337,429											$ 10,015,865		$ 10,015,865		$ 6,337,429
Interest Rate																					12%
Stock issued for conversion of debt, shares																							876,522
Interest																					$ 38,609		$ 115,535					501,646	$ 270,770	728,111	$ 528,683	1,109,388	$ 785,406
Payments Of Principal And Interest																												$ 443,288	$ 342,015	$ 2,143,607	$ 422,078	$ 1,287,916	$ 426,419
Proceed from advance																					1,200,000
One [Member]
Outstanding warrants					473,743												2,000,000															2,000,000			125,000	43,566
Principal amount																$ 1,100,000							$ 77,000
Restricted common stock shares issued																																		74,685
Restricted common stock value deemed																																		$ 37,338
Exercisable price																																				$ 0.60
Proceed from convertible promissory notes			$ 277,000		$ 473,743	$ 50,000										1,250,000									$ 77,000
Interest Rate					12%	12%											15%								15%
Original issue discount		10%	10%
Conversion price description			(i) the Conversion Price, and (ii) 90% of the lowest VWAP of the common stock during the five (5) consecutive trading days immediately prior to such conversion
Stock issued for conversion of debt, shares																							9,138
Conversion of account payable in amount						$ 50,000											$ 2,000,000
Quarterly installments payment for consulting services																	200,000
Interest																							$ 2,074
Two [Member]
Outstanding warrants																																				43,566
Principal amount																							$ 6,000
Exercisable price																																				$ 0.75
Proceed from convertible promissory notes																									$ 6,000
Interest Rate																									15%
Stock issued for conversion of debt, shares																							712
Interest																							$ 162
Three [Member]
Principal amount																							$ 40,000
Proceed from convertible promissory notes																								$ 40,000
Interest Rate																								15%
Stock issued for conversion of debt, shares																							4,670
Interest																							$ 412
Convertible Promissory Note [Member]
Outstanding warrants																				24,500
Convertible Promissory Note			$ 304,700			5,000							$ 1,000,000	$ 500,000		1,375,000	70,000	$ 100,000	$ 100,000	$ 350,000
Principal amount		$ 178,250	$ 304,700												$ 500,000	$ 2,375,000	$ 500,000			$ 500,000
Restricted common stock shares issued																																		51,539
Restricted common stock value deemed																																		$ 21,640
Exercisable price																				$ 2.04
Exchange Received														$ 500,000
Convertible shares of Common Stock														28,621		85,174							28,621
Common Stock shares issued to lender																												225,000		225,000
Interest Rate		12%											15%	12%	15%		12%	12%	12%	12%
Stock issued for conversion of debt, shares																							173,339
Interest rate increased		22%													1.50%
Common Stock at fixed conversion price														$ 0.10						$ 1.85
Origination amount															$ 65,000
Common Stock Conversion Percentage														4.99%			120%	120%
Restricted Shares, Issued													33,513	788,000
Warrant Issued								49,012					50,269	87,132						24,500							75,403
Value of warrant number of share																				13,498
Conversion price		$ 50	$ 1,416
Common Stock Term														5 years
Exercise price, per share								$ 0.24						$ 0.60			$ 1.69	$ 1.31		$ 2.04								$ 1.69		$ 1.69		$ 1.69	$ 0.24
Exercise price one													$ 0.75	$ 0.75			$ 2.03	$ 1.57									$ 125,672	$ 2.03		$ 2.03		$ 2.03
First Warrant Shares														43,566
Other Warrant Shares														43,566
Description of Maturity renegotiated														At Maturity this note was renegotiated and term extended to June 2023 for an additional principal consideration of $55,400 under the same interest rate and conditions as the matured note. This note and accrued interest was converted in January 2023 for 202,343 shares of Common Stock		(i) the Registration Statement (as described below) is effective; and (ii) the Shareholder Approval (as described below) has been obtained. The Notes will mature 12 months from their respective issuance date (the “Maturity Date”), unless earlier converted. Commencing on the six-month anniversary of the issue date, the Company will be required to make monthly amortization payments pursuant to the Note of approximately 1/6th of the principal amount of the Note per month (the “Amortization Payments”). The Notes will be the Company’s unsecured obligations and equal in right of payment with all of our other indebtedness and other indebtedness of any of our subsidiaries. The Notes were issued with an original issue discount of 10.0% per annum, and will not accrue additional interest during the term; provided that the interest rate of the Notes will automatically increase to 16% per annum (the “Default Rate”) upon the occurrence and continuance of an event of default. Each holder of Notes may convert all, or any part, of the outstanding Notes, at any time at such holder’s option, into shares of the Company’s common stock at an initial “Conversion Price” of $1.848 per share	common stock on the date of issuance which was $2.31 or $2.77 for the share price of conversion		Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.31 or $1.57 for the share price of conversion	conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $1.58 or $1.90. In December 2023, the Company entered into a securities purchase agreement with the existing investor, pursuant to which the Company issued the investor a convertible note in principal amount of $500,000. The maturity of the convertible note is December 18, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate equal to 120% of the closing price of the Company’s common stock on the date of issuance which was $2.31 or $2.77 for the share price of conversion							31,418
Convertible Promissory Note one						$ 5,000							$ 500,000
Warrant Term													5 years
Finance Agreement Payment												$ 40,071
Maturity date												60 years
Payments Of Principal And Interest												$ 791
Total Warrant Shares								245,059
Amount of merger included outstanding interest																							$ 1,500,000
Convertible Promissory Note [Member] \| Unsecured Debt 1 [Member]
Convertible Promissory Note										$ 50,000
Interest Rate										14%
Maturity date										6 years
Convertible Promissory Note [Member] \| Unsecured Debt 2 [Member]
Convertible Promissory Note										$ 300,000
Principal amount																							$ 300,000
Interest Rate										14%
Stock issued for conversion of debt, shares																							41,104
Interest																							$ 55,693
Maturity date										6 years
Convertible Promissory Note [Member] \| Unsecured Debt [Member]
Convertible Promissory Note									$ 500,000																	$ 250,000
Principal amount																							$ 500,000
Interest Rate									15%																	15%						12%
Stock issued for conversion of debt, shares																							57,780
Interest																							$ 0
Warrant Issued									175,000																	175,000
Common Stock Term									5 years																	5 years
Exercise price, per share									$ 0.25																	$ 0.25
Exercise price one									$ 0.20																	$ 0.20
First Warrant Shares									87,500																	87,500
Other Warrant Shares									87,500																	87,500
Maturity date									6 years																	6 years
Maturity date																									Sep. 01, 2023							Dec. 31, 2023
Convertible Secured Promissory Note, Description							The Note is for $2,500,000 with $500,000 paid to the Holder on issuance for net proceeds of $2,000,000. The Note carries and interest of 15% per annum which can be paid in cash or kind and it is convertible either into the Company’s Common Stock after six months from date of issuance at $0.10 per share
Secured Promissory Note Payable [Member]
Convertible Promissory Note											$ 2,000,000
Principal amount																	$ 70,000
Accrued interest due																					$ 38,609							$ 500,000		$ 500,000
Exchange Received											$ 1,970,000
Interest Rate											17.50%						12%			12%
Maintaining Minimum Cash Balance											$ 150,000
Outstanding interest and fees											$ 300,000
Promissory Note Payable [Member]
Principal amount				$ 200,000
Interest rate				16%
Maturity date				Jun. 30, 2024
December 2022 [Member] \| Convertible Promissory Note [Member]
Outstanding warrants																																				50,269
Exercisable price																																				$ 0.75
Exercise price, per share								$ 0.30																									$ 0.30
Total Warrant Shares								157,090
August 2021 [Member] \| Convertible Promissory Note [Member]
Warrant Issued													108,915
Total Warrant Shares													196,047
Satisfaction Agreement [Member] \| August 2023 [Member]
Conversion of debt																						$ 1,500,000
Proceeds from sale of stock																						$ 1,500,000
Sold of common shares stock amount																				$ 1,000,000
Net return																				$ 526,257
Interest Rate																				12%
Accrued interest rate																				$ 1.24
Securities Purchase Agreement [Member]
Convertible Promissory Note	$ 397,622
Interest rate	12%
Conversion rate	100%
Note payable	$ 397,622

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	12 Months Ended
INCOME TAXES (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
INCOME TAXES
Net Operating Losses	$ 19,676,000	$ 14,849,000
Intangible assets	926,000	74,000
Stock-based compensation	433,000	418,000
Property and equipment	(12,000)	(140,000)
Allowance for bad debts	25,000	0
Forward purchase agreement	562,000	0
Organizational costs	224,000	195,000
ROU lease liability	289,000	0
Net Deferred Tax Asset	22,123,000	15,396,000
ROU lease asset	(273,000)	0
Total Deferred Tax Liability	(273,000)	0
Valuation Allowance	$ (21,850,000)	$ (15,396,000)
Reconciliation of the effective income tax rate to the federal statutory rate:
Federal Income Tax Rate	21%	21%
Permanent Differences	(3.00%)	(2.00%)
State Taxes, net	0%	3%
Cumulative adjustments	23%
Change in valuation allowance including the effect of the rate change	(41.00%)	(22.00%)
Effective income tax rate	25.50%	0%

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative)	Dec. 31, 2023 USD ($)
INCOME TAXES
Federal net Operating Loss carryforwards	$ 27,559,000
State net operating loss carryforward	5,900,000
Net Operating Loss carryforwards	$ 62,985,000

CONCENTRATION OF CREDIT RISK (D

CONCENTRATION OF CREDIT RISK (Details Narrative) - USD ($)	6 Months Ended	12 Months Ended
CONCENTRATION OF CREDIT RISK (Details Narrative) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Fdic Insured Limit	$ 250,000
Federal Deposit Insurance Corporation insurance coverage limit		$ 250,000
Revenue Benchmark [Member] \| No Customers [Member]
Concentration Risk, Percentage	10%	10%
Accounts Receivable [Member] \| Two Customers [Member]
Concentration Risk, Percentage		12%	11%
Accounts Receivable [Member] \| One Customers [Member]
Concentration Risk, Percentage		31%	31%
Accounts Receivable [Member] \| Three Customers [Member]
Concentration Risk, Percentage	30%

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Lease Commitments		$ 1,518,310
Less Than 1 Year [Member]
Lease Commitments	$ 1,326,612	369,849
1-3 years [Member]
Lease Commitments	957,059	1,059,423
3-5 years [Member]
Lease Commitments	$ 16,555	$ 89,038

COMMITMENTS AND CONTINGENCIES_3

COMMITMENTS AND CONTINGENCIES (Details 1) - Lease [Member] - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Undiscounted Minimum Lease Commitments	$ 1,326,612	$ 1,518,310
Present Value Adjustment Using Incremental Borrowing Rate	(262,842)	(330,476)
Lease Liabilities	$ 1,063,770	$ 1,187,834

COMMITMENTS AND CONTINGENCIES_4

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)

1 Months Ended

6 Months Ended

12 Months Ended

Mar. 29, 2024

Sep. 01, 2023

Nov. 01, 2022

Apr. 30, 2023

Feb. 28, 2023

Feb. 21, 2023

Sep. 22, 2021

Jun. 15, 2021

Feb. 22, 2021

Jul. 16, 2020

Jun. 30, 2024

Dec. 31, 2023

Shares issued

40,000

100,000

Interest and fee

$ 523,415

$ 270,020

Damage claim amount

$ 635,000

Incentive Plan [Member]

Compensation Description

Company common stock at an exercise price of $3.10 per share, subject to the approval of the Plan Amendment at the Annual Meeting, to the following officers, among other employees, (i) Robert McDermott, Chief Executive Officer and President – options to purchase 1,817,742 shares of Company common stock; (ii) Archit Shah, Chief Financial Officer – options to purchase 482,259 shares of Company common stock; (iii) David Fidanza, Chief Information Officer – options to purchase 352,420 shares of Company common stock; (iv) Muralidar Chakravarthi, Chief Technology Officer – options to purchase 352,420 shares of Company common stock; (v) Jeffery Stellinga, Vice President – options to purchase 352,420 shares of Company common stock

Total value of the grant expensed

$ 4,779,580

Option bonus related to 2023 performance [Member]

Compensation Description

(i) Robert McDermott, Chief Executive Officer and President – options to purchase 570,754 shares of Company common stock; (ii) Archit Shah, Chief Financial Officer – options to purchase 158,220 shares of Company common stock; (iii) David Fidanza, Chief Operating Officer – options to purchase 152,055 shares of Company common stock; (iv) Muralidar Chakravarthi, Chief Technology Officer – options to purchase 154,110 shares of Company common stock; (v) Jeffery Stellinga, Vice President – options to purchase 34,247 shares of Company common stock and (vi) Carly Garrison, Director of Sales – options to purchase 114,384 shares of Company common stock. In addition the cash awards are subject to the Company successfully raising in excess over $5,000,000 in equity during 2024 to the following officers, amount other employees;(i) Robert McDermott, Chief Executive Officer and President – $125,250; (ii) Archit Shah, Chief Financial Officer – $39,000; (iii) David Fidanza, Chief Operating Officer – $36,750 (iv) Muralidar Chakravarthi, Chief Technology Officer – $37,500; and (v) Carly Garrison, Director of Sales - $21,750

Lease [Member]

Lease Agreement Description

the Company entered into a lease agreement with its existing landlord of its Florida location for a lease of an additional 2,295 square feet of space beginning at the earlier of June 1, 2023 or completion of build out for a five year term

Company signed a six year and one month lease agreement for approximately 7,650 square feet for its new headquarters commencing on January 1, 2022, located in Ocoee, Florida. The lease provides for a five-year renewal term at the option of the Company. In April 2023, the Company entered into a lease agreement with its existing landlord of its Florida location for a lease of an additional 2,295 square feet of space beginning at the earlier of June 1, 2023 or completion of build out for a five year term

the Company signed a six year and one month lease agreement for approximately 7,650 square feet for its new headquarters commencing on January 1, 2022

The Company signed a three-year lease agreement for approximately 2,100 square feet of office space located in Concord, NC on July 16, 2020

Lease Costs

$ 198,960

$ 347,910

Cash Paid Measurement Of Lease Liabilities

$ 196,897

$ 40,412

David Fidanza [Member]

Annual bonus

50%

Salary

$ 296,000

Annual equity grant

$ 666,000

Murali Chakravarthi [Member]

Annual bonus

50%

Salary

$ 300,000

Annual equity grant

$ 675,000

Settlement Agreement [Member]

Claimed charge of damages

$ 635,000

Cash bond

$ 200,000

Shares issued

9,000,000

Purchase price

$ 0.08

Shares acquire

5,401,887

Addition Shares purchase

9,000,000

Settlement Agreement amount

$ 100,000

Chief Executive Officer Dermott [Member]

Annual bonus

100%

Salary

$ 500,000

Annual equity grant

$ 2,500,000

Archit Shah [Member]

Annual bonus

50%

Salary

$ 314,000

Annual equity grant

$ 693,000

ACQUISITIONS (Details)

ACQUISITIONS (Details)	Sep. 01, 2023 USD ($)
ASSET ACQUISITION
Acquisition of note payable	$ 1,200,000
Acquisition of Common stock	400,000
Total Consideration Paid	1,600,000
Acquisition of Cash	40,855
Acquisition of Customer relationships	1,559,145
Acquisition of Total assets acquired	$ 1,600,000

ACQUISITIONS (Details 1)

ACQUISITIONS (Details 1) - USD ($)	12 Months Ended
ACQUISITIONS (Details 1) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
ASSET ACQUISITION
Revenue	$ 9,311,714	$ 9,058,801
Net Loss attributable to Common Stockholders	$ (15,433,055)	$ (7,611,211)
Weighted average common shares outstanding	7,349,541	5,768,249
Basic and diluted loss per common share	$ (2.10)	$ (1.32)

ACQUISITIONS (Details Narrative

ACQUISITIONS (Details Narrative) - USD ($)		6 Months Ended	12 Months Ended
ACQUISITIONS (Details Narrative) - USD ($)	Sep. 01, 2023	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
ASSET ACQUISITION
Acquisition of Common stock	$ 400,000
Acquisition of note payable	$ 1,200,000
Per shares price	$ 10
Number of shares issued	40,000	100,000	100,000
Annual customer attrition rate			5%
Gross margin percentage			37%
Tax rate			25.50%	0%
Discount rate			12%

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	6 Months Ended	12 Months Ended
RELATED PARTY TRANSACTIONS (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Long-term debt, gross		$ 1,420,137	$ 5,491,570
Unamortized debt discounts	$ 161,109	0	0
unamortized financing costs	368,661	196,837	7,444
Total notes payable, net of financing costs	9,486,095	6,140,592	5,484,126
Less current maturities	(6,543,511)	(4,720,455)	(4,034,865)
Total Long-Term Debt	2,942,584	1,420,137	1,449,261
unamortized financing costs	(368,661)	(196,837)	(7,444)
Promissory Note Member
Long-term debt, gross	607,672	572,405	256,052
Unamortized debt discounts	0	0	0
unamortized financing costs	13,741	21,431	11,386
Total notes payable, net of financing costs	593,931	550,974	244,666
Less current maturities	(279,462)	(550,974)	(244,666)
Total Long-Term Debt	314,469	0	0
unamortized financing costs	(13,741)	(21,431)	(11,386)
Promissory Note bearing 4 Member
Long-term debt, gross	$ 287,176	0
Interest rate	20%
Due dates	July 31, 2024
Promissory Note bearing 5 Member
Long-term debt, gross	$ 217,986	0
Interest rate	12%
Due dates	July 31, 2024
Promissory Note bearing 1 Member
Long-term debt, gross	$ 0	$ 0	109,934
Interest rate	18%	15%
Due dates	December 31, 2023	February 28, 2024
Promissory Note bearing 2 Member
Long-term debt, gross	$ 0	$ 225,797	$ 146,118
Interest rate	12%	18%
Due dates	December 31, 2023	March 31, 2023
Promissory Note bearing 3 Member
Long-term debt, gross	$ 102,510	$ 249,855
Interest rate	12%	18%
Due dates	July 31, 2024	December 31, 2023
Promissory Note bearing 1 (2) Member
Long-term debt, gross		$ 225,797
Interest rate		12%
Due dates		December 31, 2023
Promissory Note bearing 1(3) Member
Long-term debt, gross		$ 96,753
Interest rate		12%
Due dates		May 26, 2024

RELATED PARTY TRANSACTIONS (D_2

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)			1 Months Ended						6 Months Ended		12 Months Ended
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	May 13, 2024	Apr. 08, 2024	Oct. 31, 2023	Jun. 30, 2023	Jan. 31, 2023	Dec. 31, 2022	Nov. 30, 2022	Jun. 30, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Promissory Note									$ 2,812,001	$ 2,263,010	$ 7,796,753	$ 3,585,000
Unsecured Debt [Member]
Accrued and unpaid interest											6,433
Unamortized financing costs											21,431
Accrued and unpaid interest									19,461
Unamortized financing costs									$ 7,715
Chief Operating Officer [Member]
Promissory Note			$ 200,000
Unsecured promissory note amount				$ 250,000		$ 55,000		$ 100,000
Unsecured promissory note paid to holder				50,000
Net proceeds from issue of unsecured promissory note paid to holder				$ 200,000
Maturity duration of unsecured promissory note						4 months		6 years
Interest rate		20%	12%	15%		15%		14%	12%
Accrued interest of unsecured promissory note							$ 107,500
Issue of warrant to purchase of common stock		39,000	14,000			23,625	18,813		30,000
Issue of warrant to purchase of common stock period		5 years	5 years				5 years		5 years
Description about exercise price						exercise price of $0.20 with respect to 11,813 shares underlying the Warrant and $0.25 with respect to 11,812 shares underlying the Warrant	exercise price per share of Common stock under this Warrant is $0.25 per share for 9,407 warrants and $0.20 per share for 9,406 warrants
Issue of convertible promissory note number of common stock to investor			6,629
Exercise price		$ 1.50	$ 2.16						$ 2.15
Accrued and unpaid interest											$ 3,184
Notes and accrued interest conversion rate				$ 7.45
Closing price			120%						120%
Principal amount		$ 260,000	$ 94,685						$ 200,000
Conversion rates			$ 1.80
Accrued and unpaid interest									19,780
Unamortized financing costs									$ 6,026
Convertible promissory note original amount	$ 350,000
Extended maturity date	July 31, 2024
Restricted common stock shares issued to holder	51,539
Chief Operating Officer One [Member]
Unsecured promissory note amount						$ 80,000		$ 145,010
Interest rate						15%		18%
Notes Description								(a) $200,000 Promissory Note with 12% interest per annum which shall be paid on the maturity date which is December 31, 2023. In conjunction with the issuance of the Promissory Note, the Company also issued the investor a five-year warrant (the “Warrant”) to purchase 14,000 shares of Company common stock with an exercise price of $2.16 per share, which was 120% of the closing price of the Company’s common stock on the date of issuance; (b) the Company issued the investor a convertible promissory note in principal amount of $94,685.91 The maturity of the Convertible Promissory Note is May 26, 2024 and carries an interest rate of 12% per annum and is initially convertible into Company common stock at a conversion rate of $1.80 per share, which was the closing price of the Company’s common stock on the date of issuance
Convertible into Company common stock at a conversion rate						$ 0.08						$ 0.08
Convertible note conversion into shares of common Stock					1,019,315
Investor [Member]
Issue of convertible promissory note number of common stock to investor								6,629
Exercise price								$ 2.15

ASSET ACQUISITION (Details)

ASSET ACQUISITION (Details) - USD ($)	Jan. 03, 2024	Jan. 02, 2024	Jan. 01, 2024
Cash	$ 12,752	$ 871	$ 0
Accounts receivable	0	54,259	959
Acquired technology	678,548	1,154,870	5,299,041
Deferred revenue	8,700	0	0
Total assets acquired	700,000	1,210,000	5,300,000
Cash [Member]
Total Consideration paid	0	370,000	500,000
Notes Payable [Member]
Total Consideration paid	125,000	0
Common Share [Member]
Total Consideration paid	0	0	0
Series A Preferred Stock [Member]
Total Consideration paid	$ 575,000	$ 840,000	$ 4,800,000

ASSET ACQUISITION (Details Narr

ASSET ACQUISITION (Details Narrative)	Jan. 02, 2024
Ally Commerce, Inc [Member]
Description of note issued to the Seller	(i) the Company paid to FeatherPay $500,000 in cash, and (ii) the Company agreed to issue to FeatherPay’s stockholders an aggregate of $4,800,000 worth of shares (the “Stock Consideration”) of Company’s Series A Preferred Stock, par value $0.0001 at $10.00 per share totaling 480,000 shares
Teamworx LLC [Member]
Description of note issued to the Seller	(i) the Company paid to Seller $125,000 in cash, and (ii) the Company agreed to issue to Seller $575,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 57,500 shares
Verifi Dental Limited [Member]
Description of note issued to the Seller	(i) the Company paid to Seller $360,000 in cash, and (ii) the Company agreed to issue to Seller $840,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 84,000 shares

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) - USD ($)	3 Months Ended		6 Months Ended
SEGMENT INFORMATION (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Total [Member]
Total Revenue	$ 3,087,900	$ 1,856,148	$ 5,811,263	$ 3,696,519
Revenues:
Revenue, Percentage	100%	100%	100%	100%
Total percent	66%		57%
Revenue Segment [Member]
Revenues:
Subscription Software And Services, Percentage Change	73%		63%
Professional Services And Other, Percentage Changes	16%		8%
Subscription Software And Services	$ 2,820,863	$ 1,629,999	$ 5,415,913	$ 3,333,814
Subscription Software And Services, Percentage	91%	88%	93%	90%
Professional Services And Other	$ 267,037	$ 226,149	$ 395,350	$ 362,705
Professional Services And Other, Percentage	9%	12%	7%	10%

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($)

1 Months Ended

Oct. 02, 2024

Aug. 13, 2024

Jul. 16, 2024

Jul. 01, 2024

Apr. 08, 2024

Apr. 02, 2024

Feb. 12, 2024

Feb. 09, 2024

Jul. 31, 2024

Mar. 29, 2024

Feb. 29, 2024

Feb. 28, 2024

Feb. 26, 2024

Jan. 31, 2024

Promissory note principal amount

$ 260,000

Muturity date

Jul. 31, 2024

Interest rate

12%

Increase aggregate number of shares of company common stock

11,000,000

Excercise price

$ 3.10

Convertible note principal amount

$ 473,743

$ 5,000

Muturity date of convertible note

Jun. 01, 2024

Feb. 01, 2025

Note payable converion amount

$ 473,743

Note Payable [Member]

Promissory note principal amount

$ 350,000

Muturity date

Jul. 31, 2024

Extended date

Aug. 01, 2024

Convertible Promissory Note

Total debt matured amount

$ 2,040,143

Conversion price description

provide for a new conversion price of $0.80 with a mandatory conversion if the Company’s stock price is at $1.04 or above subject to there being at least 75,000 daily share trading volume over five consecutive days

Muturity date

Aug. 31, 2024

Extended date

Aug. 01, 2027

Interest rate

12%

Convertible Promissory Note One

Total debt matured amount

$ 527,993

Conversion price description

The notes are convertible at $0.80 with a mandatory conversion if the Company’s stock price is at $1.04 or above subject to there being at least 75,000 daily share trading volume over five consecutive days

Muturity date

Jul. 31, 2024

Extended date

Aug. 01, 2027

Interest rate

12%

Convertible Promissory Note Two

Total debt matured amount

$ 912,696

Conversion price description

The notes are convertible at $0.53 with a mandatory conversion if the Company’s stock price is at $0.69 or above subject to there being at least 75,000 daily share trading volume over five consecutive days

Muturity date

Jul. 31, 2024

Extended date

Aug. 01, 2024

Interest rate

12%

Loans Agreement [Member]

Payment of loan

$ 300,000

Description of Loan agreement

the Company agreed to increase the default rate of interest in the Loan Agreement, report certain financial and cash metrics on a weekly basis, budgetary updates as well as pay down of balance of 10% of all financing raised over $500,000, in exchange for interest only payments until July 2024 and waiver of all covenants

Verifi Dental, Limited [Member]

Description of asset acquired

As consideration for the acquired assets: (i) the Company paid to Seller $360,000 in cash, and (ii) the Company agreed to issue to Seller $840,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 84,000 shares

Ally Commerce Inc [Member]

Description of asset acquired

As consideration for the acquired assets: (i) the Company paid to FeatherPay $500,000 in cash, and (ii) the Company agreed to issue to FeatherPay’s stockholders an aggregate of $4,800,000 worth of shares (the “Stock Consideration”) of Company’s Series A Preferred Stock, par value $0.0001 at $10.00 per share totaling 480,000 shares

Teamworx LLC [Member]

Description of asset acquired

As consideration for the acquired assets: (i) the Company paid to Seller $125,000 in cash, and (ii) the Company agreed to issue to Seller $575,000 worth of shares of Company Series A Preferred Stock at $10.00 per share totaling 57,500 shares

Note payable annual interest

12%

Muturity date of Note payable

Feb. 29, 2024

Mar. 31, 2024

Waiver Agreement [Member]

Warrants shares issued

1,680,555

Initial exercise price

$ 0.90

Description of exercise price for holders

A holder (together with its affiliates) may not exercise any portion of the Warrants to the extent that the holder would own more than 4.99% (or, at the election of the holder, 9.99%) of the outstanding shares of common stock immediately after exercise

Managed Service Provider [Member]

Sold assets and customer contracts

$ 2,020,000

Purchaser achieves revenue

1,620,000

Managed Service Provider [Member] | Maximum

Earnout Payment

$ 224,334

Debt Promissory Note [Member]

Muturity date

Jun. 30, 2024

Promissory note principal amount

$ 200,000

Interest rate

12%

Debt Convertible Promissory Note [Member]

Muturity date

Apr. 30, 2024

Interest rate

12%

Convertible promissory note principal amount

$ 200,000

Description related to convertible promissory note

In conjunction with the April 8, 2024 Note, we issued the investor a five-year warrant to purchase 30,000 shares of our common stock with an exercise price of $1.50

Exchange amount of promissory note

$ 200,000

Debt Convertible Promissory Note One [Member] | Securities Purchase Agreement [Member]

Muturity date

Apr. 30, 2024

Interest rate

20%

Convertible promissory note principal amount

$ 260,000

Description related to convertible promissory note

In conjunction with the April 8, 2024 Note, we issued the investor a five-year warrant to purchase 39,000 shares of our common stock with an exercise price of $1.50

Exchange amount of promissory note

$ 260,000

David Fidanza, Chief Information Officer [Member]

Number of option purchase

352,420

Muralidar Chakravarthi, Chief Technology Officer [Member]

Number of option purchase

352,420

Jeffrey Stellinga, Vice President [Member]

Number of option purchase

352,420

Chief Executive Officer McDermott [Member]

Number of option purchase

1,817,742

Archit Shah [Member]

Number of option purchase

482,259

Purchase Agreements [Member]

Common stock warrants issue the investors

8,065

50,734

Aggregate principal amount

$ 267,500

$ 384,406

$ 1,375,000

Exercise price of warrants

120%

Convertible notes aggregate principal amount

$ 267,500

$ 2,375,000

Annual lease cost

$ 48,000

Conversion price

$ 0.77

$ 1.84

Aggregate gross proceeds

$ 250,000

$ 349,460

$ 1,250,000

Discount rate

10%

Description of agreement

If the Company fails to make any Amortization Payments when due, then each holder may alternatively elect to convert all or any portion of such holder’s Notes at a conversion price equal to the lesser of (i) the Conversion Price, and (ii) 90% of the lowest VWAP of the common stock during the five (5) consecutive trading days immediately prior to such conversion (the “Market Price”)

Common stock share issue the investors

85,174

Purchase of additional aggregate principal amount

$ 1,100,000

Exchange for aggregate gross proceeds

$ 1,000,000