Zidware Pinball USA (aka Jpop)

Zidware (aka: Jpop). PINS: Magic Girl, RAZA, ...
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pgsysop
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Zidware Pinball USA (aka Jpop)

Postby pgsysop » Sat Jun 06, 2015 11:57 am

company: Zidware Pinball USA
owner: John Popadiuk
url: http://pinballinventor.org/
address: 39 Sangra Court, Streamwood IL 60107 USA

Quick History Summary:

2011:
John Popadiuk began to sell a new (# 1) pinball machine (not yet designed & built) called Magic Girl (MG). It was to be built around 2013.
This game was limited to 13 pinball machines, making it very rare. He later he increased the number to 26 pinball machines.
He charged $16,000.00 USD for each of these limited pinball machines.

Later John began to sell another (# 2) new pinball machine called BHZA. Again, not yet designed or built. He offered only 99 of this machines, but he later increased that to 124 pinball machines. Each of these were priced at $10,000.00 USD. Later the theme and title of the game was changed to RAZA, this was also supposed to be completed around 2013.

Later John added another (# 3) new pinball machine called AIW and began accepted deposits & payments on that concept machine too.
All during this time, John kept everything as hidden as possible. He said he was working super hard & all these new pins were going go be great.

Later John designed & began building a prototype (# 4) of a Kiss pinball machine, which he did NOT have a license for & did not collect any deposits. He used customers' money from the other 3 pins listed above to fund his work on this Kiss pinball machine. John would occasionally show a few pieces of the game publicly, but never anything as finished as a white wood or a basic alpha prototype.

2013 - 2014:
Many customers began to get worried or frustrated by this time and no games were delivered. To dissuade people from seeking legal means of getting refunds from John for breach of contract via failure to deliver, John would have people post that they'd been to his workshop and that these pinball machines were coming along well & were worth the wait.

Late 2014:
When this began to wear thin, John promised that at the 2014 Expo in October he would do a big reveal. Then at that expo John brought 2 totally empty cabinets. Customers & the pinball community really began to worry & freak out. So John promised he'd have real prototype reveals in Dec 2014 & January 2015 for MG and RAZA respectively. Predictably John did not show or provide any updates during those times.

2015:
Customers & people in the community said John was bluffing and he had nothing to show, while just a few people would say that these pinball machines were 95% complete prototypes, they had played them and all was well, just taking longer than expected.

More time goes by and dozens of customers being to demand refunds & some even start legal proceedings against John. John claims he's working 14 hrs a day 7 days a week and is tired or perplexed that he's also getting hundreds of emails or texts or phone calls a day regarding the lack of progress. But things are still good, in his mind.

May 2015:
John posts a letter (see below) saying he's completely broke, no one will get a refund and he's allowing an outside entity (shell company called Pintasia) assume production of the Magic Girl pinball machine and that they can only proceed if all (100%) of the customers agree not to sue anyone and any owners of RAZA. Also, it states that AIW customers should forget about getting that particular pinball machine, but can now get a Magic Girl pinball machine instead for $16k (less what they have paid towards RAZA, AIW or MG) and that MG will no longer be a super rare game of 26 units but maybe up to 199 machines, and then an unlimited number after that.

Some people rush out an unfinished alpha prototype of Magic Girl to the NW Show. This version of the pin has most features disabled, it is broken down most of the time at the show, and no one is able to make a ramp shot except with glass off by hand. This pin version has a laminate playfield that is warped &/or not stuck down properly.

June 2015:
Pintasia cancels all involvement with Zidware, John and these pinball machines. See his actual letter below. Customers & Vendors are left without refunds, payments for services & pinball machines. Stay tuned...

whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 11:58 am

Pintasia will be unveiling a Magic girl prototype at a show in June 2015. Not JPOP.

They are making arrangements for their people to fly to Chicago and to drive the Magic Girl pinball machine to the show with care.
Pintasia will make the announcements as soon as details are confirmed.

whiteshadow
Posts: 142
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 11:59 am

The following Magic Girl pinball code existed summer of 2014:

• base game play
• ball save
• bonus
• skillshot
• jets
• upper lanes
• up post
• magic letters
• lion saw
• newton ball
• owl target
• potion letters
• magic shop/scoop
• loops
• center spinner
• center lock
• centre targets
• spiral ramp
• wand ramps
• lock
• multiball
• jackpots
• quick multiball
• telsa subway
• mini magnet playfield
• jinx motor
• attract
• service mode with tests, audits, settings, coin door open

All the above had sounds, animation, graphics and game rules.

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Posts: 142
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 12:07 pm

BACKGROUND
Zidware, Inc. (“Zidware” or the “Company”) is a designer and manufacturer of pinball machines.
The Company has been in business since 2009 and it has been predominately working on 3
games, namely: Magic GirlTM (“MG”), Retro Atomic Zombie AdventurelandTM (“RAZA”) and Alice
in Wonderland The PinballTM (“AIW”). The Company is headquartered in a leased facility in
Streamwood, Illinois and has historically operated at a deficit and relied on deposits from
purchasers of machines and shareholder loans to fund its operations. After 4 years, the
Company still has not been able to produce one machine to deliver to its customers so the
Company is unable to secure any additional operating cash.
As a result of the foregoing, Zidware is facing difficulty in generating sufficient cash flow to meet
its obligations as they become due. Zidware concluded that it had to have help to take the
designs that had been created and get them into production or the Company would be forced to
pursue a Chapter 7 bankruptcy liquidation.
PLAN OF ACTION/NEED FOR RECONFIRMATION AND STANDSTILL
Zidware has signed an exclusive license agreement with a third-party pinball design company
(“Licensee”) who has the business expertise to bring these games to production. The Licensee
is open to fulfilling orders from Zidware customers (including providing credits for deposits made
to Zidware) provided that each customer reaffirm his or her interest in obtaining the ordered
products or converting to other products and providing any outstanding payment upon
finalization of pricing, together with his or her commitment to standstill from bringing any action
related to outstanding orders. The Licensee will be hiring Zidware’s founder as a consultant (in
such capacity, “Consultant”) to assist Licensee in the completion of the design of the games,
and a standstill agreement is important to ensure that Consultant is not needlessly distracted by
demands or litigation during this critical time.
Last edited by whiteshadow on Sat Jun 06, 2015 12:25 pm, edited 1 time in total.

whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 12:07 pm

email from Pintasia

Dear Fellow Zidware Customers,
Pintasia Design Inc. is the Licensee to MG, RAZA and AIW. We want to share with you who we are and why we are here. We are in the same boat as you. We have interests in both RAZA and MG. By investing our own resources of time, money and efforts, Pintasia on a best efforts basis will do everything that they possibly can to help get back what we all lost to Zidware. To be clear, Pintasia is a third party, and is not a part of Zidware the company or their liabilities.
Pintasia is a newly formed company set up to bring the best talent in all necessary facets of pinball to produce extraordinary games ready for production:
• Business Development - Bill Brandes: business restructuring, real estate holdings, commodities, investment fund
• Finance & Operations - Sabrina Wei: investment banker, business consultant, Deloitte & Touche alumni (see more in later post) :shock:
• Art Design - Zombie Yeti, artist for MG, RAZA and AIW
• Technical Support - Jim Martin, service and support for machines
• Consultant* (Game Design) - John Popadiuk, Zidware Inc.
• Legal Counsel (USA) – Jordan Litwin, Meltzer, Purtill & Stelle LLC
• Manufacturer – TBD, must be proven quality manufacturer
• Programmer – TBD, must have experience with deep rule sets
* John Popadiuk is strictly a Consultant, he has no interest in Pintasia and does not make any business decisions. His role is strictly defined as artistic design for the completion of the 3 machines in progress.
The agreement provided by our attorney was to quantify Zidware customers enabling us to plan a viable business structure. We have extended the deadline to June 30, 2015, please use updated agreement attached.
We are not asking for money now, and we hope to delay additional payments until production is confirmed. This will largely depend on the manufacturing agreement we enter into. We will release the information upon successful execution.
The Collector's Edition was set at 199, not to encourage an upsell but to allow the opportunity for all Zidware customers to get in on the limited run which will feature special elements. We stress, it is not necessary to have 199 MG-Collector’s Edition ordered to commence production, nor are we forcing anyone to convert from their current title.
The reason we created the Magic Girl Classic is to get possible new sales quicker on a machine that is nearly complete, these potential profits in turn will allow us now to confirm 1:1 credit for RAZA and AIW purchasers.
Our next communication will be strictly answering questions arising from this correspondence. This endeavor was strictly born out of the desire to get the money we all lost to Zidware. We have spoken to many of you personally in the last few days, the positive responses and encouraging words have been absolutely amazing. We want to thank everyone who has lent a hand to help out. For those who we haven’t talked to yet, we invite you to call at your earliest convenience.
Look forward to speaking with you personally,
PINTASIA DESIGN INC.

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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 12:28 pm

Magic Girl Pinball photos :

magic-girl-1.jpg
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magicgirl-2.jpg
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magicgirl-3.jpg
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whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 12:28 pm

more Magic Girl Pinball pics

magicgirl-6.jpg
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magicgirl-5.jpg
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magicgirl-4.jpg
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whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 12:29 pm

...and more Magic Girl pinball photos

magicgirl-8.jpg
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magicgirl-7.jpg
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magicgirl-9.jpg
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whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Sat Jun 06, 2015 12:30 pm

one more batch of Magic Girl pinball photos

magicgirl-10.jpg
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magicgirl-proto-1.jpg
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Re: Zidware Pinball USA (aka Jpop)

Postby pgsysop » Thu Jun 11, 2015 9:22 pm

some update:

    Letter: June 10th, 2015 from Bill @ Pintasia:

    First and foremost, I would like to express my deep gratitude to everyone who dedicated their time and effort to help bring Magic Girl to light. Without everyone's effort this would not have been possible.
    I would also like to personally thank everyone who believed and supported me in this endeavor.
    After working and speaking with a lot of you, who know pinball development inside and out, and finally getting an opportunity to see how far along Magic Girl really is, I have decided that it is not worth my effort or finances to move this to completion.
    Despite the fact that I'm not going to continue with MG, I do not regret the investment I have made as I hold the friendships cultivated at a much higher value.

    Thanks again for all your support and patience.

    Best regards,
    Bill

whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Thu Jun 11, 2015 9:32 pm

Short video of close-up views of the Magic Girl playfield :

    https://www.youtube.com/embed/YP__mtlIH20?autoplay=1&rel=0

Another small video. Trying to get ball-play started :

    https://www.youtube.com/embed/8IlBm9Ezj3Q?autoplay=1&rel=0

Some gameplay video (looks like back legs need to be raised up) :

    https://www.youtube.com/embed/F3brkCZKkNA?autoplay=1&rel=0

enjoy
Last edited by whiteshadow on Thu Jun 11, 2015 9:45 pm, edited 1 time in total.

whiteshadow
Posts: 142
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Thu Jun 11, 2015 9:41 pm

Very Concerning:

The lady listed in the original note as part of the new Pintasia "team":
    Finance & Operations - Sabrina Wei: investment banker, business consultant, Deloitte & Touche alumni
...appears to have some scary active business relations:
1. Related to "DFRF Enterprises Brasil/Curitiba" as seen here:
----> http://dfrfenterprisesctba.blogspot.com ... vista.html

2. There is an official "Investor Alert" about them here:
----> http://www.bcsc.bc.ca/News/News_Release ... ojo_Filho/

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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Thu Jun 11, 2015 9:58 pm

feedback from player seeing the Magic Girl pinball machine at the event:

Art
The artwork is the best I've ever seen in pinball from the playfield to the cabinet. The lighting looked ok in person with the lights on and doesn't look so trashy as it looks in the photos.

GamePlay
As for the way the game plays. There were several issues some of which were somewhat small issues that had big negative results. Let's go through these one by one.

Playfield
The first is that the right side subway. This piece requires the ball to travel backwards - from the front of the playfield to the back. Due to this, the gravity of the game worked against the subway. The subway itself needs to be reworked to be taller underneath in the back so it can have a steeper grade. In actual game design, this wouldn't be a huge issue. But we were working with what we had at the show. One of the only ways to work around this was to flatten the pitch of the game to help the ball roll back better. It was a necessary evil that resulted in the game looking like it was around a 5 degree pitch. Contrary to comments in this thread by people across the country, it wasn't because we were too stupid to twist the leg levelers.
Next issue, the software has not yet implemented a ball search. In normal development, this isn't a big deal. Adding a couple timers and having a switch resetting timer is a relatively simple task to complete and could be done in a few hours of work. But regardless, it wasn't done yet. The result of this was that every time the ball got stuck (and that was usually on the subway described above), the playfield had to be lifted. That required not putting the glass on and required having someone babysit the game for it to be played. Contrary to comments by people that weren't even present, this had nothing to do with Bills unwillingness to spend $300 on a sheet of invisiglass.

The next issue is that the game magnets were not yet added or implemented. Unlike the above two issues that were relatively simple to fix given more time, this is a big deal and requires some game physical modification as well as a ton of software work to properly pulse them. As a developer, I don't even believe some of the goals of some of the magnets are feasible (such as holding balls in lock for extended time periods without another mechanical mech to hold them). Unfortunately, the impact of this made the game look quite featureless. I know I explained to several folks at the show how many of the magnets will work describing the missing features.

Another issue was the playfield protector. The protector was fastened down in the front but in a way that caused a small air bubble near the flippers. Had the protector been simply free floating, it would have been ok. This is another very simple fix that was not something that could be done at the show. But this resulted in the ball losing its power at the flipper area. This made the flippers seem weak and it threw off the timing of the ramp shot. To those at the show paying attention, I would not expect this to be a long term concern and it should be obvious that it would be relatively easy to fix.
There were a lot of other software problems most of which would be relatively simple to sort out (coming from perspective of someone that understands the code). Unfortunately, there was no time with the machine to make changes prior to unveiling at the show.

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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Fri Jun 19, 2015 7:35 pm

It would appear that Jpop was paying himself as his own employee.
His compensation was about $7,500 USD / month, or $90,000 USD / year.
His wife currently lists herself as the VP of marketing at zidware.
https://www.linkedin.com/pub/michelle-p ... 49/b67/473 <-- update: she has removed this information now.

It is unknown how much she was paid over the years.
The 2 of them combined may have spent all the money.

Of the approximate $925,000 USD in revenue, his personal compensation over those years would consumer nearly half of the revenue, without manufacturing any complete pinball machines for the near 150 customers.

Magic Girl (only) finances:
    Revenue: 13 Magic Girl pinball machines sold at $16,000.00 USD = $208,000 USD
    Cost: 3 years salary at $7,500.00 USD per month = a month = $270,000.00 USD

Magic Girl was really only about 50% - 60% complete.
The other pins were far-far less.

whiteshadow
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Re: Zidware Pinball USA (aka Jpop)

Postby whiteshadow » Fri Jun 19, 2015 8:53 pm

about --> Sabrina Wei :

1998 - International Heritage Inc (Class action suits - Ponzi scheme faced action by SEC)
http://google.brand.edgar-online.com/EF ... 6MVEdJgOT7

2002 - Worked with Al Petty of Telecom 2000. $3.5M in checks go missing, Sabrina and Al move to Canada.
https://casetext.com/case/in-re-certain-assets-of-petty

2015 Worked for DFRF Enterprises, Canada issues investment fraud warning, (RICO case filed in Massachussetts)
http://behindmlm.com/companies/canada-i ... d-warning/

2015: Sabrina Wei is hired by Pintasia to manage the zidware pinball machine business money.

pintasia-sabrina-wei.jpg
pintasia-sabrina-wei.jpg (50.42 KiB) Viewed 6940 times

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Re: Zidware Pinball USA (aka Jpop)

Postby labnip » Fri Jul 31, 2015 12:10 am

more useful timeline information. worth spreading the news. . . .


John A. Popadiuk, Jr.
Zidware Pinball USA
Pinball Designer ???


The chronicles of John A. Popadiuk Jr's failed attempt at building pinball machines. The first machine offered by Zidware was Magic Girl, followed by Retro Atomic Adventureland and Alice in Wonderland. So far not one customer has ever received their pinball machine.

All of the information has been collected and gathered from various Google searches.
Wikipedia
Zidware Magic Girl Bailout Fails
Pinball Forums
Major Issues for Zidware
Zidware Pinball USA ( AKA JPOP)
John Popadiuk: Another One Bites The Dust
Pinball News
Bay Area Pinball


Quick History Summary:

July 2011:
John Popadiuk began to sell a new (# 1) pinball machine called Magic Girl (MG). It was to be built around 2013.
This game was limited to 13 pinball machines, making it very rare. He later increased the number to 26 pinball machines.
He charged $16,000.00 USD for each of these limited pinball machines.

Soon after selling all the spots for Magic Girl John began to sell another (# 2) new pinball machine called Ben Heck's Zombie Adventureland. Again, not yet designed or built. He offered only 99 of this machines, but he later increased that to 124 pinball machines. Each of these were priced at $10,000.00 USD. Later the theme and title of the game was changed to Retro Atomic Zombie Adventureland, this was also supposed to be completed around 2013.

Later John added yet another (# 3) new pinball machine called Alice in Wonderland and began accepted deposits and payments on that concept machine too. All during this time, John kept everything as hidden as possible. He said he was working super hard and all these new pins were going go be great.

Later John designed & began building a prototype (# 4) of a Kiss pinball machine, which he did NOT have a license for and did not collect any deposits. John would occasionally show a few pieces of the game publicly, but never anything as finished as a white wood or a basic alpha prototype.

Fast Forward to 2013 - 2014:
Many customers began to get worried or frustrated by this time and no games were delivered. To dissuade people from seeking legal means of getting refunds from John for breach of contract via failure to deliver, John would have people post that they'd been to his workshop and that these pinball machines were coming along well & were worth the wait.

Late 2014:
When this began to wear thin, John promised that at the 2014 Expo in October he would do a big reveal. Then at that expo John brought 2 totally empty cabinets. Customers & the pinball community really began to worry & freak out. So John promised he'd have real prototype reveals in Dec 2014 & January 2015 for MG and RAZA respectively. Predictably John did not show or provide any updates during those times.

2015:
Customers & people in the community said John was bluffing and he had nothing to show, while just a few people would say that these pinball machines were 95% complete prototypes, they had played them and all was well, just taking longer than expected.

More time goes by and dozens of customers begin to demand refunds and some even start legal proceedings against John. John claims he's working 14 hrs a day 7 days a week and is tired or perplexed that he's also getting hundreds of emails or texts or phone calls a day regarding the lack of progress. But things are still good, in his mind.

April 21, 2015:
Email from John in response:

Hello,

I received an email from an owner this morning, “John call to action, a group (person) is gonna’ charge you with fraud and take you down”. He was nice enough to send along, told me to reply “fast”. In respect to the group, which I hold high, I thought I would repost to our blog only here as it is an honest reply at this time, and what appears on the outside is not always what is happening on the inside. Am working hard here everyday despite all the external pressure coming today and this is my best. Am surprised I have not dropped dead. I will keep doing new reports for game progress, new features, more pictures, flipping, etc. And keep on the website.

Again my apologies as I did not get into pinball now to make enemies by any stretch or become a felon, and am posting here so all can read my words sent just a bit ago. Was trying not to do the “mushy” posts anymore but just show real game progress.
Jpop
Picture
“”””Hi,

Thanks for the email. As I mentioned before I have been battling the “pinside” group for months now (since the DP downfall began in public) and it has done the most damage to my work, apart from anything I have missed or do poorly as a business owner. In many cases people (many not owners) have severely damaged my business, reputation and exploding my customer base with their public statements, rants and “toxic” posts. Also been harassed by phone, computer, email, text or incited by posters online, which is a criminal offense today.

All of this sadly has taken away from pinball making time here, as there are only so many hours in the day ( I do still work 7 x14). i do post what I can to the blog and to people’s email. Still get 100+ per day. Obviously my door is always open, and I have refused only 1 person from a tour here ever.

We do have some “viable” negotiations still ongoing (all documented in emails and legally – not fluff) to partner and/or get more funding to keep the company strong and moving ahead. As the “pinside” wave has helped to cause many of my customers to stop support, except for a few and actually has halted some other investors or big orders coming in for new game sales for open games. I feel pinside and a lot of the posters (many in an NDA – many behind fake names) are all liable in some form. Obviously I cannot discuss openly any deals until it’s news, and choose not to bait people with false hopes. There are a few owners that know “all” and I trust them for feedback. Some I thought i could trust but was used. We recently had to “no-reply” to a awful pinball deal (in works for months and looked promising) that came our way. My attorney and I were genuinely sad and dissapointed. Some of the discussions are now very amazing and all would benefit, but sadly nothing is fast or signed. Luckily since the beginning of the project we have a long trail of development to refer to as record, and the work is really far along and looks good. Been as open, honest, sincere as I can in this now “crowded” and “competitive” pinball world. But yes I am not done, and I “suck” at being on “internet time” for communication. Not new news, I have been told this and agree. My brain is just wired differently as an artist, and i am no social network maven.

Obviously there is nothing I can do to stop people from going after me legally or pressing charges at any time for anything in America, personally or in business. I have that same right to go after my critics or anyone. But certainly anything big would shutdown all work here immediately, as my time would be needed for legal items I am sure and to protect the work and pinball IP which is substantial. I probably could not afford either to hire lawyers needed. Never been sued or charged in the past “for anything”, lead a quiet (somewhat) peaceful career, so I have no experience at all, other than the attorneys make out fine financially and not all attorneys are to be “trusted” as I have learn firsthand.

Also was told, in person, a group of owners wants to force a close of my business, buy the assets at auction, and then resell or license to a larger group. My response was that if these “Wizards” have a positive deal ready, in writing, to now show the hand, tell the group (under NDA) and not wait. Could be a long-term “win-win”. My goal is to complete these pinball machines and of course listen to all ideas to move it along in a good fashion.

I have copied my advisor on this as well, as a “very good” friend and legal guru since day one. My goal was to make good pinball machines for people, the pinball community that have supported me with kudos and funds my whole career, but it has not been the journey as I thought. But ultimately I understand I am the guy at the top and accountable. I do not have all the “correct” answers today, I am very sorry but still 100% on it as I speak.

John Popadiuk
Picture
May 21, 2015:
It looks like John Popadiuk and his company Zidware are having financial problems which will affect the release of the Magic Girl, Retro Atomic Zombie Adverntureland, and Alice in Wonderland Pinball machines. Vendors have been complaining on posts via Pinside that payment was not being given for services and products Zidware was using. It’s very sad with the demise of Skit B Pinball (Predator Pinball) and now John Popadiuk president of Zidware. It seems that John is looking for investors to back his company financially.

Below is a statement released from John Popadiuk, president of Zidware.

May 21, 2015:
PLAN OF ACTION FOR PURCHASERS OF MAGIC GIRL™, RAZA AND AIW

It is with great excitement, determination and love for pinball that has led me to pursue and find a possible solution that can be announced to you today. I want to take this opportunity to thank each and every one of you who believed in the magical designs that have been created. I acknowledge and appreciate the faith you have in placing deposits with Zidware, Inc. (“Zidware”) to deliver to you incredible machines that take pinball to another level. Thank you for your patience and support …this well-deserved update will give you a good idea of where we have been and where we are headed in the future.

First and foremost, my apologies for not being a better businessman. In the past, great success was accomplished by focusing on what I do best… design and artistic direction of games. The business mechanics were left to the executives at companies such as Williams and Bally. I did not realize what it entails to run a company and get a machine designed and produced from start to finish. At the rate that I have been going, bankruptcy would be inevitable absent some type of corrective action. Zidware no longer has the ability to get Magic Girl™ (“MG”) into production let alone Retro Atomic Zombie Adventureland™ (“RAZA”) and Alice in Wonderland The Pinball™ (“AIW”). A copy of current financials will be available evidencing the impossible predicament Zidware currently faces. Further, the delivery of machines to my customers who have placed orders and provided deposits has always been my primary concern and a responsibility that I take very seriously.

Therefore, I have sought out a solution to bring these games into production and to benefit all purchasers who have continued to believe in me. Apologies for the lack of communication, however it was best to find a workable solution first, rather than to string everyone along on false hopes. At this point I have a plan in place and therefore am taking this opportunity to share it with you. My hope is that with this solid plan, you, as a purchaser, will be supportive of this endeavor and remain patient and work with this plan to achieve the desired goal of producing MG, RAZA and AIW machines.

What is the plan and how will it help the purchasers of Zidware products?
In a call for help, one of my customers, a businessman specializing in the restructuring of companies, realized that there was no way Zidware could get this project over the finish line and into production. He was saddened by the fact that many would suffer a loss and it would be a black eye for the pinball industry and my reputation.

Over the last month or so, this individual and his associates have done extensive due diligence on Zidware to determine the best plan of action. They have assembled a team of professionals capable in bringing pinball machines to production under a new, unrelated company. I have granted this new company (“Licensee”) an exclusive license for MG, RAZA and AIW. They will then be able to take MG from its current state to the point of production, along with potential orders for RAZA and AIW. Once these machines are produced, the Licensee plans to continue and grow to become an industry leader in creative unique pinball design.

What can you expect next?

The Licensee is now underway to complete a master prototype Magic Girl™. An announcement will be made as to when this will be, however the goal is to have it ready in time to unveil at an upcoming show. From this point forward, information and progress will be provided by the Licensee as Zidware is no longer in control.

This group is currently in the process of negotiating with proven known quality manufacturers to get the games produced. As soon as this is contracted, purchasers will be notified and given a forecast of the timeline to complete development as well as release dates for final product. As it stands today, the anticipated time-frame until production of MG is approximately 2 years or sooner.

As for the other 2 games, art work will be under the Licensee’s direction and prototypes will be forthcoming. I have agreed to independently consult with the Licensee for continuity to complete the pinball designs for all 3 games. The time-frame until production of AZA and AIW product is 2 to 3 years post MG production.

I encourage fellow Pinheads to allow this team to help make these games come to life. The Licensee has already made significant investment in both time and money to get where we are today. They have acquired the licenses for these games not motivated by profit, but to make the designs a reality and forge a viable path for production of these products to Zidware customers. The only other alternative is that Zidware would be forced to file for bankruptcy, resulting in virtually nothing to the purchasers and none of the games that we have worked on all these years will ever be produced.

We need patience, positive input and support from you and all of Zidware’s customers. Once each purchaser has responded back with positive intentions, the Licensee will be formally announced and be able to continue to move forward. However if there are any clarification questions regarding this letter or agreement, please do not contact the attorneys directly, instead you may send an email to: Magic Girl Info <magicgirl.raza.aiw@gmail.com>. The Licensee has already indicated that they will be opening the doors to share the progress with customers and welcoming everyone with open arms!

To be clear, there will not be any refunds as Zidware lacks the cash reserves necessary to return any customer deposits. The Licensee is here to create and build pinball machines and it is not responsible for Zidware’s liabilities. Nonetheless, working together, the Licensee will have the ability to produce machines and Zidware customers will be provided credits for deposits made. We are very lucky that the
Licensee started down this path to help the pinball community by trying to rectify this situation.

This is what we need in order for the Licensee to move forward, please take advantage of this opportunity and complete the attached agreement prepared by the attorney for the Licensee. This is what is required from you in the attached agreement in order for the plan to succeed:

1) Confirmation of your intent to complete the purchase of the ordered item(s) by executing and returning the attached agreement so that the Licensee does not expend resources for customers who may not wish to complete their order.

a. Magic Girl™ – original purchasers. The Licensee is already in talks with potential manufacturers to create a Magic Girl™–Collector’s Edition, limited to only 199 worldwide for those who have already purchased or provided deposits. This is first come first serve
as we will close off as soon as we reach 199 orders. Zidware deposits will be converted to credits dollar for dollar.

b. RAZA or AIW purchasers. For those who have placed a deposit on RAZA or AIW, the Licensee is allowing these purchasers to convert their deposits to credits towards:

i. Magic Girl™–Collector’s Edition ($15,995) – Limited to only 199 worldwide, this is first come first serve as we will close off as soon as we reach 199 orders. Zidware deposits will be converted dollar for dollar, 1:1 (eg. $6,500 deposit = $6,500 credits).

ii. Magic Girl™-Classic (TBD estimated at between $9,995 to $11,995) – We are offering a new edition of Magic Girl™ with all of the same functionality and quality, since the final product is yet to be finalized and we don’t have actual BOM, we can only provide the price range. Any customers interested in this option will have opportunity to confirm their purchase at time of release of actual price. Zidware deposits will be converted 1:2 (eg. $6,500 deposit = $3,250 credits) for this option.

Once you take delivery of your machine, you have an asset in hand and the ability to keep it or sell it for cash. You will also have the ability to sell your position. Should you wish to wait for the possible creation of a RAZA or AIW, that option is also available.

2) Agreement that you will not bring any action for money damages or specific performance against Zidware, the Licensee, the manufacturer, or any of their directors, officers or members during the earlier of:

(i) delivery of the product or
(ii) 4 years

This is what we need to move forward; we ask your cooperation to support us and allow Zidware to get the Licensee what is needed at this time. This is the only plan that will possibly get these machines produced. It is time sensitive as we need to move quickly or I will have no choice but to pursue a chapter 7 bankruptcy filing resulting in the liquidation of Zidware without delivery of any of the games and virtually no cash to Zidware customers.

This plan is for you, the Pinheads that want something that is a true work of art, quality built that can be treasured for years to come. I have now found the right business team that is dedicated to try to get my work to the finish line and into production. Help me to help you get what you came to Zidware for…a pinball machine that you will be very proud of to have in your collection!

To Our Success!

Best Personal Regards,
ZIDWARE, INC.
John Popadiuk
President
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May 22, 2015:
Letter from John to people who ordered machines:

I am excited to present to you the following attachments which will explain to you where we stand now and where we are going in the future.
I apologize for the late timing of these however once you read them you will understand why it was best to get everything finalized before they were presented to you. I appreciate everyone who believed in me and I hope together we can finally bring the magic to life.
Best Personal Regards,
John Popadiuk

RECONFIRMATION OF PURCHASE ORDER
AND STANDSTILL AGREEMENT

BACKGROUND
Zidware, Inc. (“Zidware” or the “Company”) is a designer and manufacturer of pinball machines.
The Company has been in business since 2009 and it has been predominately working on 3
games, namely: Magic Girl™ (“MG”), Retro Atomic Zombie Adventureland™ (“RAZA”) and Alice
in Wonderland The Pinball™ (“AIW”). The Company is headquartered in a leased facility in
Streamwood, Illinois and has historically operated at a deficit and relied on deposits from
purchasers of machines and shareholder loans to fund its operations. After 4 years, the
Company still has not been able to produce one machine to deliver to its customers so the
Company is unable to secure any additional operating cash.
As a result of the foregoing, Zidware is facing difficulty in generating sufficient cash flow to meet
its obligations as they become due. Zidware concluded that it had to have help to take the
designs that had been created and get them into production or the Company would be forced to
pursue a Chapter 7 bankruptcy liquidation.
PLAN OF ACTION/NEED FOR RECONFIRMATION AND STANDSTILL
Zidware has signed an exclusive license agreement with a third-party pinball design company
(“Licensee”) who has the business expertise to bring these games to production. The Licensee
is open to fulfilling orders from Zidware customers (including providing credits for deposits made
to Zidware) provided that each customer reaffirm his or her interest in obtaining the ordered
products or converting to other products and providing any outstanding payment upon
finalization of pricing, together with his or her commitment to standstill from bringing any action
related to outstanding orders. The Licensee will be hiring Zidware’s founder as a consultant (in
such capacity, “Consultant”) to assist Licensee in the completion of the design of the games,
and a standstill agreement is important to ensure that Consultant is not needlessly distracted by
demands or litigation during this critical time.
INSTRUCTIONS FOR COMPLETION OF CERTIFICATION
Please complete the below Certification and return it to Licensee’s attorney (i) by mail at 300 S.
Wacker Drive, Suite 2300, Chicago, Illinois 60647 (ii) by email to jlitwin@mpslaw.com or (iii) by
fax to: (312) 987-9854 (Attn: Jordan Litwin). Completed Certifications must be received by
June 1, 2015.

CERTIFICATION
The undersigned, a Purchaser/Creditor of Zidware Inc. does hereby acknowledge receipt of a
Reconfirmation of Purchase Order and Standstill Agreement.
The undersigned does hereby confirm the below ordered item(s) by executing and returning the
attached agreement so that the Licensee can most effectively plan production of products
available to Zidware customers. The final cost of machines and date of delivery remains to be
determined. The Purchaser/Creditor will have the ability to make final decision on the quantity
and type of machine to be delivered upon those details being made available.
Zidware Purchase Orders:
Magic Girl™ Quantity: ____ Zidware Deposit: $__________
Retro Atomic Zombie Adventureland™ Quantity: ____ Zidware Deposit: $__________
Alice in Wonderland The Pinball™ Quantity: ____ Zidware Deposit: $__________
Reconfirmation of Purchase Order – MG:
_____ Yes, I would like to reconfirm my order(s) for a Magic Girl™–Collector’s Edition (limited
to 199), at a price of USD $15,995. My deposits to Zidware will be converted 1:1 into a Magic
Girl™–Collector’s Edition.
Conversion Options – RAZA & AIW:
For Retro Atomic Zombie Adventureland™ and Alice in Wonderland The Pinball™
purchasers only.
_____ Yes, I would like to convert my order(s) for RAZA and/or AIW to a Magic Girl™–
Collector’s Edition (limited to 199), at a price of USD $15,995. My deposit(s) to Zidware will be
converted 1:1 into a Magic Girl™-Collector’s Edition.
_____ Yes, I would like to convert my order(s) for RAZA and/or AIW to a Magic Girl™–Classic,
at a price range of (USD $9,995 to $11,995). My deposit(s) to Zidware will be converted 1:2 into
a Magic Girl™–Classic.
_____ No, I would like to wait for the possibility of production of RAZA and/or AIW
machine(s) which I originally ordered. Prices and credits yet to be determined.
The Purchaser/Creditor covenants and agrees with Zidware and Licensee that, pending
development and completion of a master prototype of games, and for greater certainty during
the period commencing on the date of execution of this Agreement and ending on the earlier of:
(i) delivery of the product(s) or
(ii) four (4) years

the Purchaser/Creditor shall not cause interference or delay with the delivery of games by
Licensee and the Purchaser/Creditor will not bring any action for money damages or specific
performance (or shall immediately dismiss, if any such action has been taken) against Zidware,
the Licensee, any manufacturer utilized by Zidware or Licensee, or any of their directors,
officers, members or shareholders.
The undersigned hereby represents that the amount set opposite its signature is a true and
correct statement of the amount of deposit provided to Zidware for outstanding products and
that it has voluntarily agreed to the standstill provisions set forth in this Certification.
Dated this ________ day of May, 2015.
AMOUNT OF DEPOSIT TO ZIDWARE __________________________________
Name of Purchaser
USD $___________________________ __________________________________
(Attach proof of deposit) Street Address
__________________________________
City and State/Province
__________________________________
Zip/Postal Code and Country
__________________________________
Telephone No. with Country & Area Code
__________________________________
Email Address
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May 23, 2015:
One day after the letter from John:

Dear Fellow Zidware Customers,

Pintasia Design Inc. is the Licensee to MG, RAZA and AIW. We want to share with you who we are and why we are here. We are in the same boat as you. We have interests in both RAZA and MG. By investing our own resources of time, money and efforts, Pintasia on a best efforts basis will do everything that they possibly can to help get back what we all lost to Zidware. To be clear, Pintasia is a third party, and is not a part of Zidware the company or their liabilities.


Pintasia is a newly formed company set up to bring the best talent in all necessary facets of pinball to produce extraordinary games ready for production:

· Business Development - Bill Brandes: business restructuring, real estate holdings, commodities, investment fund

· Finance & Operations - Sabrina Wei: investment banker, business consultant, Deloitte & Touche alumni

· Art Design - Zombie Yeti, artist for MG, RAZA and AIW

· Technical Support - Jim Martin, service and support for machines

· Consultant* (Game Design) - John Popadiuk, Zidware Inc.

· Legal Counsel (USA) – Jordan Litwin, Meltzer, Purtill & Stelle LLC

· Manufacturer – TBD, must be proven quality manufacturer

· Programmer – TBD, must have experience with deep rule sets

* John Popadiuk is strictly a Consultant, he has no interest in Pintasia and does not make any business decisions. His role is strictly defined as artistic design for the completion of the 3 machines in progress.

The agreement provided by our attorney was to quantify Zidware customers enabling us to plan a viable business structure. We have extended the deadline to June 30, 2015, please use updated agreement attached.

We are not asking for money now, and we hope to delay additional payments until production is confirmed. This will largely depend on the manufacturing agreement we enter into. We will release the information upon successful execution.

The Collector's Edition was set at 199, not to encourage an upsell but to allow the opportunity for all Zidware customers to get in on the limited run which will feature special elements. We stress, it is not necessary to have 199 MG-Collector’s Edition ordered to commence production, nor are we forcing anyone to convert from their current title.

The reason we created the Magic Girl Classic is to get possible new sales quicker on a machine that is nearly complete, these potential profits in turn will allow us now to confirm 1:1 credit for RAZA and AIW purchasers.

Our next communication will be strictly answering questions arising from this correspondence. This endeavor was strictly born out of the desire to get the money we all lost to Zidware. We have spoken to many of you personally in the last few days, the positive responses and encouraging words have been absolutely amazing. We want to thank everyone who has lent a hand to help out. For those who we haven’t talked to yet, we invite you to call at your earliest convenience.

Look forward to speaking with you personally,
PINTASIA DESIGN INC.

June 11, 2015:
From Bill @ Pintasia:

First and foremost, I would like to express my deep gratitude to everyone who dedicated their time and effort to help bring Magic Girl to light. Without everyone's effort this would not have been possible.
I would also like to personally thank everyone who believed and supported me in this endeavor.
After working and speaking with a lot of you, who know pinball development inside and out, and finally getting an opportunity to see how far along Magic Girl really is, I have decided that it is not worth my effort or finances to move this to completion.
Despite the fact that I'm not going to continue with MG, I do not regret the investment I have made as I hold the friendships cultivated at a much higher value.

Thanks again for all your support and patience.

Best regards,
Bill

July, 2015:
As of this date, no one has received their pinball machine from John A. Popadiuk Jr.
to be continued.............


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