Rainmaker Systems (VCTL) 10-Q 15 May 14 2014 Q1 Quarterly report Financial data

DOCUMENT_AND_ENTITY_INFORMATIO

DOCUMENT AND ENTITY INFORMATION	3 Months Ended
	Mar. 31, 2014	9-May-14
Entity Information [Line Items]	'	'
Entity Registrant Name	'RAINMAKER SYSTEMS INC	'
Entity Central Index Key	'0001094007	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Smaller Reporting Company	'
Document Type	'10-Q	'
Document Period End Date	31-Mar-14	'
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q1	'
Amendment Flag	'false	'
Entity Common Stock, Shares Outstanding	'	42,581,908

CONSOLIDATED_BALANCE_SHEETS_Un

CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Current assets:	'	'
Cash and cash equivalents	$1,891	$3,633
Restricted cash	1,562	3
Accounts receivable, net	2,483	3,554
Prepaid expenses and other current assets	1,380	1,618
Total current assets	7,316	8,808
Property and equipment, net	858	691
Other non-current assets	1,173	840
Total assets	9,347	10,339
Current liabilities:	'	'
Accounts payable	15,041	13,042
Accrued compensation and benefits	911	1,001
Other accrued liabilities	2,841	3,665
Deferred revenue	1,966	1,965
Notes payable	2,927	3,641
Total current liabilities	23,686	23,314
Deferred tax liability	26	26
Deferred revenue, less current portion	2,267	1,629
Common stock warrant liability	76	93
Other long-term liabilities	158	172
Total liabilities	26,213	25,234
Commitments and contingencies	'	'
Stockholders’ deficit:	'	'
Preferred stock, $0.001 par value; 5,000 shares authorized, none issued and outstanding	0	0
Common stock, $0.001 par value; 50,000 shares authorized, 43,894 shares issued and 42,582 shares outstanding at March 31, 2014 and 43,795 shares issued and 41,495 shares outstanding at December 31, 2013	42	41
Additional paid-in capital	136,549	137,445
Accumulated deficit	-151,482	-149,169
Accumulated other comprehensive loss	-347	-336
Treasury stock, at cost; 1,312 shares at March 31, 2014 and 2,300 shares at December 31, 2013	-1,628	-2,876
Total stockholders’ deficit	-16,866	-14,895
Total liabilities and stockholders’ deficit	$9,347	$10,339

CONSOLIDATED_BALANCE_SHEET_Una

CONSOLIDATED BALANCE SHEET (Unaudited) (Parentheticals) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Statement of Financial Position [Abstract]	'	'
Preferred stock, par value (USD per share)	$0.00	$0.00
Preferred stock, authorized (in shares)	5,000,000	5,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (USD per share)	$0.00	$0.00
Common stock, authorized (in shares)	50,000,000	50,000,000
Common stock, issued (in shares)	43,894,000	43,795,000
Common stock, oustanding (in shares)	42,582,000	41,495,000
Treasury stock (in shares)	1,312,000	2,300,000

CONSOLIDATED_STATEMENTS_OF_COM

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Net revenue	$4,126	$4,656
Cost of services	3,159	3,035
Gross profit	967	1,621
Operating expenses:	'	'
Sales and marketing	936	665
Technology and development	1,012	1,122
General and administrative	1,138	2,980
Depreciation and amortization	85	406
Total operating expenses	3,171	5,173
Operating loss	-2,204	-3,552
Gain due to change in fair value of warrant liability	-17	-225
Interest and other expense, net	99	93
Loss before income tax expense	-2,286	-3,420
Income tax expense	27	30
Net loss from continuing operations	-2,313	-3,450
Net income from discontinued operations, net of tax	0	156
Net loss	-2,313	-3,294
Foreign currency translation adjustments	-11	-86
Comprehensive loss	($2,324)	($3,380)
Basic and diluted net income (loss) per share:	'	'
Net loss from continuing operations (USD per share)	($0.06)	($0.12)
Net income (loss) from discontinued operations (USD per share)	$0	$0.01
Net loss (USD per share)	($0.06)	($0.11)
Weighted average common shares - Basic and diluted (in shares)	41,636	28,994

CONSOLIDATED_STATEMENTS_OF_CAS

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Operating activities:	'	'
Net loss	($2,313)	($3,294)
Adjustment for income from discontinued operations, net of tax	0	-156
Adjustment to reconcile net loss to net cash provided by operating activities:	'	'
Depreciation and amortization of property and equipment	85	406
Amortization of debt discount	29	0
Gain due to change in fair value of warrant liability	-17	-225
Stock-based compensation expense	156	979
Provision for allowance for doubtful accounts	17	0
Provision for allowances for other assets	0	280
Changes in operating assets and liabilities:	'	'
Accounts receivable	1,080	567
Prepaid expenses and other assets	-118	-462
Accounts payable	2,008	2,046
Accrued compensation and benefits	-106	623
Other accrued liabilities	-643	736
Deferred tax liability	0	11
Deferred revenue	639	-320
Net cash provided by continuing operations	817	1,191
Net cash provided by discontinued operations	0	121
Net cash provided by operating activities	817	1,312
Investing activities:	'	'
Purchases of property and equipment	-249	-352
Change in restricted cash, net	0	-165
Net cash used in continuing operations	-249	-517
Net cash used in discontinued operations	0	0
Net cash used in investing activities	-249	-517
Financing activities:	'	'
Proceeds from borrowings	10	200
Repayment of borrowings	-753	-320
Restricted cash related to borrowings	-1,562	0
Tax payments in connection with treasury stock surrendered	-3	-79
Net cash used in continuing operations	-2,308	-199
Net cash used in discontinued operations	0	0
Net cash used in financing activities	-2,308	-199
Effect of exchange rate changes on cash	-2	-14
Net increase (decrease) in cash and cash equivalents	-1,742	582
Cash and cash equivalents at beginning of period	3,633	4,494
Cash and cash equivalents at end of period	1,891	5,076
Supplemental disclosures of cash flow information:	'	'
Cash paid for interest	53	57
Cash paid for income taxes	3	3
Supplemental disclosures of non-cash investing and financing activities:	'	'
Common stock issued in settlement of claim	$200	$0

SUMMARY_OF_SIGNIFICANT_ACCOUNT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	'
	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Business
	Rainmaker Systems, Inc. and its subsidiaries ("Rainmaker", "we", "our", or the "Company") is focused on serving large business enterprises to help them increase sales to small and medium sized businesses ("SMB"). The Company's services include lead generation services, SMB sales and contract renewals and the management of outside training for profit.
	We have developed an integrated solution, the Rainmaker Revenue Delivery PlatformSM, that combines specialized sales and marketing services with our proprietary, renewals software and business analytics. Our services include marketing strategy development, personalized renewals or subscription e-commerce and microsite creation and hosting, inbound and outbound e-mail, direct mail, chat, and high-end global call center services.
	Our ViewCentral SaaS platform provides an end-to-end solution for the management and delivery of training and certification programs, or training-as-a-business, for corporations. The ViewCentral Learning Management System ("LMS") platform is a SaaS, cloud based, on-demand, training management system, available 24x7 with no software installation. This self-service platform is highly configurable, so our customers utilize only the modules they need, branded as they choose. Designed specifically to automate time-consuming manual administration and to maximize training participation, the ViewCentral suite contains tools for before, during and after course delivery.
	We are headquartered in the Silicon Valley in Campbell, California, and have additional operations outside of London, England. We also utilize outsourced service providers located in the Dominican Republic and the Philippines. Our global clients consist primarily of large enterprises operating in a range of industries, including hardware, software, software-as- a-service and telecommunications, selling into their SMB market.
	Our strategy for long-term, sustained growth is to maintain and improve our position as a leading global provider of B2B sales and marketing solutions in selected markets. A key aspect of this enhanced solution is to provide our clients a way to partner with Rainmaker on a scalable, repeatable and reliable sales model. This enables our clients to turn customer contacts into revenue generating opportunities while simplifying otherwise complex sales and marketing needs. We operate as a seamless extension of our clients' sales and marketing teams incorporating their brands and trademarks and leveraging business practices to amplify existing efforts.
	Principles of Consolidation
	The accompanying condensed consolidated financial statements include the accounts of Rainmaker Systems, Inc. and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation.
	Basis of Presentation
	The consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. The interim financial statements are unaudited but reflect all normal recurring adjustments, which are, in the opinion of management, necessary for the fair presentation of the results of these periods.
	The results of our operations for the three months ended March 31, 2014 are not necessarily indicative of results to be expected for the year ending December 31, 2014, or any other period. These consolidated financial statements should be read in conjunction with our financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013 ("2013 Form 10-K"), as filed with the SEC on April 1, 2013. Balance sheet information as of December 31, 2013 has been derived from the audited financial statements for the year then ended.
	Liquidity and Going Concern
	As reflected in the accompanying consolidated financial statements, we had a net loss from continuing operations of $2.3 million for the three months ended March 31, 2014. During the three months ended March 31, 2014, we generated $817,000 in cash from operating activities.
	At March 31, 2014, the Company had a net working capital deficit of $16.4 million. Our principal source of liquidity as of March 31, 2014 consisted of $1.9 million of cash and cash equivalents and $2.5 million of net accounts receivable. Our debt balance as of March 31, 2014 was $2.9 million, of which $2.5 million was due to Comerica Bank on May 1, 2014 and $407,000 was due to Agility Captial II, LLC on May 1, 2014, commensurate with the Comerica credit facility. On May 12, 2014, Comerica Bank issued a notice of default. On May 12, 2014, Agility Capital II, LLC issued a notice of default. See Note 5 for further discussion of our debt agreements. Our accounts payable balance increased from $13.0 million as of December 31, 2013 to $15.0 million as of March 31, 2014. $12.9 million of the March 31, 2014 accounts payable balance is related to a merchant account of a customer.
	In order to meet our operating requirements, we will need to raise additional capital from outside third parties or from the sale of assets and restructure our debt. Additionally, we are pursuing a plan to achieve profitable operations through a combination of increased sales and decreased expenses. There can be no assurance that we will be successful in obtaining third party capital, selling assets or restructuring our debt. We do not have adequate cash or financial resources to operate for the next twelve months without raising significant additional capital, which raises substantial doubt about our ability to continue as a going concern.
	The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The ability of the Company to continue as a going concern is dependent on our ability to develop profitable operations through implementation of our current business initiatives.  The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
	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 and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Our estimates are based on historical experience, input from sources outside of the Company, and other relevant facts and circumstances. Actual results could differ materially from those estimates. Accounting policies that include particularly significant estimates are revenue recognition and presentation policies, valuation of accounts receivable, measurement of our deferred tax asset and the corresponding valuation allowance, commitments and contingencies, fair value estimates for the expense of employee stock options and warrants and the assessment of recoverability and impairment of goodwill and long-lived assets.
	Significant Accounting Policies
	There have been no material changes during 2014 in the Company's significant accounting policies to those previously disclosed in the 2013 Form 10-K.
	Recent Accounting Standards
	There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2014, as compared to the recent accounting pronouncements described in the Company’s 2013 Form 10-K, that are of significance, or potential significance, to the Company’s condensed consolidated financial statements.

NET_LOSS_PER_SHARE

NET LOSS PER SHARE	3 Months Ended
	Mar. 31, 2014
Earnings Per Share [Abstract]	'
NET LOSS PER SHARE	'
	NET LOSS PER SHARE
	Basic net loss per share is computed using the weighted-average number of shares of common stock outstanding during the year. Diluted net loss per share also gives effect, as applicable, to the potential dilutive effect of outstanding stock options and warrants, using the treasury stock method, unvested restricted share awards, and convertible securities, using the if converted method, as of the beginning of the period presented or the original issuance date, if later.
	The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
		Three Months Ended
		March 31,
		2014				2013
	Net loss from continuing operations	$	(2,313	)		$	(3,450	)
	Net income from discontinued operations	—				156
	Net loss	$	(2,313	)		$	(3,294	)
	Weighted-average shares of common stock outstanding – basic and diluted	41,636				28,994
	Basic and diluted net income (loss) per share:
	Continuing operations	$	(0.06	)		$	(0.12	)
	Discontinued operations	—				0.01
	Net loss	$	(0.06	)		$	(0.11	)
	The following table presents the unvested restricted stock awards, stock options and stock warrants that were excluded from the calculation of diluted net loss per share for the three months ended March 31, 2014 and 2013 as these securities were anti-dilutive (in thousands).
		Three Months Ended
		March 31,
		2014			2013
	Unvested restricted stock awards	542			2,142
	Stock options	—			876
	Stock warrants	1,795			1,578
	Total anti-dilutive securities	2,337			4,596

CUSTOMER_CONCENTRATION

CUSTOMER CONCENTRATION	3 Months Ended
	Mar. 31, 2014
Risks and Uncertainties [Abstract]	'
CUSTOMER CONCENTRATION	'
	CUSTOMER CONCENTRATION
	We have generated a significant portion of our revenue from sales to customers of a limited number of clients. In the three months ended March 31, 2014, two clients accounted for 75% of our net revenue, with Microsoft Corporation ("Microsoft") representing approximately 54% of our net revenue and Symantec Corporation ("Symantec") representing approximately 21% of our net revenue. In the three months ended March 31, 2013, two clients accounted for 64% of our net revenue, with Microsoft representing approximately 39% of our net revenue and Symantec representing approximately 25% of our net revenue.
	As of March 31, 2014, three customers accounted for 61% of our net accounts receivable, with Microsoft representing approximately 31% of our net accounts receivable, Symantec representing approximately 18% of our net accounts receivable, and Hewlett-Packard representing approximately 12% of our net accounts receivable. As of December 31, 2013, three customers accounted for 76% of our net accounts receivable, with Symantec representing approximately 40% of our net accounts receivable, Microsoft representing approximately 25% of our net accounts receivable, and Hewlett-Packard representing approximately 11% of our net accounts receivable.
	We have outsourced services agreements with our significant clients that expire at various dates ranging through March 2018. Our agreements with Symantec expired on March 31, 2014. Our agreements with Microsoft expire at various dates from June 2014 through June 2015, and can be terminated with thirty days notice. Our agreements with Hewlett-Packard expire in October 2014 and March 2018 and can be terminated prior to expiration with sixty days notice.

BALANCE_SHEET_COMPONENTS

BALANCE SHEET COMPONENTS	3 Months Ended
	Mar. 31, 2014
Balance Sheet Related Disclosures [Abstract]	'
BALANCE SHEET COMPONENTS	'
	BALANCE SHEET COMPONENTS
	Prepaids and Other Current Assets
	Prepaids and other current assets consist of the following (in thousands):
		March 31,				December 31,
		2014				2013
	Prepaids and other current assets:
	Prepaid expenses	$	718			$	623
	Deferred professional service costs	209				252
	VAT tax receivable	237				440
	Other current assets	216				303
	Prepaids and other current assets	$	1,380			$	1,618
	Property and Equipment
	Property and equipment consists of the following (in thousands):
		Estimated		March 31,				December 31,
		Useful Life		2014				2013
	Property and equipment:
	Computer equipment	3 years		$	3,973			$	3,993
	Capitalized software and development	2-5 years		13,342				13,208
	Furniture and fixtures	5 years		335				309
	Leasehold improvements	Lease term		124				123
				17,774				17,633
	Accumulated depreciation and amortization			(17,186		)		(17,099		)
	Construction in process (1)			270				157
	Property and equipment, net			$	858			$	691
	_____________
	-1	Construction in process at March 31, 2014 consists primarily of costs incurred to further develop and enhance our ViewCentral platform. Estimated cost to complete these projects is in the range of $230,000 to $260,000, subject to future revisions.
	Other Non-current Assets
	Other non-current assets consist of the following (in thousands):
		31-Mar-14				31-Dec-13
	Other non-current assets:
	Deposits	$	—			$	4
	Credit card reserve deposits	478				391
	Deferred professional service costs	695				445
	Other non-current assets	$	1,173			$	840
	Accounts Payable
	Approximately $12.9 million in accounts payable as of March 31, 2014 represents collections by the Company on behalf of software sales to third party customers associated with a customer's value added reseller arrangement.  This balance is owed to the customer and the Company is currently negotiating a settlement arrangement on the balance due. As of March 31, 2014, included in accounts receivable is $452,000 associated with this customer.
	Other Accrued Liabilities
	Other accrued liabilities consist of the following (in thousands):
		31-Mar-14				31-Dec-13
	Other accrued liabilities:
	Payable to customers *	$	1,158			$	1,158
	Accrued professional fees	238				663
	Accrued VAT taxes	313				248
	Accrued sales tax	277				229
	Settlement liability	—				200
	Reseller rebates	12				190
	Other liabilities	843				977
	Other accrued liabilities	$	2,841			$	3,665
	* - Amounts represent collections on customer receivables associated with "product sales" in excess of amounts owed to state jurisdictions. The Company is in the process of evaluating remediation plans for the balance due.
	Deferred Revenue and Deferred Professional Services Costs:
	In April 2013, the Company entered into an arrangement to provide subscription services and perform material modifications to its LMS platform to a significant customer. Through March 31, 2014, the customer has not accepted the modifications and is not using the platform and accordingly, no revenue has been recognized under this arrangement through March 31, 2014. As of March 31, 2014, the Company has recorded deferred revenue of $2.2 million of which $422,000 is included in current deferred revenue and $1.8 million is included in noncurrent deferred revenue. The Company has also deferred related professional service costs incurred associated with the customization of the LMSP of $860,000. Deferred professional service costs of $165,000 and $695,000 is included in prepaid and other current assets and other noncurrent assets, respectively.
	The Company anticipates that acceptance of the material modifications will occur in the second quarter of fiscal 2014 and will begin to amortize the deferred balances over the remaining subscription period of 52 months.

LONGTERM_DEBT

LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2014
Debt Disclosure [Abstract]	'
LONG-TERM DEBT	'
	LONG-TERM DEBT
	Long-term debt consists of the following (in thousands):
		March 31,			December 31,
		2014			2013
	Comerica term loan	$	1,500		$	1,800
	Comerica revolving line	998			1,230
	Agility line of credit, net of discount of $67 and $96	340			404
	Notes payable – insurance	89			207
	Total notes payable	2,927			3,641
	Less: current portion	(2,927		)	(3,641		)
	Total notes payable, less current portion	$	—		$	—
	Comerica Bank Credit Facility
	On June 14, 2012, the Company entered into a Loan and Security Agreement with Comerica Bank (the "Comerica Credit Facility"). The maximum amount of credit available to the Company under the Comerica Credit Facility at inception was $5 million, comprised of a $3 million term loan facility ("Term Loan") and a $2 million revolving line of credit ("Revolving Line"), which includes a $500,000 sub-facility for letters of credit and certain credit card services. Under the terms of the Comerica Credit Facility, the Company could request advances under (i) the Term Loan until December 14, 2012, and (ii) the Revolving Line in an aggregate outstanding amount not to exceed the lesser of (i) the Revolving Line or (ii) the borrowing base, which is 80% of the Company's eligible accounts receivable balances, less the aggregate face amount of letters of credit issued and the aggregate limits of any credit cards issued and any merchant credit card processing reserves. Term Loan advances outstanding on December 14, 2012 became payable in thirty equal monthly installments of principal, plus accrued interest, beginning on January 1, 2013. Amounts borrowed under the Revolving Line became due on December 14, 2013, which was subsequently extended to May 1, 2014 as described below. As of March 31, 2014, there was $1.5 million outstanding under the Term Loan and $1.0 million outstanding under the Revolving Line.
	The interest rate per annum for advances under the Comerica Credit Facility is the Prime Referenced Rate, as defined in the Comerica Credit Facility, plus the applicable margin. Prior to March 1, 2014, the applicable margin was one and one half percent (1.50%) per annum for the Revolving Line and two and one quarter percent (2.25%) per annum for the Term Loan. Beginning March 1, 2014, the applicable margin is two and one quarter percent (2.25%) per annum for the Revolving Line and one and one half percent (1.50%) per annum for the Term Loan. The interest rates on our Term Loan and Revolving Line were 5.50% and 4.75%, respectively, as of March 31, 2014.
	The Comerica Credit Facility is secured by substantially all of Rainmaker’s consolidated assets. Rainmaker must comply with certain financial covenants, including maintaining a minimum liquidity ratio with respect to all indebtedness owing to Comerica Bank of at least 1.25 to 1.00. The Comerica Credit Facility contains customary covenants that will, subject to limited exceptions, require Comerica's approval to, among other things, (i) create liens; (ii) make capital expenditures; (iii) pay cash dividends; and (iv) merge or consolidate with another company. The Comerica Credit Facility also provides for customary events of default, including nonpayment, breach of covenants, material adverse events, payment defaults of other indebtedness, failure to deliver audited financial statements with an unqualified opinion, and certain events of bankruptcy, insolvency and reorganization that may result in acceleration of outstanding amounts under the Comerica Credit Facility. If we are not able to comply with such covenants or if any event of default otherwise occurs, our outstanding loan balance could become due and payable immediately and our existing credit facilities with Comerica Bank could be canceled. As of March 31, 2014, we were not in compliance with all loan covenants.
	On February 27, 2014, Comerica Bank issued a notice of default as the amounts outstanding under the Revolving Line were past due. The notice of default also stated that Comerica Bank would not take any action to enforce its rights and remedies under the Comerica Credit Facility but reserved the right to do so in the future. On March 19, 2014, the Company and Comerica Bank entered into a forbearance agreement pursuant to which Comerica Bank agreed to extend the scheduled maturity date of the Revolving Line until May 1, 2014. In addition, under the terms of the forbearance agreement, (i) the amounts outstanding under the Term Loan are due on May 1, 2014, coterminous with the Revolving Line, (ii) advances under the Revolving Line are limited to $1.0 million at any time outstanding, (iii) restricted cash in the amount of $1,562,000 will be held in a segregated deposit account at Comerica Bank as additional collateral for the Term Loan, (iv) effective March 1, 2014, the applicable margin for the Revolving Line was increased to two and one quarter percent (2.25%), and for the Term Loan was decreased to one and one half percent (1.50%), and (v) the Company must satisfactorily address a material accounts payable owed to a customer by April 1, 2014.
	On May 12, 2014, Comerica Bank issued a notice of default as the amounts outstanding under the Comerica Credit Facility were past due and the Company did not satisfactorily address a material accounts payable owed to a customer. The notice of default also stated that Comerica Bank would not take any action to enforce its rights and remedies under the Comerica Credit Facility but reserved the right to do so in the future. Due to the notice of default, pursuant to the Comerica Credit Facility, effective May 12, 2014, the applicable margin for the Revolving Line and the Term Loan was increased to five percent (5%). In addition, the Company notified Comerica Bank on May 14, 2014, that as of April 30, 2014, the Revolving Line exceeded the Borrowing Base by $179,000. The overadvanced position was primarily due to invoices to two foreign subsidiaries of a major customer which may not be included in the borrowing base under the terms of the Comerica Credit Facility.
	Agility Capital Credit Facility
	On October 30, 2013, the Company closed a Loan Agreement (the "Agility Loan Agreement") with Agility Capital II, LLC (“Agility”), providing for a revolving line of credit of up to $500,000, which amount may be increased to $650,000 under certain conditions (the “Maximum Revolving Line”). The Company may request advances under the Agility Loan Agreement in an aggregate outstanding amount not to exceed the lesser of (i) the applicable Maximum Revolving Line or (ii) a borrowing base equal to 30% of the Company's eligible accounts receivable balances. Amounts borrowed under the Loan Agreement are due on the earlier of (i) the date on which the Company’s borrowings under its loan agreement with Comerica Bank become due and payable, and (ii) October 25, 2014. The interest rate per annum for advances under the Agility Loan Agreement is 12.00%. If a default occurs under the Loan Agreement, the interest rate per annum for advances under the Agility Loan Agreement would increase to 18.00%. In addition, if a default in the payment of principal occurs under the Agility Loan Agreement, the Company would be required to pay a default fee equal to$10,000 plus an additional $15,000 for each subsequent 30-day period during which such payment default remains uncured. The Agility Loan Agreement became due on December 14, 2013, commensurate with the Comerica Credit Facility. On February 28, 2014, Agility issued a notice of default due to the notice of default issued by Comerica Bank, as discussed above. The Company paid a default fee of $10,000 to Agility on February 28, 2014 for failure to pay principal when due. Such default was subsequently cured as a result of the extension of the maturity date to May 1, 2014, commensurate with the extension of the scheduled maturity date of the Revolving Line.
	On May 12, 2014, Agility issued a notice of default due as the amounts outstanding under the Agility Loan Agreement were past due. The Company paid a default fee of $10,000 to Agility on May 12, 2014 for failure to pay principal when due. The notice of default also stated that Agility would not take any action to enforce its rights and remedies under the Agility Credit Facility but reserved the right to do so in the future. In addition, the Company notified Agility on May 14, 2014, that as of April 30, 2014, the Agility Loan Agreement exceeded the Borrowing Base by $100,000. The overadvanced position was primarily due to invoices to two foreign subsidiaries of a major customer which may not be included in the borrowing base under the terms of the Agility Loan Agreement.
	The Agility Loan Agreement is secured by substantially all of Rainmaker’s consolidated assets. The Agility Loan Agreement contains customary covenants that will, subject to limited exceptions, require Agility’s approval to, among other things, (i) create liens; (ii) acquire or transfer assets outside of the ordinary course of business; (iii) pay cash dividends; and (iv) merge or consolidate with another company. The Agility Loan Agreement also requires that the Company comply with the financial covenants contained in its loan agreement with Comerica Bank. The Agility Loan Agreement also provides for customary events of default, including nonpayment, breach of covenants, payment defaults of other indebtedness, and certain events of bankruptcy, insolvency and reorganization that may result in acceleration of outstanding amounts under the Agility Loan Agreement. The Company’s obligations under the Agility Loan Agreement are subordinated to the Company’s obligations under its loan agreement with Comerica Bank, pursuant to a subordination agreement between Agility and Comerica Bank. As of March 31, 2014, there was $407,000 outstanding under the Agility Loan Agreement.
	In addition, Agility received a warrant to purchase 216,667 shares of the Company's common stock. The warrant has a 7-year term and an exercise price of $0.45 per share. The warrant may also be exercised by way of a cashless exercise. The warrant also contains provisions that protect its holder against dilution by adjustment of the exercise price and the number of shares issuable thereunder in certain events such as future issuances of common stock at a price below the warrant's exercise price, stock dividends, stock splits and other similar events.
	Notes Payable – Insurance
	On December 11, 2013, we entered into an agreement with AON Private Risk Management to finance our 2013 to 2014 insurance premiums with First Insurance Funding Corp. in the amount of $237,000. The interest rate on the note payable is 4.99% and the note is payable in eight equal monthly installment payments beginning in December 2013. As of March 31, 2014, the remaining liability under this financing agreement was $89,000.

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]	'
COMMITMENTS AND CONTINGENCIES	'
	COMMITMENTS AND CONTINGENCIES
	Lease Commitments
	As of March 31, 2014, our operating commitments include operating leases for our facilities and certain property and equipment that expire at various dates through 2015. These arrangements allow us to obtain the use of the equipment and facilities without purchasing them. If we were to acquire these assets, we would be required to obtain financing and record a liability related to the financing of these assets. Leasing these assets under operating leases allows us to use these assets for our business while minimizing the obligations and upfront cash flow related to purchasing the assets. Rent expense under operating lease agreements for continuing operations during the three months ended March 31, 2014 and 2013 was $139,000 and $153,000, respectively.
	Litigation
	On February 8, 2013, the Company's former Chief Executive Officer, Michael Silton, filed a demand for arbitration and complaint with the American Arbitration Association, alleging breach of contract and other causes of action relating to the termination of Mr. Silton's employment with the Company in October 2012. Mr. Silton sought full payment of severance benefits in the amount of approximately $1.0 million, plus compensation for unused vacation, related penalties and punitive damages. On March 21, 2013, the Company filed a responsive pleading in the arbitration proceedings. On May 15, 2013, the American Arbitration Association appointed an arbitrator. Thereafter, Mr. Silton withdrew his arbitration claim and on May 22, 2013, filed a complaint against the Company in the Santa Clara Superior Court. The allegations and causes of action are the same as the complaint filed with the American Arbitration Association. On July 5, 2013, the Company filed an answer to Silton's complaint and a cross-complaint against Silton. On or about August 1, 2013, Silton filed an answer to the cross-complaint. Between July and December 2013, the parties served and responded to written discovery requests and produced documents. In January 2014, the parties agreed to proceed to mediation. On January 28, 2014, the parties reached a settlement at mediation and executed a confidential settlement agreement. Pursuant to the settlement agreement, and in exchange for a release of claims, Mr. Silton received a payment from the Company's insurer and 1,000,000 shares of the Company's common stock, which were issued during the three months ended March 31, 2014. A portion of the payment and the shares of common stock was paid to Mr. Silton's legal counsel. After effectuating the terms of the settlement, the case was formally dismissed on March 17, 2014. In connection with the settlement agreement, the Company recorded a charge of $200,000 in the year ended December 31, 2013.
	On July 9, 2013, YKnot Holdings LLC (“YKnot”) filed a complaint seeking damages against the Company in the Santa Clara Superior Court alleging breach of contract and related causes of action arising from the eCommerce Processor Agreement (the “Agreement”) entered into by YKnot and the Company in January 2012.  The central allegation in the complaint alleged that the Company failed to timely pay over certain reserves held by the Company against chargebacks and returns relating to YKnot's products in accordance with the Agreement.  On August 12, 2013, the Company filed an answer to the complaint and filed a cross-complaint against YKnot.  In January 2014, the parties agreed to proceed to mediation. On January 28, 2014, the parties reached a settlement at mediation and executed a settlement agreement pursuant to which the Company and YKnot agreed to a mutual "walk away" settlement and release with no money or other consideration paid to either party.
	From time to time in the ordinary course of business, we are subject to other claims, asserted or unasserted, or named as a party to other lawsuits or investigations. We are not aware of any such asserted or unasserted legal proceedings or claims that we believe would have a material adverse effect on our financial condition or results of operations.

FAIR_VALUE_MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2014
Fair Value Disclosures [Abstract]	'
FAIR VALUE MEASUREMENTS	'
	FAIR VALUE MEASUREMENTS
	A summary of the activity of the fair value of the Level 3 liabilities for the three months ended March 31, 2014 and 2013 is as follows (in thousands):
		Beginning			Transfers In (Out)		Gain on Fair			Ending Fair
		Fair Value of					Value Re-			Value of
		Level 3					measurement			Level 3
		Liabilities								Liabilities
	2014
	Common stock warrant liability	$	93		$	—	$	(17	)	$	76
	2013
	Common stock warrant liability	$	348		$	—	$	(225	)	$	123
	The following table represents the fair value hierarchy for our financial assets and liabilities held by us measured at fair value on a recurring basis (in thousands):
		Level 1			Level 2		Level 3
	March 31, 2014
	Assets:
	Money market funds (1)	$	80		$	—	$	—
	Liabilities:
	Common stock warrant liability (2)	$	—		$	—	$	76
	December 31, 2013
	Assets:
	Money market funds (1)	$	1,641		$	—	$	—
	Liabilities:
	Common stock warrant liability (2)	$	—		$	—	$	93
	____________
	-1	Money market funds are valued using active quoted market rates.
	-2	The fair value of our common stock warrant liability is determined using the Black–Scholes valuation method utilizing the quoted price of our common stock in an active market. Volatility is estimated based on the historical market activity of our stock. The expected life is based on the remaining contractual term of the warrants and the risk free interest rate is based on the implied yield available on U.S. Treasury Securities with a maturity equivalent to the warrants' remaining contractual term. See detailed inputs below.
	The Company uses the Black-Scholes model to value our common stock warrant liability. The following are the assumptions used to measure the warrant liability at March 31, 2014 and December 31, 2013, which were determined in a manner consistent with that described for stock option awards as set forth in Note 8:
		March 31, 2014		March 31, 2013
	Contractual life in years	2.25 - 6.58		2.5 - 6.75
	Volatility	93.61% to 100.10%		88.84%
	Risk-free interest rate	0.44% to 2.30%		0.78% to 2.45%
	Dividend rate	—%		—%
	The amounts reported as cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities at March 31, 2014 and December 31, 2013 approximate fair value due to their short-term maturities.
	Notes payable is estimated at March 31, 2014 and December 31, 2013 to have a fair value, using Level 3 input assumptions, of $2.9 million and $3.6 million, respectively. Notes payable fair value approximates the carrying value as the substantive terms and rights of the holders approximate similar terms the Company could obtain from other accredited financial institutions.

STOCKHOLDERS_EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2014
Equity [Abstract]	'
STOCKHOLDERS' EQUITY	'
	STOCKHOLDERS' EQUITY
	Treasury Stock
	During the three months ended March 31, 2014, we had restricted stock awards that vested. We are required to withhold income taxes at statutory rates based on the closing market value of the vested shares on the date of vesting. Accordingly, we offer employees the ability to have vested shares withheld by us in an amount equal to the amount of taxes to be withheld. We purchased 12,624 shares during the three months ended March 31, 2014 with a cost of approximately $3,000 from employees to cover federal and state taxes due.
	During the three months ended March 31, 2014, we issued 1,000,000 shares from treasury pursuant to the settlement agreement with our former CEO. The weighted cost of shares issued from treasury was approximately $1.3 million of which $200,000 was recorded as a reduction of other accrued liabilities and the remaining $1.1 million was recorded as a reduction of additional paid-in capital.
	Stock Compensation
	We expense stock-based compensation to the same expense categories in which the respective award grantee’s salary expense is reported. The table below reflects stock-based compensation expense for the three months ended March 31, 2014 and 2013 (in thousands):
		Three Months Ended
		March 31,
		2014			2013
	Stock-based compensation expense included in:
	Cost of services	$	21		$	17
	Sales and marketing	24			118
	Technology and development	29			43
	General and administrative	82			801
		$	156		$	979
	At March 31, 2014, approximately $1.0 million of stock-based compensation expense relating to unvested awards had not been amortized and will be expensed in future periods through 2016. Under current grants that are unvested and outstanding, approximately $270,000 will be expensed in the remainder of 2014 as stock-based compensation, subject to true-up adjustments for forfeitures and vestings during the year.
	During the three months ended March 31, 2014 and 2013, the weighted average valuation assumptions for stock option awards and forfeiture rates used for the expense calculations for stock option and restricted stock awards were as follows:
		Three Months Ended
		March 31,
		2014		2013
	Expected life in years	4.39		3.76
	Volatility	86.51	%	65.99	%
	Risk-free interest rate	1.53	%	0.44	%
	Dividend rate	—	%	—	%
	Forfeiture Rates:
	Options	21.89	%	27.61	%
	Restricted stock	—	%	15.04	%
	Expected life of our option grants is estimated based on our analysis of our actual historical option exercises and cancellations. Expected stock price volatility is based on the historical volatility from traded shares of our stock over the most recent period of time equal to the expected term of the options. The risk-free interest rate is based on the rate of a zero-coupon U.S. Treasury instrument with a remaining term approximately equal to the expected term. We have not historically paid dividends and we do not expect to pay dividends in the near term and therefore we have set the dividend rate at zero.
	A summary of activity under our 2003 Stock Incentive Plan (the "2003 Plan") and 2012 Equity Inducement Plan (the "2012 Plan") for the three months ended March 31, 2014 is as follows (in thousands):
				Options Outstanding
		Available		Number of			Weighted
		for Grant		Options			Average
							Exercise
							Price
	Balance at December 31, 2013	1,534		2,698			$	0.67
	Authorized	1,660		—			—
	Options granted	(40	)	40			0.25
	Restricted stock awards granted	(100	)	—			—
	Options exercised	—		—			—
	Options canceled	128		(128	)		0.41
	Restricted stock awards forfeited	—		—			—
	Balance at March 31, 2014	3,182		2,610			$	0.67
	In accordance with the 2003 Plan, the number of shares authorized for grant under the 2003 Plan automatically increases on the first trading date of January by an amount equal to the lesser of 4% of our outstanding common stock at the previous December 31 or 2,000,000 shares. Shares outstanding at December 31, 2013 were 41,495,000 and the additional shares authorized amounted to 1,660,000 under the 2003 Plan.
	The following table summarizes the activity with regard to restricted stock awards during the three months ended March 31, 2014. Restricted stock awards were issued from the 2003 Plan and any issuances reduce the shares available for grant as indicated in the previous table. During the three months ended March 31, 2014, we granted restricted stock awards for 100,000 shares to two members of our board of directors with immediate vesting. Restricted stock awards are valued at the closing market price of our stock on the date of the grant (in thousands).
		Number of		Weighted Average
		Shares		Grant Price
	Balance of nonvested shares at December 31, 2013	582		$	0.69
	Granted	100		0.25
	Vested	(185	)	0.42
	Forfeited	—		—
	Balance of nonvested shares at March 31, 2014	497		$	0.7
	The total grant date fair value of the nonvested restricted stock awards was $349,000 as of March 31, 2014.

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2014
Subsequent Events [Abstract]	'
SUBSEQUENT EVENTS	'
	SUBSEQUENT EVENTS
	On May 12, 2014, Comerica Bank issued a notice of default as the amounts outstanding under the Comerica Credit Facility were past due and the Company did not satisfactorily address a material accounts payable owed to a customer. On May 12, 2014, Agility Capital II LLC issued a notice of default due as the amounts outstanding under the Agility Loan Agreement were past due. See Note 5 for further discussion of our debt agreements

SUMMARY_OF_SIGNIFICANT_ACCOUNT1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Principles of Consolidation	'
	Principles of Consolidation
	The accompanying condensed consolidated financial statements include the accounts of Rainmaker Systems, Inc. and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation.
Basis of Presentation	'
	Basis of Presentation
	The consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. The interim financial statements are unaudited but reflect all normal recurring adjustments, which are, in the opinion of management, necessary for the fair presentation of the results of these periods.
	The results of our operations for the three months ended March 31, 2014 are not necessarily indicative of results to be expected for the year ending December 31, 2014, or any other period. These consolidated financial statements should be read in conjunction with our financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013 ("2013 Form 10-K"), as filed with the SEC on April 1, 2013. Balance sheet information as of December 31, 2013 has been derived from the audited financial statements for the year then ended.
Use of Estimates	'
	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 and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Our estimates are based on historical experience, input from sources outside of the Company, and other relevant facts and circumstances. Actual results could differ materially from those estimates. Accounting policies that include particularly significant estimates are revenue recognition and presentation policies, valuation of accounts receivable, measurement of our deferred tax asset and the corresponding valuation allowance, commitments and contingencies, fair value estimates for the expense of employee stock options and warrants and the assessment of recoverability and impairment of goodwill and long-lived assets.
Recent Accounting Standards	'
	Recent Accounting Standards
	There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2014, as compared to the recent accounting pronouncements described in the Company’s 2013 Form 10-K, that are of significance, or potential significance, to the Company’s condensed consolidated financial statements.

NET_LOSS_PER_SHARE_Tables

NET LOSS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2014
Earnings Per Share [Abstract]	'
Calculation of basic and diluted net loss per common share	'
	The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
		Three Months Ended
		March 31,
		2014				2013
	Net loss from continuing operations	$	(2,313	)		$	(3,450	)
	Net income from discontinued operations	—				156
	Net loss	$	(2,313	)		$	(3,294	)
	Weighted-average shares of common stock outstanding – basic and diluted	41,636				28,994
	Basic and diluted net income (loss) per share:
	Continuing operations	$	(0.06	)		$	(0.12	)
	Discontinued operations	—				0.01
	Net loss	$	(0.06	)		$	(0.11	)
Schedule of antidilutive securities excluded from computation of earnings per share	'
	The following table presents the unvested restricted stock awards, stock options and stock warrants that were excluded from the calculation of diluted net loss per share for the three months ended March 31, 2014 and 2013 as these securities were anti-dilutive (in thousands).
		Three Months Ended
		March 31,
		2014			2013
	Unvested restricted stock awards	542			2,142
	Stock options	—			876
	Stock warrants	1,795			1,578
	Total anti-dilutive securities	2,337			4,596

BALANCE_SHEET_COMPONENTS_Table

BALANCE SHEET COMPONENTS (Tables)	3 Months Ended
	Mar. 31, 2014
Balance Sheet Related Disclosures [Abstract]	'
Components of prepaids and other current assets	'
	Prepaids and other current assets consist of the following (in thousands):
		March 31,				December 31,
		2014				2013
	Prepaids and other current assets:
	Prepaid expenses	$	718			$	623
	Deferred professional service costs	209				252
	VAT tax receivable	237				440
	Other current assets	216				303
	Prepaids and other current assets	$	1,380			$	1,618
Components of property and equipment	'
	Property and equipment consists of the following (in thousands):
		Estimated		March 31,				December 31,
		Useful Life		2014				2013
	Property and equipment:
	Computer equipment	3 years		$	3,973			$	3,993
	Capitalized software and development	2-5 years		13,342				13,208
	Furniture and fixtures	5 years		335				309
	Leasehold improvements	Lease term		124				123
				17,774				17,633
	Accumulated depreciation and amortization			(17,186		)		(17,099		)
	Construction in process (1)			270				157
	Property and equipment, net			$	858			$	691
	_____________
	-1	Construction in process at March 31, 2014 consists primarily of costs incurred to further develop and enhance our ViewCentral platform. Estimated cost to complete these projects is in the range of $230,000 to $260,000, subject to future revisions.
Schedule of other non-current assets	'
	Other non-current assets consist of the following (in thousands):
		31-Mar-14				31-Dec-13
	Other non-current assets:
	Deposits	$	—			$	4
	Credit card reserve deposits	478				391
	Deferred professional service costs	695				445
	Other non-current assets	$	1,173			$	840
Schedule of other accrued liabilities	'
	Other accrued liabilities consist of the following (in thousands):
		31-Mar-14				31-Dec-13
	Other accrued liabilities:
	Payable to customers *	$	1,158			$	1,158
	Accrued professional fees	238				663
	Accrued VAT taxes	313				248
	Accrued sales tax	277				229
	Settlement liability	—				200
	Reseller rebates	12				190
	Other liabilities	843				977
	Other accrued liabilities	$	2,841			$	3,665
	* - Amounts represent collections on customer receivables associated with "product sales" in excess of amounts owed to state jurisdictions. The Company is in the process of evaluating remediation plans for the balance due.
	Deferred Revenue and Deferred Professional Services Costs:
	In April 2013, the Company entered into an arrangement to provide subscription services and perform material modifications to its LMS platform to a significant customer. Through March 31, 2014, the customer has not accepted the modifications and is not using the platform and accordingly, no revenue has been recognized under this arrangement through March 31, 2014. As of March 31, 2014, the Company has recorded deferred revenue of $2.2 million of which $422,000 is included in current deferred revenue and $1.8 million is included in noncurrent deferred revenue. The Company has also deferred related professional service costs incurred associated with the customization of the LMSP of $860,000. Deferred professional service costs of $165,000 and $695,000 is included in prepaid and other current assets and other noncurrent assets, respectively.
	The Company anticipates that acceptance of the material modifications will occur in the second quarter of fiscal 2014 and will begin to amortize the deferred balances over the remaining subscription period of 52 months.

LONGTERM_DEBT_Tables

LONG-TERM DEBT (Tables)	3 Months Ended
	Mar. 31, 2014
Debt Disclosure [Abstract]	'
Components of long-term debt	'
	Long-term debt consists of the following (in thousands):
		March 31,			December 31,
		2014			2013
	Comerica term loan	$	1,500		$	1,800
	Comerica revolving line	998			1,230
	Agility line of credit, net of discount of $67 and $96	340			404
	Notes payable – insurance	89			207
	Total notes payable	2,927			3,641
	Less: current portion	(2,927		)	(3,641		)
	Total notes payable, less current portion	$	—		$	—

FAIR_VALUE_MEASUREMENTS_Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2014
Fair Value Disclosures [Abstract]	'
Summary of the activity of the fair value of the Level 3 liabilities	'
	A summary of the activity of the fair value of the Level 3 liabilities for the three months ended March 31, 2014 and 2013 is as follows (in thousands):
		Beginning			Transfers In (Out)		Gain on Fair			Ending Fair
		Fair Value of					Value Re-			Value of
		Level 3					measurement			Level 3
		Liabilities								Liabilities
	2014
	Common stock warrant liability	$	93		$	—	$	(17	)	$	76
	2013
	Common stock warrant liability	$	348		$	—	$	(225	)	$	123
Fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis	'
	The following table represents the fair value hierarchy for our financial assets and liabilities held by us measured at fair value on a recurring basis (in thousands):
		Level 1			Level 2		Level 3
	March 31, 2014
	Assets:
	Money market funds (1)	$	80		$	—	$	—
	Liabilities:
	Common stock warrant liability (2)	$	—		$	—	$	76
	December 31, 2013
	Assets:
	Money market funds (1)	$	1,641		$	—	$	—
	Liabilities:
	Common stock warrant liability (2)	$	—		$	—	$	93
	____________
	-1	Money market funds are valued using active quoted market rates.
	-2	The fair value of our common stock warrant liability is determined using the Black–Scholes valuation method utilizing the quoted price of our common stock in an active market. Volatility is estimated based on the historical market activity of our stock. The expected life is based on the remaining contractual term of the warrants and the risk free interest rate is based on the implied yield available on U.S. Treasury Securities with a maturity equivalent to the warrants' remaining contractual term. See detailed inputs below.
Assumptions used to measure the accrued warrant liability	'
	The following are the assumptions used to measure the warrant liability at March 31, 2014 and December 31, 2013, which were determined in a manner consistent with that described for stock option awards as set forth in Note 8:
		March 31, 2014		March 31, 2013
	Contractual life in years	2.25 - 6.58		2.5 - 6.75
	Volatility	93.61% to 100.10%		88.84%
	Risk-free interest rate	0.44% to 2.30%		0.78% to 2.45%
	Dividend rate	—%		—%

STOCKHOLDERS_EQUITY_Tables

STOCKHOLDERS' EQUITY (Tables)	3 Months Ended
	Mar. 31, 2014
Equity [Abstract]	'
Stock-based compensation expense	'
	e below reflects stock-based compensation expense for the three months ended March 31, 2014 and 2013 (in thousands):
		Three Months Ended
		March 31,
		2014			2013
	Stock-based compensation expense included in:
	Cost of services	$	21		$	17
	Sales and marketing	24			118
	Technology and development	29			43
	General and administrative	82			801
		$	156		$	979
Weighted average valuation assumptions for stock option awards and forfeiture rates used for the expense calculations for stock option and restricted stock awards	'
	months ended March 31, 2014 and 2013, the weighted average valuation assumptions for stock option awards and forfeiture rates used for the expense calculations for stock option and restricted stock awards were as follows:
		Three Months Ended
		March 31,
		2014		2013
	Expected life in years	4.39		3.76
	Volatility	86.51	%	65.99	%
	Risk-free interest rate	1.53	%	0.44	%
	Dividend rate	—	%	—	%
	Forfeiture Rates:
	Options	21.89	%	27.61	%
	Restricted stock	—	%	15.04	%
	Expected life of o
Summary of activity under equity incentive plan	'
	ty under our 2003 Stock Incentive Plan (the "2003 Plan") and 2012 Equity Inducement Plan (the "2012 Plan") for the three months ended March 31, 2014 is as follows (in thousands):
				Options Outstanding
		Available		Number of			Weighted
		for Grant		Options			Average
							Exercise
							Price
	Balance at December 31, 2013	1,534		2,698			$	0.67
	Authorized	1,660		—			—
	Options granted	(40	)	40			0.25
	Restricted stock awards granted	(100	)	—			—
	Options exercised	—		—			—
	Options canceled	128		(128	)		0.41
	Restricted stock awards forfeited	—		—			—
	Balance at March 31, 2014	3,182		2,610			$	0.67
	In accordance with t
Summary of restricted stock award activity	'
	mmarizes the activity with regard to restricted stock awards during the three months ended March 31, 2014. Restricted stock awards were issued from the 2003 Plan and any issuances reduce the shares available for grant as indicated in the previous table. During the three months ended March 31, 2014, we granted restricted stock awards for 100,000 shares to two members of our board of directors with immediate vesting. Restricted stock awards are valued at the closing market price of our stock on the date of the grant (in thousands).
		Number of		Weighted Average
		Shares		Grant Price
	Balance of nonvested shares at December 31, 2013	582		$	0.69
	Granted	100		0.25
	Vested	(185	)	0.42
	Forfeited	—		—
	Balance of nonvested shares at March 31, 2014	497		$	0.7
	The total grant date fai

SUMMARY_OF_SIGNIFICANT_ACCOUNT2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Dec. 31, 2013	Dec. 31, 2012
Debt Instrument [Line Items]	'	'	'	'
Notes payable	$2,900,000	'	'	'
Net loss from continuing operations	-2,313,000	-3,450,000	'	'
Net cash used in operating activities from continuing operations	817,000	1,191,000	'	'
Working capital deficit	-16,400,000	'	'	'
Cash and cash equivalents	1,891,000	5,076,000	3,633,000	4,494,000
Accounts receivable, net	2,483,000	'	3,554,000	'
Accounts payable	15,041,000	'	13,042,000	'
Accounts payable related to merchant account of customer	12,900,000	'	'	'
Comerica Bank	'	'	'	'
Debt Instrument [Line Items]	'	'	'	'
Notes payable	2,500,000	'	'	'
Agility Capital II, LLC	'	'	'	'
Debt Instrument [Line Items]	'	'	'	'
Notes payable	$407,000	'	'	'

NET_LOSS_PER_SHARE_Basic_and_D

NET LOSS PER SHARE - Basic and Diluted Net Loss Per Share (Details) (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Earnings Per Share [Abstract]	'	'
Net loss from continuing operations	($2,313)	($3,450)
Net income from discontinued operations	0	156
Net loss	($2,313)	($3,294)
Weighted-average shares of common stock outstanding - basic and diluted (in shares)	41,636	28,994
Basic and diluted net income (loss) per share:	'	'
Continuing operations (USD per share)	($0.06)	($0.12)
Discontinued operations (USD per share)	$0	$0.01
Net loss (USD per share)	($0.06)	($0.11)

NET_LOSS_PER_SHARE_Antidilutiv

NET LOSS PER SHARE - Antidilutive Securities (Details)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total anti-dilutive securities	2,337	4,596
Unvested restricted stock awards	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total anti-dilutive securities	542	2,142
Stock options	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total anti-dilutive securities	0	876
Stock warrants	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total anti-dilutive securities	1,795	1,578

CUSTOMER_CONCENTRATION_Details

CUSTOMER CONCENTRATION (Details) (Customer concentration risk)

12 Months Ended

3 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2013

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Microsoft

Hewlett-Packard

Sales revenue, services, net

Sales revenue, services, net

Sales revenue, services, net

Sales revenue, services, net

Sales revenue, services, net

Sales revenue, services, net

Accounts receivable

Accounts receivable

Accounts receivable

Accounts receivable

Accounts receivable

Accounts receivable

Accounts receivable

Accounts receivable

clients

clients

Microsoft

Microsoft

Symantec

Symantec

clients

clients

Microsoft

Microsoft

Symantec

Symantec

Hewlett-Packard

Hewlett-Packard

Concentration Risk [Line Items]

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of significant clients

'

'

2

2

'

'

'

'

3

3

'

'

'

'

'

'

Concentration risk percentage

'

'

75.00%

64.00%

54.00%

39.00%

21.00%

25.00%

61.00%

76.00%

31.00%

25.00%

18.00%

40.00%

12.00%

11.00%

Duration of notice needed to terminate agreement

'30 days

'60 days

'

'

'

'

'

'

'

'

'

'

'

'

'

'

BALANCE_SHEET_COMPONENTS_Prepa

BALANCE SHEET COMPONENTS - Prepaids and Other Current Assets (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Balance Sheet Related Disclosures [Abstract]	'	'
Prepaid expenses	$718	$623
Deferred professional service costs	209	252
VAT tax receivable	237	440
Other current assets	216	303
Prepaids and other current assets	$1,380	$1,618

BALANCE_SHEET_COMPONENTS_Prope

BALANCE SHEET COMPONENTS - Property and Equipment (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014		Dec. 31, 2013
Components of property and equipment:	'		'
Property and equipment, gross	$17,774		$17,633
Accumulated depreciation and amortization	-17,186		-17,099
Construction in process	270	[1]	157	[1]
Property and equipment, net	858		691
Minimum	'		'
Components of property and equipment:	'		'
Construction in process, estimated cost to complete projects	230		'
Maximum	'		'
Components of property and equipment:	'		'
Construction in process, estimated cost to complete projects	260		'
Computer equipment	'		'
Property and equipment:	'		'
Useful life of property and equipment	'3 years		'
Components of property and equipment:	'		'
Property and equipment, gross	3,973		3,993
Capitalized software and development	'		'
Components of property and equipment:	'		'
Property and equipment, gross	13,342		13,208
Capitalized software and development | Minimum	'		'
Property and equipment:	'		'
Useful life of property and equipment	'2 years		'
Capitalized software and development | Maximum	'		'
Property and equipment:	'		'
Useful life of property and equipment	'5 years		'
Furniture and fixtures	'		'
Property and equipment:	'		'
Useful life of property and equipment	'5 years		'
Components of property and equipment:	'		'
Property and equipment, gross	335		309
Leasehold improvements	'		'
Components of property and equipment:	'		'
Property and equipment, gross	$124		$123
[1]	Construction in process at March 31, 2014 consists primarily of costs incurred to further develop and enhance our ViewCentral platform. Estimated cost to complete these projects is in the range of $230,000 to $260,000, subject to future revisions.

BALANCE_SHEET_COMPONENTS_Other

BALANCE SHEET COMPONENTS - Other Non-current Assets (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Balance Sheet Related Disclosures [Abstract]	'	'
Deposits	$0	$4
Credit card reserve deposits	478	391
Deferred professional service costs	695	445
Other non-current assets	$1,173	$840

BALANCE_SHEET_COMPONENTS_Accou

BALANCE SHEET COMPONENTS - Accounts Payable and Other Accrued Liabilities (Details) (USD $)	Mar. 31, 2014		Dec. 31, 2013
In Thousands, unless otherwise specified
Balance Sheet Related Disclosures [Line Items]	'		'
Accounts payable	$15,041		$13,042
Accounts receivable	2,483		3,554
Payable to customers	1,158	[1]	1,158	[1]
Accrued professional fees	238		663
Accrued VAT taxes	313		248
Accrued sales tax	277		229
Settlement liability	0		200
Reseller rebates	12		190
Other liabilities	843		977
Other accrued liabilities	2,841		3,665
Collections of software sales due to customer	'		'
Balance Sheet Related Disclosures [Line Items]	'		'
Accounts payable	12,900		'
Accounts receivable	$452		'
[1]	Amounts represent collections on customer receivables associated with "product sales" in excess of amounts owed to state jurisdictions. The Company is in the process of evaluating remediation plans for the balance due.

BALANCE_SHEET_COMPONENTS_Defer

BALANCE SHEET COMPONENTS - Deferred Revenue and Deferred Professional Service Costs (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2014
			Subscription Services of LMSP	Subscription Services of LMSP	Subscription Services of LMSP
				Prepaid and other current assets	Other noncurrent assets
Balance Sheet Related Disclosures [Line Items]	'	'	'	'	'
Deferred revenue	'	'	$2,200,000	'	'
Current deferred revenue	1,966,000	1,965,000	422,000	'	'
Noncurrent deferred revenue	2,267,000	1,629,000	1,800,000	'	'
Deferred professional service costs	$209,000	$252,000	$860,000	$165,000	$695,000
Remaining subscription period	'	'	'52 months	'	'

LONGTERM_DEBT_Longterm_Debt_De

LONG-TERM DEBT - Long-term Debt (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Debt Instrument [Line Items]	'	'
Total notes payable	$2,927	$3,641
Less: current portion	-2,927	-3,641
Total notes payable, less current portion	0	0
Secured debt | Comerica Bank | Term loan | Comerica Bank credit facility	'	'
Debt Instrument [Line Items]	'	'
Total notes payable	1,500	1,800
Secured debt | Comerica Bank | Revolving credit facility | Comerica Bank credit facility	'	'
Debt Instrument [Line Items]	'	'
Total notes payable	998	1,230
Secured debt | Agility Capital II, LLC | Revolving credit facility	'	'
Debt Instrument [Line Items]	'	'
Debt discount	67	96
Line of credit | Agility Capital II, LLC	'	'
Debt Instrument [Line Items]	'	'
Total notes payable	340	404
Notes payable, other payables | AON Private Risk Management | Notes payable - insurance	'	'
Debt Instrument [Line Items]	'	'
Total notes payable	$89	$207

LONGTERM_DEBT_Comerica_Bank_Cr

LONG-TERM DEBT - Comerica Bank Credit Facility (Details) (USD $)

Mar. 31, 2014

Dec. 31, 2013

Mar. 19, 2014

Jun. 14, 2012

Mar. 31, 2014

Mar. 01, 2014

Dec. 31, 2013

Jun. 14, 2012

12-May-14

Mar. 31, 2014

Mar. 19, 2014

Mar. 01, 2014

Dec. 31, 2013

Jun. 14, 2012

12-May-14

Apr. 30, 2014

Jun. 14, 2012

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Comerica Bank

Secured debt

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Comerica Bank credit facility

Revolving credit facility

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Secured debt

Term loan

Term loan

Term loan

Term loan

Term loan

Revolving credit facility

Revolving credit facility

Revolving credit facility

Revolving credit facility

Revolving credit facility

Revolving credit facility

Revolving credit facility

Letter of credit

installments

Subsequent event

Subsequent event

Subsequent event

foreign_subsidiary

Debt Instrument [Line Items]

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Maximum borrowing capacity

'

'

'

$5,000,000

'

'

'

$3,000,000

'

'

'

'

'

$2,000,000

'

'

$500,000

Number of monthly installments of principal

'

'

'

'

'

'

'

30

'

'

'

'

'

'

'

'

'

Outstanding term loan

2,927,000

3,641,000

'

'

1,500,000

'

1,800,000

'

'

998,000

'

'

1,230,000

'

'

'

'

Stated interest rate

'

'

'

'

5.50%

1.50%

'

2.25%

5.00%

4.75%

'

2.25%

'

1.50%

5.00%

'

'

Minimum liquidity ratio

'

'

'

1.25

'

'

'

'

'

'

'

'

'

'

'

'

'

Borrowing availability

'

'

'

'

'

'

'

'

'

'

1,000,000

'

'

'

'

'

'

Restricted cash pledged as collateral

'

'

1,562,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Excess of revolving line over borrowing base

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$179,000

'

Number of foreign subsidiaries of a major customer which may not be included in the borrowing base

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

2

'

LONGTERM_DEBT_Agility_Capital_

LONG-TERM DEBT - Agility Capital Credit Facility (Details) (USD $)	Mar. 31, 2014	Feb. 28, 2014	Oct. 30, 2013	Mar. 31, 2014	12-May-14	Apr. 30, 2014
		Agility	Agility	Agility	Agility	Agility
					Subsequent event	Subsequent event
						foreign_subsidiary
Debt Instrument [Line Items]	'	'	'	'	'	'
Current borrowing capacity	'	'	$500,000	'	'	'
Maximum borrowing capacity	'	'	650,000	'	'	'
Borrowing based on percentage of eligible accounts receivable balances	'	'	30.00%	'	'	'
Interest rate on advances	'	'	12.00%	'	'	'
Interest rate on advances in case of payment default	'	'	18.00%	'	'	'
Payment default fee	'	'	10,000	'	'	'
Additional fee for each subsequent 30 day period of default	'	'	15,000	'	'	'
Principal payment defaul fee	'	10,000	'	'	10,000	'
Excess of revolving line over borrowing base	'	'	'	'	'	100,000
Number of foreign subsidiaries of a major customer which may not be included in the borrowing base	'	'	'	'	'	2
Notes payable	$2,900,000	'	'	$407,000	'	'
Stock issuable upon exercise of warrants (in shares)	'	'	216,667	'	'	'
Term until expiration	'	'	'7 years	'	'	'
Exercise price of warrants (USD per warrant)	'	'	0.45	'	'	'

LONGTERM_DEBT_Notes_Payable_In

LONG-TERM DEBT - Notes Payable Insurance (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013	Dec. 11, 2013
In Thousands, unless otherwise specified			installments
Debt Instrument [Line Items]	'	'	'
Outstanding term loan	$2,927	$3,641	'
AON Private Risk Management | Notes payable, other payables | Notes payable - insurance	'	'	'
Debt Instrument [Line Items]	'	'	'
Notes payable	'	'	237
Stated interest rate	'	'	4.99%
Number of monthly installments of principal	'	'	8
Outstanding term loan	$89	$207	'

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details) (USD $)	Feb. 08, 2013	Jan. 28, 2014	Dec. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
	Breach of employement contract	Breach of employement contract	Breach of employement contract	Building [Member]	Building [Member]
	Threatened litigation	Settled Litigation [Member]	Settled Litigation [Member]
Litigation:	'	'	'	'	'
Rent expense under operating leases	'	'	'	$139,000	$153,000
Estimate of possible loss	1,000,000	'	'	'	'
Stock issued during period (in shares)	'	1,000,000	'	'	'
Litigation charge	'	'	$200,000	'	'

FAIR_VALUE_MEASUREMENTS_Unobse

FAIR VALUE MEASUREMENTS - Unobservable Input Reconciliation (Details) (Common stock warrant liability, Level 3, USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Common stock warrant liability | Level 3	'	'
Summary of the activity of the fair value of the Level 3 liabilities:	'	'
Beginning Fair Value of Level 3 Liabilities	$93	$348
Transfers In (Out)	0	0
Gain on Fair Value Re- measurement	-17	-225
Ending Fair Value of Level 3 Liabilities	$76	$123

FAIR_VALUE_MEASUREMENTS_Fair_V

FAIR VALUE MEASUREMENTS - Fair Value Hierarchy on Recurring Basis (Details) (Measured at fair value on a recurring basis, USD $)	Mar. 31, 2014		Dec. 31, 2013
In Thousands, unless otherwise specified
Level 1	'		'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'		'
Common stock warrant liability	$0	[1]	$0	[1]
Level 1 | Money market funds	'		'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'		'
Money market funds	80	[2]	1,641	[2]
Level 2	'		'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'		'
Common stock warrant liability	0	[1]	0	[1]
Level 2 | Money market funds	'		'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'		'
Money market funds	0	[2]	0	[2]
Level 3	'		'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'		'
Common stock warrant liability	76	[1]	93	[1]
Level 3 | Money market funds	'		'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'		'
Money market funds	$0	[2]	$0	[2]
[1]	The fair value of our common stock warrant liability is determined using the Black–Scholes valuation method utilizing the quoted price of our common stock in an active market. Volatility is estimated based on the historical market activity of our stock. The expected life is based on the remaining contractual term of the warrants and the risk free interest rate is based on the implied yield available on U.S. Treasury Securities with a maturity equivalent to the warrants' remaining contractual term. See detailed inputs below.
[2]	Money market funds are valued using active quoted market rates.

FAIR_VALUE_MEASUREMENTS_Assump

FAIR VALUE MEASUREMENTS - Assumptions (Details) (Common stock warrant)	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
				Minimum	Minimum	Maximum	Maximum
Assumptions used to measure the accrued warrant liability:	'	'	'	'	'	'	'
Expected life in years	'	'	'	'2 years 3 months	'2 years 6 months	'6 years 6 months 29 days	'6 years 9 months
Volatility	'	'	88.84%	93.61%	'	100.10%	'
Risk-free interest rate	'	'	'	0.44%	0.78%	2.30%	2.45%
Dividend rate	0.00%	0.00%	'	'	'	'	'

FAIR_VALUE_MEASUREMENTS_Narrat

FAIR VALUE MEASUREMENTS - Narrative (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]	'	'
Notes payable	$2,900	'
Level 3	'	'
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]	'	'
Notes payable	$2,900	$3,600

STOCKHOLDERS_EQUITY_Treasury_S

STOCKHOLDERS' EQUITY - Treasury Stock (Details) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Class of Stock [Line Items]	'	'
Payments related to tax witholding	$3,000	$79,000
Treasury stock issued, shares	1,000,000	'
Weighted cost of shares issued from treasury	1,300,000	'
Other accrued liabilities	'	'
Class of Stock [Line Items]	'	'
Weighted cost of shares issued from treasury	200,000	'
Additional paid-in capital	'	'
Class of Stock [Line Items]	'	'
Weighted cost of shares issued from treasury	1,100,000	'
Common stock	'	'
Class of Stock [Line Items]	'	'
Shares paid for tax witholding	12,624	'
Payments related to tax witholding	$3,000	'

STOCKHOLDERS_EQUITY_Stock_Comp

STOCKHOLDERS' EQUITY - Stock Compensation Narrative (Details) (USD $)	3 Months Ended			12 Months Ended
	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2014	Mar. 31, 2014
		Members of the Board	Members of the Board	2003 Plan	2003 Plan	2003 Plan
			Unvested restricted stock awards		Common stock	Common stock
			board_director_members			Maximum
Share-based Compensation Arrangements:	'	'	'	'	'	'
Stock-based compensation relating to unvested awards	$1,000,000	'	'	'	'	'
Current unvested and outstanding grants expected to be expensed in current year	$270,000	'	'	'	'	'
Percentage limit to annual increase in total shares authorized	'	'	'	'	'	4.00%
Limit to annual increase in total shares authroized (in shares)	'	'	'	'	2,000,000	'
Shares outstanding	'	'	'	41,495,000	'	'
Authorized (in shares)	1,659,781	'	'	1,660,000	'	'
Restricted stock awards granted in period (in shares)	'	100,000	'	'	'	'
Number of board of director members	'	'	2	'	'	'

STOCKHOLDERS_EQUITY_Allocation

STOCKHOLDERS' EQUITY - Allocation of Share-based Compensation Expense (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]	'	'
Stock-based compensation	$156	$979
Cost of services	'	'
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]	'	'
Stock-based compensation	21	17
Sales and marketing	'	'
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]	'	'
Stock-based compensation	24	118
Technology and development	'	'
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]	'	'
Stock-based compensation	29	43
General and administrative	'	'
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]	'	'
Stock-based compensation	$82	$801

STOCKHOLDERS_EQUITY_Valuation_

STOCKHOLDERS' EQUITY - Valuation Assumptions (Details)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Stock options	'	'
Share-based Compensation Arrangements:	'	'
Expected life in years	'4 years 4 months 20 days	'3 years 9 months 3 days
Volatility	86.51%	65.99%
Risk-free interest rate	1.53%	0.44%
Dividend rate	0.00%	0.00%
Forfeiture rate	21.89%	27.61%
Unvested restricted stock awards	'	'
Share-based Compensation Arrangements:	'	'
Forfeiture rate	0.00%	15.04%

STOCKHOLDERS_EQUITY_Options_Ac

STOCKHOLDERS' EQUITY - Options Activity (Details) (USD $)	3 Months Ended
	Mar. 31, 2014
Available for Grant	'
Balance at beginning of period (in shares)	1,533,516
Authorized (in shares)	1,659,781
Balance at end of period (in shares)	3,182,000
Stock options	'
Available for Grant	'
Options granted (in shares)	-40,000
Options canceled (in shares)	127,985
Number of Options	'
Balance at beginning of period (in shares)	2,698,310
Options granted (in shares)	40,000
Options exercised (in shares)	0
Options canceled (in shares)	-127,985
Balance at end of period (in shares)	2,610,000
Weighted Average Exercise Price	'
Weighted average exercise price, beginning of period (USD per share)	0.67
Options granted (USD per share)	0.25
Options exercised (USD per share)	0
Options canceled (USD per share)	0.41
Weighted average exercise price, end of perido (USD per share)	0.67
Unvested restricted stock awards	'
Available for Grant	'
Restricted stock awards granted (in shares)	-100,000
Restricted stock awards forfeited (in shares)	0

STOCKHOLDERS_EQUITY_Restricted

STOCKHOLDERS' EQUITY - Restricted Stock Activity (Details) (Unvested restricted stock awards, USD $)	3 Months Ended
In Thousands, except Share data, unless otherwise specified	Mar. 31, 2014
Unvested restricted stock awards	'
Number of Shares	'
Balance at beginning of period (in shares)	581,875
Granted (in shares)	100,000
Vested (in shares)	-185,000
Forfeited (in shares)	0
Balance at end of period (in shares)	497,000
Weighted Average Grant Price	'
Balance at beginning of period (USD per share)	$0.69
Granted (USD per share)	$0.25
Vested (USD per share)	$0.42
Forfeited (USD per share)	$0
Balance at end of period (USD per share)	$0.70
Fair value of nonvested awards	$349