OSL (OSLH) Inactive 10-Q21 Jan 142014 Q1 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
Document and Entity Information	Nov. 30, 2013	Jan. 21, 2014
Document And Entity Information	'	'
Entity Registrant Name	'OSL HOLDINGS INC.	'
Entity Central Index Key	'0001329957	'
Document Type	'10-Q	'
Document Period End Date	30-Nov-13	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--08-31	'
Is Entity's Reporting Status Current?	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	152,207,316
Document Fiscal Period Focus	'Q1	'
Document Fiscal Year Focus	'2014	'

Consolidated_Balance_Sheets

Consolidated Balance Sheets (USD $)	Nov. 30, 2013	Aug. 31, 2013
Current assets:	'	'
Cash	$1,085	$70,217
Prepaid and other assets	2,000	3,000
Total current assets	3,085	73,217
Total assets	3,085	73,217
Current liabilities:	'	'
Accounts payable and accrued liabilities	1,145,479	1,117,420
Accrued officers compensation	893,308	716,000
Advances from related parties	58,160	63,560
Senior secured convertible note	'	19,950
Secured promissory note - in default	170,000	170,000
Convertible notes, net of discount	238,482	317,232
Convertible notes with related parties, net of discount	47,590	39,153
Promissory notes, net of discount	74,390	300,000
Promissory notes with related parties, net of discount	94,286	91,428
Derivative liability	2,004,014	2,574,365
Total current liabilities	4,725,709	5,409,108
Commitment and contingencies	'	'
Stockholders' deficit:	'	'
Common Stock, $.001 par value; 450,000,000 shares authorized; 152,207,316 and 136,936,316 shares issued and outstanding at November 30, 2013 and August 31, 2013, respectively	152,208	136,937
Additional paid-in capital	8,508,166	7,808,965
Deficit accumulated during the development stage	-13,382,998	-13,281,793
Total stockholders' deficit	-4,722,624	-5,335,891
Total liabilities and stockholders' deficit	$3,085	$73,217

Consolidated_Balance_Sheets_Pa

Consolidated Balance Sheets (Parenthetical) (USD $)	Nov. 30, 2013	Aug. 31, 2013
Statement of Financial Position [Abstract]	'	'
Common Stock, par value	$0.00	$0.00
Common Stock, shares authorized	450,000,000	450,000,000
Common Stock, shares issued	152,207,316	136,936,316
Common Stock, shares outstanding	152,207,316	136,936,316

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended		38 Months Ended
	Nov. 30, 2013	Nov. 30, 2012	Nov. 30, 2013
Operating expenses:	'	'	'
General and administrative expenses	$394,711	$271,310	$5,546,317
Impairment of website development costs	100	'	185,900
Operating loss	-394,811	-271,310	-5,732,217
Other:	'	'	'
Interest expense	-182,023	-129,119	-678,425
Loss on conversion of debt and settlement of accrued interest	'	-43,066	-755,978
Gain on settlement of debt	44,829	'	66,529
Debt issuance costs	'	-44,172	-145,510
Change in value of derivative liability	430,800	36,179	-5,462,220
Reverse merger costs	'	'	-647,880
Costs of rescinded acquisition	'	'	-27,297
Other income (expense), net	293,606	-180,178	-7,650,780
Net loss	($101,205)	($451,488)	($13,382,998)
Net loss per common share	'	'	'
Net loss per common share - basic and diluted	$0	($4.32)	'
Weighted average common shares outstanding - basic and diluted	146,555,195	104,536	'

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	3 Months Ended		38 Months Ended
	Nov. 30, 2013	Nov. 30, 2012	Nov. 30, 2013
Cash flows from operating activities:	'	'	'
Net loss:	($101,205)	($451,488)	($13,382,998)
Adjustments to reconcile net loss to cash used in operating activities:	'	'	'
Cost of reverse merger	'	'	647,880
Impairment of website development costs	'	'	185,800
Fair value of stock issued upon rescinded acquisition	'	'	20,000
Fair value of stock issued for services from outside parties	'	'	714,981
Stock issued to officers for compensation and services	2,890	1,250	1,618,023
Cost of offerings	'	44,172	145,510
Loss on conversion of debt and accrued interest	'	43,066	755,978
Gain (Loss) on settlement of debt	-44,829	'	-66,529
Change in fair value of derivative liability	-430,800	-36,179	5,462,220
Amortization of note discount	145,044	75,664	518,920
Non cash interest expense on note conversions	'	40,267	69,101
(Increase) decrease in:	'	'	'
Prepaid and other assets	1,000	'	10,500
Accounts payable and accrued liabilities	99,360	53,928	811,539
Accrued compensation	177,308	150,000	1,113,308
Net cash used in operating activities	-151,232	-79,320	-1,375,766
Cash flows from financing activities:	'	'	'
Advances from (to) related parties	-5,400	26,850	-5,515
Payment of senior secured convertible note	-25,000	'	-105,000
Payment of promissory notes	'	'	-3,000
Payment of convertible notes	-12,500	'	-37,500
Cash received on issuance of convertible promissory notes	100,000	'	753,000
Cash received on issuance of a promissory note	25,000	52,500	392,365
Cash received on issuance of a promissory note - related parties	'	'	76,000
Cash received on shares to be issued	'	'	100,000
Cash received on issuance of common stock	'	'	206,500
Net cash provided by financing activities	82,100	79,350	1,376,850
Change in cash:	'	'	'
Net increase (decrease)	-69,132	30	1,085
Balance at beginning of period	70,217	202	'
Balance at end of period	1,085	232	1,085
Cash paid for:	'	'	'
Income taxes	'	'	'
Interest	'	'	'
Non cash financing activities	'	'	'
Fair value of common shares issued upon conversion of senior secured promissory note	'	34,177	16,000
Common shares issued upon conversion of convertible notes and accrued interest	14,421	'	254,119
Accounts payable assumed on reverse acquisition	'	'	265,380
Acquisition of website for accounts payable	'	'	185,800
Promissory notes assumed on reverse acquisition	'	'	142,500
Issuance of note payable on reverse merger	'	'	240,000
Fair value of common shares issued upon conversion of accrued compensation	'	'	220,000
Fair value of beneficial conversion feature of convertible notes	'	336,868	358,333
Reclassification of common shares issuable to additional paid in capital	'	'	102,083
Common shares issued to lender as consideration for issuance of promissory note	610	'	9,181
Reclassification of derivative liability to additional paid in capital	139,551	'	4,036,157
Discount on notes payable from derivative liability	'	'	319,441
Reclassification of accounts payable to notes payable - related parties	'	'	63,674
Reclassification of accrued interest from notes payable to accrued liabilities	'	'	67,965
Fair value of common shares issued upon conversion of collaboration agreement	$557,000	'	$557,000

Organization_Nature_of_Busines

Organization, Nature of Business and Basis of Presentation	3 Months Ended
Organization, Nature of Business and Basis of Presentation	Nov. 30, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Organization, Nature of Business and Basis of Presentation	'
	Note 1- Organization, Nature of Business and Basis of Presentation

	Organization and Nature of Business

	OSL Holdings, Inc. (the “Company”) was incorporated under the name Red Rock Pictures, Inc. on August 18, 2006 under the laws of the State of Nevada and was engaged in the business of developing, financing, producing and licensing feature-length motion pictures and direct response infomercials. On June 6, 2008, the Company entered into a stock for stock exchange agreement with Studio Store Direct, Inc. (“SSD”). Pursuant to the stock for stock exchange agreement, the Company acquired 100% of the assets of SSD by issuing 11,000 restricted common shares in exchange for all the issued and outstanding shares of SSD. With the addition of SSD, the Company also operated as a traditional infomercial production and distribution company.

	On October 10, 2011, the Company completed a share exchange (the “Share Exchange”) with Office Supply Line, Inc. (“OSL”), a company incorporated in the State of Nevada on September 16, 2010, whereby OSL exchanged all of the issued and outstanding shares of OSL in exchange for 50,000 shares of the Company’s common stock. As part of the Share Exchange, the Company entered into a Share Cancellation Agreement and Release (the “Share Cancellation Agreement”) with Crisnic Fund S.A., a Costa Rican corporation (“Crisnic”), and OSL, pursuant to which Crisnic cancelled 14,130 shares of the Company in exchange for $10,000 cash and a Secured Promissory Note of OSL in the principal amount of $240,000 (the “Crisnic Note”). See Note 6.

	Immediately prior to the Share Exchange, the Company entered into an Asset Assignment Agreement (the “Asset Assignment Agreement”) by and among Reno Rolle (“Rolle”), Todd Wiseman (“Wiseman”), former principals of the Company, and Red Rock Direct (an entity managed by Rolle and Wiseman), pursuant to which the Company assigned certain of its assets to Red Rock Direct in consideration of the cancelation of shares of the Company of Rolle (144 shares that had not yet been issued) and Wiseman (5,000 shares due under an employment agreement), pursuant to Share Cancellation Agreements and Releases entered into among each of Rolle (and Lynn Rolle, the wife of Rolle) and Wiseman, the Company and OSL; and the assumption of certain indebtedness of the Company by Red Rock Direct.

	For financial statement reporting purposes, the Share Exchange was treated as a reverse acquisition, with OSL deemed the accounting acquirer and the Company deemed the legal acquirer. These financial statements reflect the historical activity of OSL, and the historical stockholders’ equity of OSL has been retroactively restated for the equivalent number of shares received in the Share Exchange after giving effect to the differences in par value offset to additional paid-in capital. In connection with the Share Exchange, OSL is deemed to have issued an additional 1,068 shares of common stock to its stockholders existing prior to the Share Exchange. Reverse merger costs of approximately $649,000 include net liabilities of $408,000 assumed upon the reverse merger and the $250,000 cost of the Share Cancellation Agreement.

	On October 17, 2011, the Company changed its name to OSL Holdings Inc. and became a holding company for its operating subsidiaries.

	On December 4, 2012, the Company amended its Articles of Incorporation to increase the number of authorized shares of Common Stock available for issuance from 120,000,000 to 450,000,000.

	Effective January 9, 2013, the Company completed a reverse split of its outstanding shares of Common Stock, par value $0.001 (the “Common Stock”) and outstanding shares and per share data have been retroactively adjusted to effect the reverse split as if it occurred at the beginning of the earliest period presented.

	Basis of Presentation

	The unaudited interim financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The financial statements and notes are presented as permitted on Form 10-Q and do not contain information included in the Company’s annual statements and notes. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these consolidated financial statements be read in conjunction with the August 31, 2013 audited financial statements and the accompanying notes thereto included in our Form 10-K. While management believes the procedures followed in preparing these condensed financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

	These consolidated unaudited financial statements reflect all adjustments, including normal recurring adjustments which, in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.

Going_Concern

Going Concern	3 Months Ended
Going Concern	Nov. 30, 2013
Going Concern	'
Going Concern	'
	Note 2 – Going Concern

	The Company’s consolidated financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has experienced losses from operations since inception, does not have significant sources of revenue, has working capital and stockholders’ deficiencies and has been notified that it is in default on the Crisnic Note and these circumstances raise substantial doubt as to its ability to continue as a going concern. The Company has less than $2,000 cash on hand which is not sufficient to fund ongoing operations. The Company expects a burn rate of at least $50,000 per month and will need to raise at least $600,000 to continue its operations, and we can give no assurance of success. As a result, the Company’s independent registered public accounting firm, in its report on the Company’s August 31, 2013 consolidated financial statements, raised substantial doubt about the Company’s ability to continue as a going concern. The Company’s existence is dependent upon management’s ability to develop profitable operations and resolve its liquidity problems. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

	The Company will require additional capital, either through debt or private placements, in order to execute its business plan. Such additional financing may not become available on acceptable terms and there can be no assurance that any additional financing that the Company does obtain will be sufficient to meet its needs in the long term. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of equity financing.

Summary_of_Significant_Account

Summary of Significant Accounting Policies

3 Months Ended

Nov. 30, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 3 – Summary of Significant Accounting Policies

Fair Value of Financial Instruments

The Company measures its financial assets and liabilities in accordance with the requirements of ASC 820, Fair Value Measurements and Disclosures. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows:

Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date.

Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data.

Level 3-Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information.

The carrying value of the Company’s cash, accounts payable and accrued liabilities, advances from stockholder, senior secured convertible debt, secured note payable and advances from related parties approximates fair value because of the short-term maturity of these instruments.

The following table presents certain investments and liabilities of the Company’s financial assets measured and recorded at fair value on the Company’s balance sheets on a recurring basis and their level within the fair value hierarchy as of November 30, 2013 and August 31, 2013, respectively.

Level 1

Level 2

Level 3

Total

Fair value of Derivative Liability – November 30, 2013

–

2,004,014

Level 1

Level 2

Level 3

Total

Fair value of Derivative Liability – August 31, 2013

–

2,574,365

Advances_from_Related_Parties

Advances from Related Parties	3 Months Ended
Advances from Related Parties	Nov. 30, 2013
Related Party Transactions [Abstract]	'
Advances from Related Parties	'
	Note 4 – Advances from Related Parties

	The Company has received funding from certain related parties to help fund the cash operating needs of the Company. The balance outstanding as of November 30, 2013 and August 31, 2013 was $58,160 and $63,560, respectively. The loans are non-interest bearing, unsecured and due on demand. $53,160 of the advances from related parties are convertible at a 70% discount of the average trading price 5 days prior to conversion. Under ASC 815-15 “Derivative and Hedging”, it should be reclassified from equity to liability and the liabilities were subsequently measured at fair value at the end of each reporting period with the change in fair value recorded to earnings. See more information at footnote 10.

Senior_Secured_Convertible_Not

Senior Secured Convertible Note	3 Months Ended
Senior Secured Convertible Note	Nov. 30, 2013
Senior Secured Convertible Note	'
Senior Secured Convertible Note	'
	Note 5 – Senior Secured Convertible Note

	The Company assumed a $100,000 senior secured convertible note due (the “Senior Note”) to The Exchange LLC (the “Exchange LLC”), an unrelated company, upon the consummation of the reverse merger recapitalization with OSL. On October 12, 2011, the Company and Exchange LLC entered into Amendment No. 1 (the “Amendment”) to the Senior Note. Pursuant to the Amendment, the maturity date of the Senior Note was extended to October 5, 2012 and the conversion price of the Senior Note was set at $0.001. Any conversion of debt owed to Exchange LLC under the Senior Note must be approved by the Board of Directors of the Company and in the event that the Board of Directors does not approve such conversion request, the corresponding principal amount shall be due. The Company entered into Amendment No. 2 (“Amendment 2”) to the Senior Note on December 12, 2012, pursuant to which the maturity date of the Senior Note was extended to October 5, 2013 and that the parties agreed that the conversion of the Senior Note shall not be affected by any reverse split of the Company’s Common Stock. The Company entered into Amendment No. 3 (“Amendment 3”) to the Senior Note on August 31, 2013 and that the parties agreed to reduce the balance owed of $101,000 to $35,000 so long as Exchange LLC is paid $10,000 on August 30, 2013, $10,000 on September 10, 2013, $10,000 on September 23, 2013, and $5,000 on September 30, 2013. As of August 31, 2013, the total remaining balance outstanding due to Exchange LLC under the Senior Note was $19,950.

	On October 3, 2013, The Exchange LLC entered into an Assignment Agreement (the “Assignment Agreement”) by and among the Exchange LLC and an assignee for the remaining balance owed $14,421 in exchange for $5,000. During the three months ended November 30, 2013, the assignee elected to receive a total of 14,421,000 shares of Common Stock at an average conversion price of $0.01 or $14,421 as final repayment of the outstanding balance owed. In relation to Amendment 3 and in conjunction with the final repayment, the Company recorded a proportional reduction in balance of $44,829 which was recorded as a gain on extinguishment of debt during the three months ended November 30, 2013. As of November 30, 2013, the balance of the Senior Note has been paid in full.

	On April 4, 2012, as a result of the issuance of convertible debt to Panache Capital, LLC, the convertible option of the senior secured convertible note became tainted. Under ASC 815-15 “Derivative and Hedging”, it should be reclassified from equity to liability and the liabilities were subsequently measured at fair value at the end of each reporting period with the change in fair value recorded to earnings.

	As a result of note conversion, under ASC 815-15 “Derivative and Hedging”, the instruments are measured at fair value at the date of conversion with the change in fair value recorded to earning. See footnote 10 for impact of this derivative.

Secured_Promissory_Note_In_Def

Secured Promissory Note, In Default	3 Months Ended
Secured Promissory Note, In Default	Nov. 30, 2013
Debt Disclosure [Abstract]	'
Secured Promissory Note, In Default	'
	Note 6 – Secured Promissory Note, In Default

	As part of the Share Exchange discussed in Note 1, the Company entered into the Share Cancellation Agreement with Crisnic and OSL. Pursuant to the Share Cancellation Agreement, Crisnic agreed to cancel 14,130 shares in exchange for $10,000 and the Crisnic Note in the principal amount of $240,000. Under the terms of the Crisnic Note, OSL was required to pay Crisnic $50,000 on November 8, 2011, then $25,000 every subsequent week until December 27, 2011, and one final payment of $15,000 on January 3, 2012. The Crisnic Note is non-interest bearing. Due to delays in raising financing, the Company was unable to meet the original repayment terms of the Crisnic Note. The Company has made intermittent payments and the balance due as of November 30, 2013 and August 31, 2013 was $170,000 which is currently due and payable.

	As security for the Crisnic Note, the Company contracted to issue into escrow 650,001 shares of Series A Preferred Stock (the “Preferred Shares”, to be released either to the Company upon full satisfaction of the Crisnic Note or to Crisnic on the escrow and default terms of the Crisnic Note. The Company discovered that the Preferred Shares were never authorized in the Company’s Articles of Incorporation (the “Articles”) and were never issued. The Company had been informed by Crisnic and by the Company’s previous counsel that the Preferred Shares had been authorized, issued and held in escrow. The Company received a written notice of default in accordance with the terms of the Crisnic Note on October 28, 2012. Since the Articles did not authorize any of the Preferred Shares, the Company does not believe that it is legally able to issue the Preferred Shares required by the Share Cancellation Agreement and the Crisnic Note at this time. The Company also takes the position that it is not obligated to issue the Preferred Shares as the intended recipient is the entity that misrepresented the Company’s ability to issue such shares, among other things. On May 31, 2013 Crisnic informed the Company it had assigned the Crisnic Note in to a person who had a claim against Crisnic as partial satisfaction of that person’s claim against Crisnic. The Company is seeking to negotiate a resolution of the Company’s dispute regarding the Crisnic Note with the current holder of the note.

Convertible_Notes

Convertible Notes	3 Months Ended
	Nov. 30, 2013
Convertible Notes	'
Convertible Notes	'
	Note 7 – Convertible Notes

	Convertible notes payable consist of the following as of November 30, 2013 and August 31, 2012:

		30-Nov-13		31-Aug-13
	Convertible notes payable, interest at 8% per annum (A) – related parties	$	47,590	$	47,590
	Convertible notes payable, interest at 10% per annum (B)		238,482		450,982
	Convertible notes payable		286,072		498,572
	Less: note discount		-		(142,187	)
	Convertible notes payable, net of discount	$	286,072	$	356,385

	(A) Asher Enterprises, Inc. (Assigned on March 21, 2013)

	During the period November 15, 2011 to August 31, 2013, the Company issued four unsecured convertible notes (the “Asher Notes”) to Asher Enterprises, Inc. (“Asher”) in the aggregate amount of $135,500. The Asher Notes are due after one year and bear interest at 8% per annum where interest accrues and is payable in cash upon maturity provided that the elected conversion to common shares does not occur. Any amount of principal or interest on these Asher Notes which is not paid when due shall bear interest at the rate of twenty two percent (22%) per annum from the due date until the past due amount is paid. At any time or times after 180 days from the date of the Asher Notes and until the maturity dates, Asher is entitled to convert any portion of the outstanding and unpaid amount into fully paid and non-assessable shares of Common Stock. The conversion price will be based on a 49-59% discount to the average of the three lowest closing bid prices for the Company’s Common Stock during the ten trading days immediately preceding a conversion date.

	Each of the Asher Notes includes an anti-dilution provision that allows for the automatic reset of the conversion or exercise price upon any future sale of common stock instruments at or below the current exercise price. The Company considered the current FASB guidance of “Determining Whether an Instrument Indexed to an Entity’s Own Stock” which indicates that any adjustment to the fixed amount (either conversion price or number of shares) of the instrument regardless of the probability or whether or not within the issuers’ control, means the instrument is not indexed to the issuers own stock. Accordingly, the Company determined that the conversion price of the Asher Notes is not a fixed amount because they are subject to fluctuation based on the occurrence of future offerings or events. As a result, the Company determined that the conversion features are not considered indexed to the Company’s own stock and characterized the fair value of the conversion features as derivative liabilities upon issuance and at the end of each reporting period or termination of the instrument with the change in fair value recorded to earnings.

	During the year ending August 31, 2012, $113,000 of the Asher Notes were issued. The Company determined the initial fair value of the embedded conversion feature of the Asher Notes issued during the year ended August 31, 2012 to be $258,510. This amount was determined by management using a weighted-average Black-Scholes Merton option pricing model. In accordance with current accounting guidelines, the excess of $145,510 of derivative liability created over the face amount of the Asher Notes was considered to be a debt issuance cost during the year ended August 31, 2012. As such the Company recorded an $113,000 valuation discount upon issuance. During the year ended August 31, 2012, the Company amortized $34,338 of the discount and as of August 31, 2012, the remaining discount of $78,662 is offset against the balance of the notes for financial statement presentation. During the year ended August 31, 2013, the $22,500 of the Asher Notes was issued. The Company determined the initial fair value of the embedded conversion feature of the Asher Notes issued during the year ended August 31, 2013 to be $39,846. The excess of $17,346 of derivative liability over the face amount was considered to be a loss on derivative liability and recorded a $22,500 debt discount. During the year ended August 31, 2013 the Company further amortized $92,275 of the discount and as of August 31, 2013, the remaining discount of $89,911 is offset against the balance of the notes for financial statement presentation.

	On March 21, 2013, the Company entered into that certain Assignment, Termination and Release Agreement (the “Assignment Agreement”) by and among the Company; Asher; Samuel Kotch (“S. Kotch”) and Benjamin Kotch (“B. Kotch”) (S. Kotch and B. Kotch each an “Assignee” and collectively the “Assignees”), each the son of Eric Kotch, the Chief Financial Officer, Secretary, Treasurer and a director of the Company, pursuant to which i) Asher assigned its rights to the Asher Notes, issued pursuant to those certain corresponding securities purchase agreements (the “SPAs”); ii) the Company and Asher agreed to terminate their obligations to one another under the Asher Notes and the SPAs; and iii) the Company and Asher provided one another with complete releases of all claims, in consideration of a payment by the Assignees of $125,500 to Asher. The Company and the Assignees also entered into that certain Consent to Assignment dated March 21, 2103, whereby the Company consented to the waiver of the requirement under the SPAs that any assignee of the Asher Notes be an accredited investor.

	During the year ended August 31, 2013, the Company issued a total of 8,070,793 shares of Common Stock at an average conversion price of $0.01 or $87,910 and $7,769 as partial repayment of the Convertible Notes and accrued interest. As a result of the conversion, $886,875 of loss on conversion of debt and accrued interest was recognized during the year ended August 31, 2013. As of August 31, 2013, the total remaining balance was $39,153, net of discount of $8,437.

	During the three months ended November 30, 2013 the Company further amortized $8,437 leaving no remaining discount to offset against the balance of the notes for financial statement presentation. As of August November 30, 2013, the total remaining balance was $47,590.

	The Company determined the fair value of the embedded conversion feature of all the Asher Notes as of November 30, 2013 to be $57,430. For the three months ended November 30, 2013, $32,481 was recorded as a gain on derivative from these notes resulted from the change in fair value of the conversion features. This amount was determined by management using a weighted-average Black-Scholes Merton option pricing model.

	(B) Panache Capital, LLC

	During the period March 5, 2012 to April 26, 2012, the Company issued four convertible promissory notes (the “March Panache Notes”) to Panache Capital, LLC (the “Panache”) for an aggregate amount of $250,000, with 10% annum interest. The Panache Notes are each due after the one year anniversary thereof. All past-due principal of the March Panache Notes bears interest at 15%. There is a 25% prepayment fee. Panache has the right to convert the March Panache Notes, in their entirety or in part, into Common Stock of the Company. The conversion price is based on a 25% discount to the average of the three lowest closing bid prices for the Company’s Common Stock during the ten trading days immediately preceding a conversion date. The Company determined the initial fair value of the beneficial conversion feature was $83,333 and was recorded by the Company as a loan discount, which is being amortized as interest expense over the life of the notes. As of August 31, 2013 and 2012, the unamortized balance of the March Panache Notes discount was $417 and $47,861, respectively. The Company recorded an additional $30,000 of debt discount, and amortized a total of $77,444 of debt discount into interest expense during the year ended August 31, 2013.

	On September 21, 2012, the Company entered into an amendment agreement (the “Panache Amendment”) with Panache which amends the March Panache Notes. Pursuant to the Panache Amendment, the Company had the option, for 90 days after September 21, 2012 (the “Outside Date”), to redeem the March Panache Notes for 100% of their outstanding principal and interest, which it opted not to do. Additionally, Panache was not able, until the Outside Date and absent an event of default, to convert any of the March Panache Notes into Company Common Stock. Each of the March Panache Notes were further amended to permit Panache to convert the March Panache Notes at a price not to fall below a 49% discount to the average of the three lowest closing bid prices for the Company Common Stock during the ten trading days immediately preceding a conversion date.

	The Company analyzed the modification of the term under ASC 470-60 “Trouble Debt Restructurings” and ASC 470-50 “Extinguishment of Debt”. The Company determined the creditor has not granted a concession and the modification of the embedded conversion options does not fall in the scope of ASC 470-50.

	On September 21, 2012, the Company issued a convertible promissory note (the “September Panache Note” and together with the March Panache Notes, the “Panache Notes”) to Panache in the principal amount of $30,000, with 10% annum interest. The September Panache Note is due after the one year anniversary thereof. All past-due principal of the September Panache Note bears interest at 15%. There is a 25% prepayment fee. Panache has the right to convert the September Panache Note, in its entirety or in part, into Common Stock of the Company. The original conversion price was based on a 49% discount to the average of the three lowest closing bid prices for the Company’s common stock during the ten trading days immediately preceding a conversion date.

	The March and September Panache Note includes an anti-dilution provision that allows for the automatic reset of the conversion or exercise price upon any future sale of Common Stock instruments at or below the current exercise price. The Company considered the current FASB guidance of “Determining Whether an Instrument Indexed to an Entity’s Own Stock” which indicates that any adjustment to the fixed amount (either conversion price or number of shares) of the instrument regardless of the probability or whether or not within the issuers’ control, means the instrument is not indexed to the issuers own stock. Accordingly, the Company determined that the conversion price of the September Panache Note is not a fixed amount because it is subject to fluctuation based on the occurrence of future offerings or events. As a result, the Company determined that the conversion features are not considered indexed to the Company’s own stock and characterized the fair value of the conversion features as derivative liabilities upon issuance and at the end of each reporting period or termination of the instrument with the change in fair value recorded to earnings.

	During the year ended August 31, 2013, the Company paid $25,000 and issued a total of 4,018 shares of Common Stock at an average conversion price of $1.00 or $4,018 in partial repayment of the Panache Notes. As of August 31, 2013 and 2012, the total remaining balance outstanding to Panache under the Panache Notes was $250,565 and $212,739, net of discount of $417 and $47,861, respectively.

	During the three months ended November 30, 2013, the Company paid $12,500 in partial repayment of the Panache Notes. As of November 30, 2013, the total remaining balance outstanding to Panache under the Panache Notes was $238,482.

	The Company determined the fair value of the embedded conversion feature for the March and September Panache Notes as of November 30, 2013 to be $247,345 and $5,297, respectively. For the three months ended November 30, 2013, $246,921 and ($3,434) was recorded as gain (loss) on derivative for the March and September Panache Notes, respectively resulted from the change in fair value of the conversion features. This amount was determined by management using a weighted-average Black-Scholes Merton option pricing model.

	Kevin Mulhearn

	On June 21, 2013, the Company issued an unsecured convertible promissory note to Kevin Mulhearn (“Mulhearn”) in the principal amount of $200,000, with 10% annum interest. The note is due on December 21, 2013. The note is convertible, in its entirety or in part, into Common Stock of the Company. The conversion price is the average of the three trading days prior to conversion, and the principal that will be converted is $400,000.

	Under ASC 815-15 “Derivative and Hedging”, the Company determined that the convertible feature of the note should be classified as a derivative liability. See footnote 10 for further information on the impact. The derivative resulted in a debt discount of $200,000, of which $66,667 has been amortized into interest expense. As of August 31, 2013, the total remaining balance outstanding to Kevin Mulhearn was $66,667, net of discount of $133,333.

	On October 2, 2013 the Company entered into a Project Collaboration and Profit Sharing Agreement (“Collaboration Agreement”) with Mulhearn (See Note 11), at which time the Company reclassified the balance owed on the $200,000 unsecured convertible note to additional paid in capital. In addition, the Company expensed the remaining debt discount balance of $133,333 to interest expense during the three months ended November 30, 2013.

Promissory_Notes

Promissory Notes	3 Months Ended
Promissory Notes	Nov. 30, 2013
Promissory Notes	'
Promissory Notes	'
	Note 8 – Promissory Notes

	In May 2013, the Company issued unsecured promissory notes (the “May Notes”) in an aggregate principal amount equal to $40,000 (the “Principal Amount”) to two (2) accredited investors. The May Notes accrue simple interest at a rate of 12% per annum and are due and payable six (6) months from the date of their respective issuances. All past-due principal of the May Notes shall bear interest until paid at the maximum nonusurious interest rate that at any time may be contracted for, taken, reserved, charged, or received on the indebtedness evidenced by the May Notes (the “Maximum Rate”) or, if no Maximum Rate is established by applicable law, at the rate of 15% per annum. The occurrence of any one of the following events will be deemed an event of default: (a) the Company shall fail to pay when due any principal of the May Notes; or (b) the Company shall: (i) apply for or consent to the appointment of a receiver, trustee, or intervenor, custodian or liquidator of all or a substantial part of its assets, (ii) be adjudicated as bankrupt or insolvent or file a voluntary petition for bankruptcy or admit in writing that it is unable to pay its debts as they become due, (iii) make a general assignment for the benefit of creditors, (iv) file a petition or answer seeking reorganization or an arrangement with creditors or to take advantage of any bankruptcy or insolvency laws, (v) file an answer admitting the material allegations of, or consent to, or default in answering, a petition filed against it in any bankruptcy, reorganization, or insolvency proceeding, or any action for the purpose of effecting any of the foregoing; or (vi) an order, judgment or decree shall be entered by any court of competent jurisdiction or other competent authority approving a petition appointing a receiver, trustee, intervenor or liquidator of all of its assets, and such order, judgment or decree shall continue unstayed and in effect for a period of sixty (60) days. As of November 30, 2013 and August 31, 2013, the total remaining balance outstanding under the May Notes is $40,000, respectively.

	On May 1, 2013, the Company issued an unsecured promissory note (the “May Investor Note”) in the principal amount of $10,000 to a private investor. The May Investor Note is due on demand, bears interest at 12% per annum where interest accrues and is payable in cash upon demand. As of November 30, 2013 and August 31, 2013, the total remaining balance outstanding under the May Investor Note is $10,000, respectively.

	On May 31, 2013, the Company issued a unsecured promissory note (the “Subsequent May Note” and together with the May Notes and the Demand Note, the “Notes”) in an aggregate principal amount equal to $100,000 (the “Subsequent May Note Principal Amount”) to an accredited investor, substantially in the form of the May Notes. The Subsequent May Note accrues simple interest at a rate of 10% per annum and is due and payable six (6) months from the date of its issuances, with the Company able to pay the Subsequent May Note Principal Amount in common stock of the Company discounted by 20%. As of August 31, 2013, the total remaining balance outstanding under the Subsequent May Note is $100,000. On October 2, 2013 the Company entered into a Project Collaboration and Profit Sharing Agreement (“Collaboration Agreement”) with Mulhearn (See Note 12), at which time the Company reclassified the balance owed on the $100,000 unsecured promissory note to additional paid in capital.

	During August, 2013, the Company issued an additional unsecured promissory note substantially in the form of the May Note in an aggregate principal amount equal to $150,000 (the “August, 2013 Note”) to an accredited investor. The August, 2013 Note is due on demand and bears an interest rate of 0%. As of August 31, 2013, the total remaining balance outstanding under the August 20, 2013 Note is $150,000. On October 2, 2013 the Company entered into a Project Collaboration and Profit Sharing Agreement (“Collaboration Agreement”) with Mulhearn (See Note 11), at which time the Company reclassified the balance owed on the $150,000 unsecured promissory note to additional paid in capital.

	On November 14, 2013, the Company issued an unsecured promissory note in the principal amount of $25,000 to a private investor. The principal of this Note is due and payable on February 15, 2014. All past-due principal of this Note shall bear interest until paid at the rate of 12% per annum. In addition to the principal amount of $25,000 the Company agreed to deliver to the private investor shares of the Company’s common stock in an amount valued at $25,000 based on the five day average prices preceding the payment date. In addition, as additional consideration, the Company has agreed to issue the private investor an additional 50,000 shares at a price of $0.01 per share and allocate $500 of the principal amount of the promissory note towards payment of the purchase price. The Company determined the relative fair value of the 50,000 common stock to be $610. As of November 30, 2013, the total remaining balance outstanding under the promissory note is $25,000 net of discount of $610.

Promissory_Notes_with_Related_

Promissory Notes with Related Parties	3 Months Ended
Promissory Notes with Related Parties	Nov. 30, 2013
Promissory Notes With Related Parties	'
Promissory Notes with Related Parties	'
	Note 9 – Promissory Notes with Related Parties

	On August 8, 2011, the Company issued an unsecured promissory note in the principal amount of $24,000 to a related party. The promissory note is due on demand, bears interest at 8% per annum where interest accrues and is payable in cash upon demand. As of November 30, 2013 and August 31, 2013, the total remaining balance outstanding is $24,000.

	On April 15, 2013, the Company issued an unsecured promissory note in the principal amount of $6,000 to a related party. The promissory note is due on demand, bears interest at 12% per annum where interest accrues and is payable in cash upon demand. As of November 30, 2013 and August 31, 2013, the total remaining balance outstanding is $6,000.

	On May 13, 2013, the Company issued a promissory note in an aggregate principal amount equal to $20,000 to a related party. The promissory note accrues simple interest at a rate of 12% per annum and is due on demand. All past-due principal shall bear interest until paid at the maximum nonusurious interest rate that at any time may be contracted for, taken, reserved, charged, or received on the indebtedness evidenced by the promissory note (the “Maximum Rate”) or, if no Maximum Rate is established by applicable law, at the rate of 15% per annum. The occurrence of any one of the following events will be deemed an event of default: (a) the Company shall fail to pay when due any principal of the promissory note; or (b) the Company shall: (i) apply for or consent to the appointment of a receiver, trustee, or intervenor, custodian or liquidator of all or a substantial part of its assets, (ii) be adjudicated as bankrupt or insolvent or file a voluntary petition for bankruptcy or admit in writing that it is unable to pay its debts as they become due, (iii) make a general assignment for the benefit of creditors, (iv) file a petition or answer seeking reorganization or an arrangement with creditors or to take advantage of any bankruptcy or insolvency laws, (v) file an answer admitting the material allegations of, or consent to, or default in answering, a petition filed against it in any bankruptcy, reorganization, or insolvency proceeding, or any action for the purpose of effecting any of the foregoing; or (vi) an order, judgment or decree shall be entered by any court of competent jurisdiction or other competent authority approving a petition appointing a receiver, trustee, intervenor or liquidator of all of its assets, and such order, judgment or decree shall continue unstayed and in effect for a period of sixty (60) days. The Company also issued 200,000 shares of its common stock to the related party as consideration for issuance of the promissory note. The Company determined the relative fair value of the common stock to be $8,571. As of August 31, 2013, the total remaining balance outstanding under the promissory note is $11,429 net of discount of $8,571. As of November 30, 2013, the total remaining balance outstanding under the promissory note is $14,286 net of discount of $5,714.

	On May 28, 2013, the Company issued a demand promissory note (the “Demand Note”) in an aggregate principal amount equal to $50,000 (the “Demand Note Principal Amount”) to an accredited investor and related party, which is secured by all intellectual and personal property of the Company. The Demand Note accrues simple interest at a rate of 12% per annum, is due and payable on any future date on which the holder of the Demand Note (the “Demand Noteholder”) demands repayment (the “Due Date”). Unpaid principal after the Due Date shall accrue interest at a rate of 16% annually until paid. The occurrence of any one of the following events will be deemed an event of default: (a) the failure of the Company to pay the Demand Note Principal Amount and any accrued interest in full on or before the Due Date; (b) the death of the Demand Noteholder; (c) the filing of bankruptcy proceedings involving the Company as a debtor; (d) the application for the appointment of a receiver for the Company; (e) the making of a general assignment for the benefit of the Company’s creditors; (f) the insolvency of the Company; or (g) a misrepresentation by the Company to the Demand Noteholder for the purpose of obtaining or extending credit. As of November 30, 2013 and August 31, 2013, the total remaining balance outstanding under the Demand Note is $50,000.

Derivative_Liability

Derivative Liability	3 Months Ended
Derivative Liability	Nov. 30, 2013
Derivative Liability [Abstract]	'
Derivative Liability	'
	Note 10 – Derivative Liability

	In June 2008, the FASB issued authoritative guidance on determining whether an instrument (or embedded feature) is indexed to an entity’s own stock. Under the authoritative guidance, effective January 1, 2009, instruments which do not have fixed settlement provisions are deemed to be derivative instruments. The conversion feature of certain of the Company’s Asher Notes and September Panache Note (described in Note 8), does not have a fixed settlement provision because conversion of the Asher Notes and the September Panache Notes will be lowered if the Company issues securities at lower prices in the future. The Company was required to include the reset provisions in order to protect the holders of the Asher Notes and the September Panache Note from the potential dilution associated with future financings. In accordance with the FASB authoritative guidance, the conversion feature of the Asher Notes and the March and September Panache Note was separated from the host contract and recognized as a derivative instrument. The conversion feature of the Asher Notes and the Panache Notes have been characterized as a derivative liability to be re-measured at the end of every reporting period with the change in value reported in the statement of operations.

	At the date of issuance and as of November 30, 2013 August 31, 2013, the derivative liabilities were valued using a probability weighted average Black-Scholes pricing model with the following assumptions:

	At the date of issuance and as of November 30, 2013 and August 31, 2013, the derivative liabilities were valued using a probability weighted average Black-Scholes pricing model with the following assumptions:

		At			At Date of			At
		30-Nov-13			Issuance			31-Aug-13
	Conversion feature :
	Risk-free interest rate		0.01 – 0.11	%		0.25	%		0.02 - 0.09	%
	Expected volatility		31 - 334	%		215	%		45 – 661	%
	Expected life (in years)		0.01 - 0.5			1			0.01 – 0.48
	Expected dividend yield		0	%		0	%		0	%
	Fair Value :
	Conversion feature	$	2,004,014		$	96,672		$	2,574,365

	The risk-free interest rate was based on rates established by the Federal Reserve Bank. The expected volatility was based on the Company’s historical volatility for its common stock. The expected life of the conversion feature of the Asher Notes and the September Panache Note was based on the terms thereof. The expected dividend yield was based on the fact that the Company has not paid dividends to its stockholders in the past and does not expect to pay dividends to its stockholders in the future.

	The Company determined the fair value of the derivative liabilities to be $2,004,014 as of November 30, 2013, and the Company recorded a gain for the change in fair value of derivative liabilities of $430,800 for the three months ended November 30, 2013.

	The following table summarizes the derivative liabilities included in the consolidated balance sheet:

	Derivative liability
	Derivative liabilities as of August 30, 2013	$	2,574,365
	Change in fair value of derivative liability		(430,800	)
	Settlement of derivative liability due to conversion of related notes		(139,551	)
	Derivative liabilities as of November 30, 2013	$	2,004,014

Capital_Stock

Capital Stock	3 Months Ended
	Nov. 30, 2013
Equity [Abstract]	'
Capital Stock	'
	Note 11 – Capital Stock

	Preferred Stock

	As security for the Crisnic Note (see Note 6) due to an uncured event of default, the Company contracted to issue 650,001 Preferred Shares. Each Preferred Share would, among other things as provided in the Certificate of Designations relating to the Series A Preferred Stock: (i) carry voting rights 100 times of the Company’s common stock, (ii) carry no dividends, (iii) carry liquidation preference two times the sum available for distribution to common stock holders, (iv) automatically convert after at such time as the Company has filed a certificate of amendment with the State of Nevada to increase the authorized shares of common stock of the Company to a minimum of 500,000,000 into 100 shares of common stock, and (v) not be subject to reverse stock splits and other changes to the common stock capital of the Company. As discussed in Note 6, the Company has not issued the Preferred Shares.

	Common Stock

	Common Stock Issued for Employee Compensation and Services

	During the three months ended November 30, 2013, the Company issued a total of 300,000 shares of Common Stock to its officers as stipulated in the executive employment agreements with certain executive officers of the Company and was valued at the market price on the respective dates of issuance for $2,890.

	Common Stock Issued for Partial Repayment of Senior Secured Convertible Notes

	During the three months ended November 30, 2013, the Company issued a total of 14,421,000 shares of Common Stock at an average conversion price of $0.01 or $14,421 in the aggregate, as partial repayment of outstanding indebtedness, as discussed in Note 5 above.

	Project Collaboration and Profit Sharing Agreement

	On October 2, 2013 the Company entered into a Project Collaboration and Profit Sharing Agreement (“Collaboration Agreement”) with Kevin Mulhearn (“Mulhearn”). The purpose of the Collaboration Agreement was to provide the Company with finance, development and marketing services for the launch of its Shop4Equality marketing program. The Investor contributed $550,000, of which $450,000 was received during the year ended August 31, 2013 (See Notes 7 and 8) and $100,000 was received during the three months ended November 30, 2013. The Investor agreed to cancel $557,000 of the promissory notes with accrued interest owed by the Company. Additionally, the Company issued 500,000 shares of its common stock, at par value, as partial consideration for the Investor to enter into the Agreement. The Investor also acquired 5,100,000 shares of the Company’s common stock from a third party in a separate transaction as of the date of the agreement.

	The profit sharing arrangement related to the Shop4Equality project is as follows:

	1	The Investor will receive 100% of the first $550,000 in losses, 45% of the first $500,000 in gains, 10% thereafter unless reduced pro-rata by the other Investor’s interests until November 15, 2013;

	2	The Company will receive 0% of the first $550,000 in losses, 45% of the first $500,000 in gains, and 80% thereafter
		until November 15, 2013.

	3	After November 15, 2013, 100% of the Shop4Equality gains or losses shall be the Company’s.

	4	On January 30, 2014, the Company shall issue to the Investor shares valued as of January 15, 2014, at an amount equal to $1,000,000 less gains distributed to Investor.

	The obligations of the Company are guaranteed and secured by the assets of the Company including the name Shop4Equality and the related URL, all URLs owned by the Company, all software owned by the Company, all contracts between the Company and partner organizations, and all cash and receivables of the Company.

	During the three months ended November 30, 2013, the Company reclassified the $450,000 received as of August 31, 2013 from convertible and promissory notes to additional paid in capital (See Note 7 and Note 8).

Summary_of_Significant_Account1

Summary of Significant Accounting Policies (Policies)

3 Months Ended

Nov. 30, 2013

Accounting Policies [Abstract]

Fair Value of Financial Instruments

Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date.

Level 1

Level 2

Level 3

Total

Fair value of Derivative Liability – November 30, 2013

–

2,004,014

Level 1

Level 2

Level 3

Total

Fair value of Derivative Liability – August 31, 2013

–

2,574,365

Summary_of_Significant_Account2

Summary of Significant Accounting Policies (Tables)

3 Months Ended

Nov. 30, 2013

Accounting Policies [Abstract]

Schedule of Financial Assets Measured and Recorded at Fair Value on Recurring Basis

Level 1

Level 2

Level 3

Total

Fair value of Derivative Liability – November 30, 2013

–

2,004,014

Level 1

Level 2

Level 3

Total

Fair value of Derivative Liability – August 31, 2013

–

2,574,365

Convertible_Notes_Tables

Convertible Notes (Tables)	3 Months Ended
Convertible Notes (Tables)	Nov. 30, 2013
Convertible Notes Tables	'
Schedule of Convertible Notes Payable	'
	Convertible notes payable consist of the following as of November 30, 2013 and August 31, 2012:

		30-Nov-13		31-Aug-13
	Convertible notes payable, interest at 8% per annum (A) – related parties	$	47,590	$	47,590
	Convertible notes payable, interest at 10% per annum (B)		238,482		450,982
	Convertible notes payable		286,072		498,572
	Less: note discount		-		(142,187	)
	Convertible notes payable, net of discount	$	286,072	$	356,385

Derivative_Liability_Tables

Derivative Liability (Tables)	3 Months Ended
Derivative Liability (Tables)	Nov. 30, 2013
Derivative Liability [Abstract]	'
Schedule of Derivative Liabilities at Fair Value	'
	At the date of issuance and as of November 30, 2013 and August 31, 2013, the derivative liabilities were valued using a probability weighted average Black-Scholes pricing model with the following assumptions:

		At			At Date of			At
		30-Nov-13			Issuance			31-Aug-13
	Conversion feature :
	Risk-free interest rate		0.01 – 0.11	%		0.25	%		0.02 - 0.09	%
	Expected volatility		31 - 334	%		215	%		45 – 661	%
	Expected life (in years)		0.01 - 0.5			1			0.01 – 0.48
	Expected dividend yield		0	%		0	%		0	%
	Fair Value :
	Conversion feature	$	2,004,014		$	96,672		$	2,574,365
Schedule of Derivative Instruments	'
	The following table summarizes the derivative liabilities included in the consolidated balance sheet:

	Derivative liability
	Derivative liabilities as of August 30, 2013	$	2,574,365
	Change in fair value of derivative liability		(430,800	)
	Settlement of derivative liability due to conversion of related notes		(139,551	)
	Derivative liabilities as of November 30, 2013	$	2,004,014

Organization_Nature_of_Busines1

Organization, Nature of Business and Basis of Presentation (Details Narrative) (USD $)	3 Months Ended					3 Months Ended		0 Months Ended
	Nov. 30, 2013	Nov. 14, 2013	Aug. 31, 2013	Dec. 04, 2012	Dec. 04, 2012	Nov. 30, 2013	Nov. 30, 2013	Jun. 06, 2008	Oct. 10, 2011
	Nov. 30, 2013	Nov. 14, 2013	Aug. 31, 2013	Minimum [Member]	Maximum [Member]	Reno Rolle [Member]	Todd Wiseman [Member]	Studio Store Direct Inc [Member]	Office Supply Line, Inc. [Member]
Equity method investment, ownership percentage	'	'	'	'	'	'	'	100.00%	'
Restricted stock issued during period, shares	'	'	'	'	'	'	'	11,000	'
Issued and outstanding shares exchanged under share exchange agreement for consideration of common stock	'	'	'	'	'	'	'	'	50,000
Number of common stock cancelled in exchange of cash	'	'	'	'	'	'	'	'	14,130
Common stock cancelled for cash	'	'	'	'	'	'	'	'	$10,000
Debt instrument face amount	'	25,000	'	'	'	'	'	'	240,000
Cancellation of stock that not issued	'	'	'	'	'	144	'	'	'
Number of shares due under employment agreement	'	'	'	'	'	'	5,000	'	'
Stock issued during period, additional shares to existing share holders	1,068	'	'	'	'	'	'	'	'
Net liability assumed upon reverse merger	408,000	'	'	'	'	'	'	'	'
Cost of share cancellation agreement	$250,000	'	'	'	'	'	'	'	'
Common stock, par or stated value per share (in dollars per share)	$0.00	'	$0.00	'	'	'	'	'	'
Common stock, shares authorized	450,000,000	'	450,000,000	120,000,000	450,000,000	'	'	'	'

Going_Concern_Details_Narrativ

Going Concern (Details Narrative) (USD $)	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2012	Aug. 31, 2012	Sep. 16, 2010	Nov. 30, 2013	Nov. 30, 2013
Going Concern (Details Narrative) (USD $)	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2012	Aug. 31, 2012	Sep. 16, 2010	Maximum [Member]	Minimum [Member]
Maximum cash in hand	$1,085	$70,217	$232	$202	'	$2,000	'
Minimum burn rate per month incurred by company	'	'	'	'	'	$600,000	$50,000

Summary_of_Significant_Account3

Summary of Significant Accounting Policies - Schedule of Financial Assets Measured and Recorded at Fair Value on Recurring Basis (Details) (USD $)	Nov. 30, 2013	Aug. 30, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Aug. 31, 2013
	Nov. 30, 2013	Aug. 30, 2013	Level 1 [Member]	Level 1 [Member]	Level 2 [Member]	Level 2 [Member]	Level 3 [Member]	Level 3 [Member]
Fair value of Derivative Liability	$2,004,014	$2,574,365	'	'	'	'	$2,004,014	$2,574,365

Advances_from_Related_Parties_

Advances from Related Parties (Details Narrative) (USD $)	0 Months Ended	3 Months Ended	12 Months Ended	15 Months Ended
Advances from Related Parties (Details Narrative) (USD $)	Nov. 30, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013
Related Party Transactions [Abstract]	'	'	'	'
Due to related parties, current	$58,160	$58,160	$63,560	$58,160
Non-interest bearing, unsecured debt from related party	$53,160	$100,000	$450,000	$550,000
Percentage of convertible advances from related party debt	70.00%	'	'	'

Senior_Secured_Convertible_Not1

Senior Secured Convertible Note (Details Narrative) (USD $)

3 Months Ended

38 Months Ended

0 Months Ended

Nov. 30, 2013

Nov. 30, 2012

Nov. 30, 2013

Oct. 03, 2013

Sep. 30, 2013

Sep. 23, 2013

Sep. 10, 2013

Aug. 30, 2013

Aug. 31, 2013

Nov. 30, 2013

Oct. 05, 2012

Dec. 12, 2012

Oct. 12, 2011

Exchange LLC [Member]

Maximum [Member]

Minimum [Member]

Senior Secured Convertible Note [Member]

Convertible debt

$14,421

$19,950

$100,000

Debt instrument revised maturity date

5-Oct-13

5-Oct-12

Debt instrument, convertible, conversion price (in dollars per share)

$0.01

$0.00

Reduction in balance owed

101,000

35,000

Repayment of debt

5,000

10,000

15,250

Exchange for convertible debt

5,000

Stock issued during period, value, conversion of convertible securities

14,421

Stock issued during period shares conversion of convertible securities

14,421,000

Gain on extinguishment of debt

$44,829

$66,529

Secured_Promissory_Note_In_Def1

Secured Promissory Note, In Default (Details Narrative) (USD $)	0 Months Ended
	Jan. 03, 2012	Dec. 27, 2011	Nov. 08, 2011	Nov. 30, 2013	Nov. 14, 2013	Aug. 31, 2013	Oct. 10, 2011
	Jan. 03, 2012	Dec. 27, 2011	Nov. 08, 2011	Nov. 30, 2013	Nov. 14, 2013	Aug. 31, 2013	Office Supply Line, Inc. [Member]
Number of common stock cancelled in exchange of cash	'	'	'	'	'	'	14,130
Common stock cancelled for cash	'	'	'	'	'	'	$10,000
Debt instrument face amount	'	'	'	'	25,000	'	240,000
Debt instrument, weekly principal payment	15,000	25,000	50,000	'	'	'	'
Secured promissory note - in default	'	'	'	$170,000	'	$170,000	'
Number of escrow shares issued	'	'	'	650,001	'	'	'

Convertible_Notes_Details_Narr

Convertible Notes (Details Narrative) (USD $)

3 Months Ended

38 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

0 Months Ended

3 Months Ended

12 Months Ended

2 Months Ended

12 Months Ended

0 Months Ended

4 Months Ended

Nov. 30, 2013

Nov. 30, 2012

Nov. 30, 2013

Nov. 14, 2013

Aug. 31, 2013

Nov. 30, 2013

Aug. 31, 2013

Aug. 31, 2012

Mar. 21, 2013

Aug. 31, 2013

Sep. 21, 2012

Nov. 30, 2013

Aug. 31, 2013

Aug. 31, 2012

Aug. 31, 2013

Apr. 26, 2012

Aug. 31, 2013

Aug. 31, 2012

Jun. 21, 2013

Nov. 30, 2013

Oct. 02, 2013

Sep. 21, 2012

Kevin Mulhearn [Member]

Asher Enterprises Inc [Member]

March Panache Notes [Member]

September Panache Notes [Member]

Asher Enterprises Inc [Member]

Panache Capital Llc [Member]

Asher Enterprises Inc [Member]

Convertible Debt [Member]

March Panache Notes [Member]

Convertible Notes Payable [Member]

Minimum [Member]

Maximum [Member]

Kevin Mulhearn [Member]

Panache Capital Llc [Member]

Debt instrument, face amount

$25,000

$135,500

$250,000

$200,000

$30,000

Debt instrument, interest rate

8.00%

10.00%

Interest rate on past due amount paid

22.00%

15.00%

Discount on average closing bid price

49.00%

59.00%

49.00%

Convertible notes issued

100,000

753,000

22,500

113,000

Fair value of embedded beneficial conversion feature of debentures

247,345

5,297

57,430

39,846

258,510

83,333

Derivative liability

145,510

17,346

Valuation discount upon issuance convertible debt

133,333

22,500

113,000

8,437

30,000

200,000

133,333

Amortization of debt discount (premium)

145,044

75,664

518,920

8,437

92,275

34,338

77,444

66,667

Debt discount offset against balance of notes

78,662

89,911

Derivative, loss on derivative

-3,434

17,346

Payment for complete releases of all claims

125,500

Debt conversion, converted instrument, shares issued

8,070,793

Debt instrument, convertible, conversion price

$0.01

Debt conversion, converted instrument, amount

87,910

400,000

Interest payable

7,769

Loss on conversion of debt

886,875

Notes payable

66,667

47,590

238,482

250,565

212,739

39,153

200,000

Derivative, gain on derivative

430,800

246,921

32,481

Debt instrument, unamortized discount

142,187

417

47,861

Percentage of outstanding principal and interest on note redeemable

100.00%

Prepayment fee on debt

25.00%

Repayments of debt

$12,500

$25,000

Stock issued during period, shares, conversion of convertible securities (in shares)

14,421,000

4,018

Convertible_Notes_Schedule_of_

Convertible Notes - Schedule of Debt Instruments (Details) (USD $)	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Aug. 31, 2013	Aug. 31, 2012
	Nov. 30, 2013	Aug. 31, 2013	Asher Enterprises Inc [Member]	Asher Enterprises Inc [Member]	Panache Capital Llc [Member]	March Panache Notes [Member]	March Panache Notes [Member]
Convertible notes payable	$286,072	$498,572	$47,590	$47,590	$238,482	$450,982	'
Less: note discount	'	-142,187	'	'	'	'	-47,861
Convertible notes payable, net of discount	$286,072	$356,385	'	'	'	'	'

Convertible_Notes_Schedule_of_1

Convertible Notes - Schedule of Debt Instruments (Details) (Parenthetical)	Nov. 14, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Aug. 31, 2013
	Nov. 14, 2013	Asher Enterprises Inc [Member]	Asher Enterprises Inc [Member]	Panache Capital Llc [Member]	March Panache Notes [Member]
Convertible notes payable, interest	12.00%	8.00%	8.00%	10.00%	10.00%

Promissory_Notes_Details_Narra

Promissory Notes (Details Narrative) (USD $)

0 Months Ended

3 Months Ended

Nov. 14, 2013

Nov. 30, 2013

Aug. 31, 2013

Nov. 30, 2013

Aug. 31, 2013

31-May-13

13-May-13

Nov. 30, 2013

Aug. 31, 2013

1-May-13

Aug. 31, 2013

31-May-13

Oct. 02, 2013

Aug. 31, 2013

Oct. 02, 2013

Kevin Mulhearn [Member]

May Notes [Member]

Minimum [Member]

May Investor Note [Member]

Subsequent May Note [Member]

August 2013 Note [Member]

Kevin Mulhearn [Member]

Note8PromissoryNotesDetailsLineItems [Line Items]

Unsecured promissory notes

$25,000

$40,000

$10,000

$100,000

$150,000

Debt instrument, interest rate, stated percentage

12.00%

15.00%

12.00%

10.00%

0.00%

Promissory notes payable

66,667

40,000

10,000

100,000

150,000

Discount on common stock percentage

20.00%

Unsecured promissory note to additional paid in capital

25,000

150,000

Common stock value issued to private investors

25,000

Number of stock issued for debt consideration, shares

50,000

Share issued, per share

$0.01

Number of stock issued for debt consideration

500

Common stock fair value

610

Debt discount

$142,187

Promissory_Notes_with_Related_1

Promissory Notes with Related Parties (Details Narrative) (USD $)

0 Months Ended

3 Months Ended

0 Months Ended

Nov. 14, 2013

Nov. 30, 2013

Aug. 31, 2013

Nov. 30, 2013

Aug. 31, 2013

Aug. 08, 2011

Nov. 30, 2013

Aug. 31, 2013

Apr. 15, 2013

13-May-13

Nov. 30, 2013

Aug. 31, 2013

Nov. 30, 2013

Aug. 31, 2013

28-May-13

13-May-13

Note One [Member]

Note Two [Member]

Note Three [Member]

Demand Note [Member]

Minimum [Member]

Debt instrument, face amount

$25,000

$24,000

$6,000

$20,000

$50,000

Debt instrument, interest rate, stated percentage

12.00%

8.00%

12.00%

15.00%

Notes payable

24,000

6,000

14,286

11,429

50,000

Number of stock issued for debt consideration, shares

50,000

200,000

Common stock fair value

610

8,571

Debt discount

$142,187

$5,714

$8,571

Debt accrued interest rate after the due date

16.00%

Derivative_Liability_Details_N

Derivative Liability (Details Narrative) (USD $)	3 Months Ended
Derivative Liability (Details Narrative) (USD $)	Nov. 30, 2013	Aug. 31, 2013	Jan. 01, 2009
Derivative Liability [Abstract]	'	'	'
Derivative liability, fair value	$2,004,014	$2,574,365	$96,672
Derivative gain on derivative	$430,800	'	'

Derivative_Liability_Schedule_

Derivative Liability - Schedule of Derivative Liabilities at Fair Value (Details) (USD $)	0 Months Ended	3 Months Ended	12 Months Ended
	Jan. 01, 2009	Nov. 30, 2013	Aug. 31, 2013
Risk-free interest rate	0.25%	'	'
Expected volatility	215.00%	'	'
Expected life (in years)	'1 year	'	'
Expected dividend yield	0.00%	0.00%	0.00%
Conversion feature	$96,672	$2,004,014	$2,574,365
Minimum [Member]	'	'	'
Risk-free interest rate	'	0.01%	0.02%
Expected volatility	'	31.00%	45.00%
Expected life (in years)	'	'4 days	'4 days
Maximum [Member]	'	'	'
Risk-free interest rate	'	0.11%	0.09%
Expected volatility	'	334.00%	661.00%
Expected life (in years)	'	'6 months	'5 months 23 days

Derivative_Liability_Schedule_1

Derivative Liability - Schedule of Derivative Instruments (Details) (USD $)	3 Months Ended		38 Months Ended
	Nov. 30, 2013	Nov. 30, 2012	Nov. 30, 2013	Jan. 01, 2009
Derivative Liability [Abstract]	'	'	'	'
Derivative liabilities, beginning	$2,574,365	'	'	$96,672
Change in fair value of derivative liability	-430,800	-36,179	5,462,220	'
Settlement of derivative liability due to conversion of related notes	-139,551	'	'	'
Derivative liabilities, end	$2,004,014	'	$2,004,014	$96,672

Capital_Stock_Details_Narrativ

Capital Stock (Details Narrative) (USD $)	0 Months Ended	3 Months Ended	12 Months Ended	15 Months Ended	0 Months Ended
	Nov. 30, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Nov. 15, 2013	Nov. 15, 2013
	Nov. 30, 2013	Nov. 30, 2013	Aug. 31, 2013	Nov. 30, 2013	Parent Company [Member]	Investor [Member]
Preferred stock issued as security for promissory note	650,001	650,001	'	650,001	'	'
Common stock issuable upon conversion of each share of convertible preferred stock	'	500,000,000	'	'	'	'
Common stock shares authorized, minimum requested capital	100	100	'	100	'	'
Common stock issued for services	'	$300,000	'	'	'	'
Common stock issued for services, shares	'	2,890	'	'	'	'
Stock issued during period, shares, conversion of convertible securities	'	14,421,000	'	'	'	'
Debt instrument, convertible, conversion price	$0.01	$0.01	'	$0.01	'	'
Stock issued during period, value, conversion of convertible securities	'	14,421	'	'	'	'
Investor contribution	53,160	100,000	450,000	550,000	'	'
Cancellation of debt	'	557,000	'	'	'	'
Number of stock issued during period for partial consideration	'	500,000	'	'	'	'
Number of shares acquired by investor	5,100,000	5,100,000	'	5,100,000	'	'
Interest of equity description	'	'	'	'	'	'
		On January 30, 2014, the Company shall issue to the Investor shares valued as of January 15, 2014, at an amount equal to $1,000,000 less gains distributed to Investor.			The Company will receive 0% of the first $550,000 in losses, 45% of the first $500,000 in gains, and 80% thereafter	The Investor will receive 100% of the first $550,000 in losses, 45% of the first $500,000 in gains, 10% thereafter unless reduced pro-rata by the other Investor’s interests until November 15, 2013;
					until November 15, 2013.
Gain (Loss) on Sale of Equity Investments	'	$1	'	'	'	'