Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 29, 2014 | Jun. 30, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'Max Sound Corp | ' | ' |
Entity Central Index Key | '0001353499 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $15,100,043 |
Entity Common Stock, Shares Outstanding | ' | 317,021,065 | ' |
Balance_Sheets
Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current Assets | ' | ' |
Cash | $166,778 | $135,298 |
Inventory | 38,071 | 8,796 |
Prepaid expenses | 65,069 | 51,554 |
Debt offering costs - net | 58,009 | 87,879 |
Total Current Assets | 327,927 | 283,527 |
Property and equipment, net | 255,317 | 327,525 |
Other Assets | ' | ' |
Security deposit | 413 | 413 |
Intangible assets | 16,803,954 | 17,455,863 |
Total Other Assets | 16,804,367 | 17,456,276 |
Total Assets | 17,387,611 | 18,067,328 |
Current Liabilities | ' | ' |
Accounts payable | 206,458 | 32,786 |
Accrued expenses | 94,973 | 66,440 |
Line of credit - related party | 140,000 | ' |
Derivative liabilities | 1,885,770 | 1,166,286 |
Convertible note payable, net of debt discount of $1,562,390 and $643,814, respectively | 956,356 | 603,240 |
Total Current Liabilities | 3,283,557 | 1,868,752 |
Commitments and Contingencies | ' | ' |
Stockholders' Equity | ' | ' |
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, No shares issued and outstanding | ' | ' |
Common stock, $0.0001 par value; 400,000,000 shares authorized, 309,543,698 and 287,366,648 shares issued and outstanding, respectively | 31,255 | 28,737 |
Additional paid-in capital | 41,915,852 | 35,243,005 |
Deferred compensation | -50,000 | -605,000 |
Treasury stock | -520,000 | ' |
Deficit accumulated during the development stage | -27,273,053 | -18,468,166 |
Total Stockholders' Equity | 14,104,054 | 16,198,576 |
Total Liabilities and Stockholders' Equity | $17,387,611 | $18,067,328 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Balance Sheets [Abstract] | ' | ' |
Debt discount | $1,562,390 | $643,814 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ' | ' |
Preferred stock, shares outstanding | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 309,543,698 | 287,366,648 |
Common stock, shares outstanding | 309,543,698 | 287,366,648 |
Statements_of_Operations
Statements of Operations (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Statements of Operations [Abstract] | ' | ' | ' |
Revenue | $2,498 | $5 | $26,329 |
Operating Expenses | ' | ' | ' |
General and administrative | 3,215,834 | 905,540 | 5,224,742 |
Endorsement fees | 480,000 | 480,000 | 5,422,277 |
Consulting | 636,718 | 614,298 | 6,646,962 |
Professional fees | 916,873 | 164,059 | 1,447,243 |
Website development | ' | ' | 251,263 |
Compensation | 1,116,300 | 704,223 | 4,478,866 |
Total Operating Expenses | 6,365,725 | 2,868,120 | 23,471,353 |
Loss from Operations | -6,363,227 | -2,868,115 | -23,445,024 |
Other Income / (Expense) | ' | ' | ' |
Interest income | ' | 177 | 688 |
Other income | 6,905 | ' | 6,905 |
Gain on sale of intellectual property | 220,000 | ' | 220,000 |
Gain on extinguishment of debt | ' | ' | 6,643 |
Interest expense | -147,500 | -41,371 | -205,872 |
Derivative Expense | -442,412 | -201,395 | -643,807 |
Amortization of debt offering costs | -395,194 | -126,854 | -522,048 |
Loss on conversions | -46,093 | ' | -46,093 |
Amortization of debt discount | -2,638,504 | -825,819 | -3,488,306 |
Change in fair value of embedded derivative liability | 1,001,138 | -44,805 | 980,316 |
Total Other Income / (Expense) | -2,441,660 | -1,240,067 | -3,691,574 |
Provision for Income Taxes | ' | ' | ' |
Net Loss | ($8,804,887) | ($4,108,182) | ($27,136,598) |
Net Loss Per Share - Basic and Diluted | ($0.03) | ($0.02) | ' |
Weighted average number of shares outstanding during the year Basic and Diluted | 314,486,670 | 260,207,229 | ' |
Statement_of_Changes_in_Stockh
Statement of Changes in Stockholders' Equity (USD $) | Total | Preferred Stock | Common Stock | Additional paid-in capital | Accumulated Deficit | Subscription Receivable | Deferred Compensation | Treasury Stock |
Beginning balance at Dec. 09, 2005 | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning balance, (Shares) at Dec. 09, 2005 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued on acceptance of incorporation expenses | 100 | ' | 10 | 90 | ' | ' | ' | ' |
Stock issued on acceptance of incorporation expenses, (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Net Loss | -400 | ' | ' | ' | -400 | ' | ' | ' |
Balance at Dec. 31, 2005 | -300 | ' | 10 | 90 | -400 | ' | ' | ' |
Balance, (Shares) at Dec. 31, 2005 | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Net Loss | -1,450 | ' | ' | ' | -1,450 | ' | ' | ' |
Balance at Dec. 31, 2006 | -1,750 | ' | 10 | 90 | -1,850 | ' | ' | ' |
Balance, (Shares) at Dec. 31, 2006 | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Net Loss | -1,400 | ' | ' | ' | -1,400 | ' | ' | ' |
Balance at Dec. 31, 2007 | -3,150 | ' | 10 | 90 | -3,250 | ' | ' | ' |
Balance, (Shares) at Dec. 31, 2007 | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services to founder ($0.001/sh) | 44,900 | ' | 4,490 | 40,410 | ' | ' | ' | ' |
Common stock issued for services to founder ($0.001/sh), (Shares) | ' | ' | 44,900,000 | ' | ' | ' | ' | ' |
Common stock issued for cash ($0.25/sh) | 50,500 | ' | 47 | 118,203 | ' | -67,750 | ' | ' |
Common stock issued for cash ($0.25/sh), (Shares) | ' | ' | 473,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh) | 3,000 | ' | 1 | 2,999 | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh), (Shares) | ' | ' | 12,000 | ' | ' | ' | ' | ' |
Shares issued in connection with stock dividend | ' | ' | 13,646 | 122,809 | -136,455 | ' | ' | ' |
Shares issued in connection with stock dividend, (Shares) | ' | ' | 136,455,000 | ' | ' | ' | ' | ' |
Accrued expenses payment made by a former shareholder | 4,400 | ' | ' | 4,400 | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh) | ' | ' | ' | ' | ' | ' | ' | ' |
In kind contribution of rent - related party | 2,913 | ' | ' | 2,913 | ' | ' | ' | ' |
Net Loss | -117,115 | ' | ' | ' | -117,115 | ' | ' | ' |
Balance at Dec. 31, 2008 | -14,552 | ' | 18,194 | 291,824 | -256,820 | -67,750 | ' | ' |
Balance, (Shares) at Dec. 31, 2008 | ' | ' | 181,940,000 | ' | ' | ' | ' | ' |
Common stock issued for cash ($0.25/sh) | 15,500 | ' | 6 | 15,494 | ' | ' | ' | ' |
Common stock issued for cash ($0.25/sh), (Shares) | ' | ' | 62,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh) | 6,000 | ' | 2 | 5,998 | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh), (Shares) | ' | ' | 24,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.35/sh) | 95,667 | ' | 170 | 594,830 | ' | ' | -499,333 | ' |
Common stock issued for services ($0.35/sh) (Shares) | ' | ' | 1,700,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.0625/sh) | 58,482 | ' | 94 | 58,388 | ' | ' | ' | ' |
Common stock issued for services ($0.0625/sh), (Shares) | ' | ' | 935,714 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.50/sh) | 5,301 | ' | 3 | 44,997 | ' | ' | -39,699 | ' |
Common stock issued for services ($1.50/sh), (Shares) | ' | ' | 30,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.77/sh) | ' | ' | 3 | 53,097 | ' | ' | -53,100 | ' |
Common stock issued for services ($1.77/sh), (Shares) | ' | ' | 30,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.78/sh) | 11,948 | ' | 10 | 177,990 | ' | ' | -166,052 | ' |
Common stock issued for services ($1.78/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.80/sh) | 11,096 | ' | 10 | 179,990 | ' | ' | -168,904 | ' |
Common stock issued for services ($1.80/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.93/sh) | 2,802 | ' | 283 | 5,461,617 | ' | ' | -5,459,098 | ' |
Common stock issued for services ($1.93/sh), (Shares) | ' | ' | 2,830,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.94/sh) | ' | ' | 3 | 58,197 | ' | ' | -58,200 | ' |
Common stock issued for services ($1.94/sh), (Shares) | ' | ' | 30,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.95/sh) | 658,192 | ' | 92 | 1,793,908 | ' | ' | -1,135,808 | ' |
Common stock issued for services ($1.95/sh), (Shares) | ' | ' | 920,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($2.00/sh) | 93,577 | ' | 30 | 599,970 | ' | ' | -506,423 | ' |
Common stock issued for services ($2.00/sh), (Shares) | ' | ' | 300,000 | ' | ' | ' | ' | ' |
Return of common stock issued for services ($0.35/sh) | ' | ' | -110 | -384,890 | ' | ' | 385,000 | ' |
Return of common stock issued for services ($0.35/sh), (Shares) | ' | ' | -1,100,000 | ' | ' | ' | ' | ' |
Shares issued in connection with stock dividend | ' | ' | 26 | -26 | ' | ' | ' | ' |
Shares issued in connection with stock dividend, (Shares) | ' | ' | 258,000 | ' | ' | ' | ' | ' |
Warrants issued for services | 823,077 | ' | ' | 823,077 | ' | ' | ' | ' |
Stock offering costs | -850 | ' | ' | -850 | ' | ' | ' | ' |
Collection of subscription receivable | 67,750 | ' | ' | ' | ' | 67,750 | ' | ' |
In kind contribution of rent - related party | 12,600 | ' | ' | 12,600 | ' | ' | ' | ' |
Deferred compensation realized | 114,333 | ' | ' | ' | ' | ' | 114,333 | ' |
Net Loss | -2,298,552 | ' | ' | ' | -2,298,552 | ' | ' | ' |
Balance at Dec. 31, 2009 | -337,629 | ' | 18,816 | 9,786,211 | -2,555,372 | ' | -7,587,284 | ' |
Balance, (Shares) at Dec. 31, 2009 | ' | ' | 188,159,714 | ' | ' | ' | ' | ' |
Common stock issued for cash ($0.25/sh) | 300,000 | ' | 120 | 299,880 | ' | ' | ' | ' |
Common stock issued for cash ($0.25/sh), (Shares) | ' | ' | 1,200,000 | ' | ' | ' | ' | ' |
Accrued salary conversion into common stock ($0.30/sh) | 283,652 | ' | 95 | 283,557 | ' | ' | ' | ' |
Accrued salary conversion into common stock ($0.30/sh), (Shares) | ' | ' | 945,507 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.15/sh) | 37,500 | ' | 25 | 37,475 | ' | ' | ' | ' |
Common stock issued for services ($0.15/sh), (Shares) | ' | ' | 250,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.18/sh) | 18,000 | ' | 10 | 17,990 | ' | ' | ' | ' |
Common stock issued for services ($0.18/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.19/sh) | 19,000 | ' | 10 | 18,990 | ' | ' | ' | ' |
Common stock issued for services ($0.19/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.20/sh) | 42,000 | ' | 21 | 41,979 | ' | ' | ' | ' |
Common stock issued for services ($0.20/sh), (Shares) | ' | ' | 210,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh) | 35,000 | ' | 14 | 34,986 | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh), (Shares) | ' | ' | 140,000 | ' | ' | ' | ' | ' |
Common stock issued in exchange for technology rights ($0.25/sh) | 7,500,000 | ' | 3,000 | 7,497,000 | ' | ' | ' | ' |
Common stock issued in exchange for technology rights ($0.25/sh) (Shares) | ' | ' | 30,000,000 | ' | ' | ' | ' | ' |
Return of common stock issued for services ($1.05/sh) | ' | ' | -15 | 15 | ' | ' | ' | ' |
Return of common stock issued for services ($1.05/sh), (Shares) | ' | ' | -150,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.24/Sh) | 142,685 | ' | 100 | 1,239,900 | ' | ' | -1,097,315 | ' |
Common stock issued for services ($1.24/Sh), (Shares) | ' | ' | 1,000,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($1.70/sh) | 17,466 | ' | 10 | 169,990 | ' | ' | -152,534 | ' |
Common stock issued for services ($1.70/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Cancellation of shares held in escrow ($1.93/sh) | -1,442,198 | ' | -100 | -1,929,900 | ' | ' | 487,802 | ' |
Cancellation of shares held in escrow ($1.93/sh), (Shares) | ' | ' | -1,000,000 | ' | ' | ' | ' | ' |
Warrants issued for services | 10,559 | ' | ' | 10,559 | ' | ' | ' | ' |
Blue sky fees | -400 | ' | ' | -400 | ' | ' | ' | ' |
Stock offering costs | -8,000 | ' | ' | -8,000 | ' | ' | ' | ' |
In kind contribution of rent - related party | 9,450 | ' | ' | 9,450 | ' | ' | ' | ' |
Deferred compensation realized | 6,546,046 | ' | ' | ' | ' | ' | 6,546,046 | ' |
Net Loss | -6,312,965 | ' | ' | ' | -6,312,965 | ' | ' | ' |
Balance at Dec. 31, 2010 | 6,860,166 | ' | 22,106 | 17,509,682 | -8,868,337 | ' | -1,803,285 | ' |
Balance, (Shares) at Dec. 31, 2010 | ' | ' | 221,055,221 | ' | ' | ' | ' | ' |
Common stock issued in exchange for assets ($.10/sh) | 300,000 | ' | 300 | 299,700 | ' | ' | ' | ' |
Common stock issued in exchange for assets ($.10/sh), (Shares) | ' | ' | 3,000,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.07/sh) | 140,000 | ' | 200 | 139,800 | ' | ' | ' | ' |
Common stock issued for services ($0.07/sh), (Shares) | ' | ' | 2,000,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.08/sh) | 80,520 | ' | 100 | 80,420 | ' | ' | ' | ' |
Common stock issued for services ($0.08/sh), (Shares) | ' | ' | 1,006,500 | ' | ' | ' | ' | ' |
Common stock issued for services ($.10/sh) | 306,646 | ' | 307 | 306,339 | ' | ' | ' | ' |
Common stock issued for services ($.10/sh), (Shares) | ' | ' | 3,066,462 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.11/sh) | 55,000 | ' | 50 | 54,950 | ' | ' | ' | ' |
Common stock issued for services ($0.11/sh), (Shares) | ' | ' | 500,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.22/sh) | 3,388 | ' | 2 | 3,386 | ' | ' | ' | ' |
Common stock issued for services ($0.22/sh), (Shares) | ' | ' | 15,403 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.23/sh) | 23,000 | ' | 10 | 22,990 | ' | ' | ' | ' |
Common stock issued for services ($0.23/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh) | 175,715 | ' | 70 | 175,645 | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh), (Shares) | ' | ' | 702,860 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.33/sh) | 33,000 | ' | 10 | 32,990 | ' | ' | ' | ' |
Common stock issued for services ($0.33/sh) (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.35/sh) | 855 | ' | ' | 855 | ' | ' | ' | ' |
Common stock issued for services ($0.35/sh) (Shares) | ' | ' | 2,443 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.39/sh) | 39,585 | ' | 10 | 39,575 | ' | ' | ' | ' |
Common stock issued for services ($0.39/sh), (Shares) | ' | ' | 101,500 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.47/sh) | 58,184 | ' | 12 | 58,172 | ' | ' | ' | ' |
Common stock issued for services ($0.47/sh), (Shares) | ' | ' | 123,795 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.50/sh) | 50,000 | ' | 10 | 49,990 | ' | ' | ' | ' |
Common stock issued for services ($0.50/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.54/sh) | 108,000 | ' | 20 | 107,980 | ' | ' | ' | ' |
Common stock issued for services ($0.54/sh), (Shares) | ' | ' | 200,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.70/sh) | 70,000 | ' | 10 | 69,990 | ' | ' | ' | ' |
Common stock issued for services ($0.70/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.88/sh) | 88,000 | ' | 10 | 87,990 | ' | ' | ' | ' |
Common stock issued for services ($0.88/sh), (Shares) | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0295/sh) | 8,000 | ' | 27 | 7,973 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0295/sh), (Shares) | ' | ' | 271,186 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0315/sh) | 18,503 | ' | 59 | 18,444 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0315/sh), (Shares) | ' | ' | 587,382 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.032/sh) | 3,500 | ' | 11 | 3,489 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.032/sh), (Shares) | ' | ' | 109,375 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0336/sh) | 12,000 | ' | 36 | 11,964 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0336/sh), (Shares) | ' | ' | 357,143 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0454/sh) | 10,000 | ' | 22 | 9,978 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.0454/sh), (Shares) | ' | ' | 220,264 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1339/sh) | 15,600 | ' | 12 | 15,588 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1339/sh), (Shares) | ' | ' | 116,505 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1455/sh) | 14,000 | ' | 9 | 13,991 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1455/sh), (Shares) | ' | ' | 96,220 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1554/sh) | 12,000 | ' | 8 | 11,992 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1554/sh), (Shares) | ' | ' | 77,220 | ' | ' | ' | ' | ' |
Accrued salary conversion into common stock ($0.11/sh) | 144,000 | ' | 131 | 143,869 | ' | ' | ' | ' |
Accrued salary conversion into common stock ($0.11/sh), (Shares) | ' | ' | 1,309,091 | ' | ' | ' | ' | ' |
Line of credit conversion into common stock ($0.11/sh) | 100,000 | ' | 91 | 99,909 | ' | ' | ' | ' |
Line of credit conversion into common stock ($0.11/sh) (Shares) | ' | ' | 909,091 | ' | ' | ' | ' | ' |
Common stock issued for cash ($0.10/sh) | 1,885,700 | ' | 1,886 | 1,883,814 | ' | ' | ' | ' |
Common stock issued for cash ($0.10/sh) (Shares) | ' | ' | 18,857,000 | ' | ' | ' | ' | ' |
Warrants issued for services | 248,498 | ' | ' | 248,498 | ' | ' | ' | ' |
Stock offering costs | -79,780 | ' | ' | -79,780 | ' | ' | ' | ' |
Amortization of stock options | 1,199,794 | ' | ' | 1,199,794 | ' | ' | ' | ' |
Deferred compensation realized | 1,803,285 | ' | ' | ' | ' | ' | 1,803,285 | ' |
Net Loss | -5,491,647 | ' | ' | ' | -5,491,647 | ' | ' | ' |
Balance at Dec. 31, 2011 | 8,295,512 | ' | 25,519 | 22,629,977 | -14,359,984 | ' | ' | ' |
Balance, (Shares) at Dec. 31, 2011 | ' | ' | 255,184,661 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh) | 62,500 | ' | 25 | 62,475 | ' | ' | ' | ' |
Common stock issued for services ($0.25/sh), (Shares) | ' | ' | 250,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.30/sh) | 130,000 | ' | 85 | 254,915 | ' | ' | -125,000 | ' |
Common stock issued for services ($0.30/sh), (Shares) | ' | ' | 850,000 | ' | ' | ' | ' | ' |
Common stock issued in exchange for assets ($0.404/sh) | 10,000,000 | ' | 2,475 | 9,997,525 | ' | ' | ' | ' |
Common stock issued in exchange for assets ($0.404/sh), (Shares) | ' | ' | 24,752,475 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.62/sh) | 454 | ' | ' | 454 | ' | ' | ' | ' |
Common stock issued for services ($0.62/sh), (Shares) | ' | ' | 733 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.21/sh) | 31,500 | ' | 15 | 31,485 | ' | ' | ' | ' |
Common stock issued for services ($0.21/sh), (Shares) | ' | ' | 150,000 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.32/sh) | 480,000 | ' | 300 | 959,700 | ' | ' | -480,000 | ' |
Common stock issued for services ($0.32/sh), (Shares) | ' | ' | 3,000,000 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.17032/sh) | 25,000 | ' | 15 | 24,985 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.17032/sh), (Shares) | ' | ' | 146,780 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1764/sh) | 26,460 | ' | 15 | 26,445 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1764/sh), (Shares) | ' | ' | 150,000 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18013/sh) | 50,000 | ' | 28 | 49,972 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18013/sh), (Shares) | ' | ' | 277,572 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18128/sh) | 20,500 | ' | 11 | 20,489 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18128/sh), (Shares) | ' | ' | 113,805 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18619/sh) | 170,741 | ' | 92 | 170,649 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18619/sh), (Shares) | ' | ' | 917,031 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.19159/sh) | 34,486 | ' | 18 | 34,468 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.19159/sh), (Shares) | ' | ' | 180,000 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.19670/sh) | 20,000 | ' | 10 | 19,990 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.19670/sh), (Shares) | ' | ' | 101,678 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1995/sh) | 40,000 | ' | 20 | 39,980 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1995/sh), (Shares) | ' | ' | 200,501 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2394/sh) | 11,600 | ' | 5 | 11,595 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2394/sh), (Shares) | ' | ' | 48,454 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2513/sh) | 50,000 | ' | 20 | 49,980 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2513/sh), (Shares) | ' | ' | 198,965 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.27067/sh) | 25,000 | ' | 9 | 24,991 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.27067/sh), (Shares) | ' | ' | 92,365 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2741/sh) | 25,000 | ' | 9 | 24,991 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2741/sh), (Shares) | ' | ' | 91,208 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2763/sh) | 20,000 | ' | 7 | 19,993 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2763/sh), (Shares) | ' | ' | 72,385 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.322/sh) | 170,027 | ' | 53 | 169,974 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.322/sh), (Shares) | ' | ' | 528,035 | ' | ' | ' | ' | ' |
Common stock issued for financing costs ($0.34/sh) | 20,400 | ' | 6 | 20,394 | ' | ' | ' | ' |
Common stock issued for financing costs ($0.34/sh), (Shares) | ' | ' | 60,000 | ' | ' | ' | ' | ' |
Reclassification of derivative liability associated with convertible debt | 549,547 | ' | ' | 549,547 | ' | ' | ' | ' |
Warrants issued for services | 48,031 | ' | ' | 48,031 | ' | ' | ' | ' |
Net Loss | -4,108,182 | ' | ' | ' | -4,108,182 | ' | ' | ' |
Balance at Dec. 31, 2012 | 16,198,576 | ' | 28,737 | 35,243,005 | -18,468,166 | ' | -605,000 | ' |
Balance, (Shares) at Dec. 31, 2012 | ' | ' | 287,366,648 | ' | ' | ' | ' | ' |
Convertible debt conversion into common stock | 2,736,376 | ' | 1,915 | 2,734,461 | ' | ' | ' | ' |
Convertible debt conversion into common stock, Shares | ' | ' | 19,146,156 | ' | ' | ' | ' | ' |
Shares issued as a finders fee | 20,554 | ' | 9 | 20,545 | ' | ' | ' | ' |
Shares issued as a finders fee, Shares | ' | ' | 94,964 | ' | ' | ' | ' | ' |
Exercise of stock warrants | 43,080 | ' | 54 | 43,026 | ' | ' | ' | ' |
Exercise of stock warrants, (Shares) | ' | ' | 540,901 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.19 - $0.37/sh) | 1,453,313 | ' | 615 | 1,512,698 | ' | ' | -60,000 | ' |
Common stock issued for services ($0.19 - $0.37/sh), Shares | ' | ' | 6,145,029 | ' | ' | ' | ' | ' |
Return of shares | ' | ' | -75 | 75 | ' | ' | ' | ' |
Return of shares, (Shares) | ' | ' | -750,000 | ' | ' | ' | ' | ' |
Reclassification of derivative liability associated with convertible debt | 2,162,726 | ' | ' | 2,162,726 | ' | ' | ' | ' |
Warrants issued for services | 84,028 | ' | ' | 84,028 | ' | ' | ' | ' |
Deferred compensation realized | 615,000 | ' | ' | ' | ' | ' | 615,000 | ' |
Stock options issued for services | 115,288 | ' | ' | 115,288 | ' | ' | ' | ' |
Repurchased shares | -520,000 | ' | ' | ' | ' | ' | ' | -520,000 |
Repurchased shares, Shares | ' | ' | -3,000,000 | ' | ' | ' | ' | ' |
Net Loss | -8,804,887 | ' | ' | ' | -8,804,887 | ' | ' | ' |
Balance at Dec. 31, 2013 | $14,104,054 | ' | $31,255 | $41,915,852 | ($27,273,053) | ' | ($50,000) | ($520,000) |
Balance, (Shares) at Dec. 31, 2013 | ' | ' | 309,543,698 | ' | ' | ' | ' | ' |
Statement_of_Changes_in_Stockh1
Statement of Changes in Stockholders' Equity (Parenthetical) (USD $) | 12 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 | |
Statement of Changes in Stockholders' Equity [Abstract] | ' | ' | ' | ' | ' | ' |
Common stock issued for services to founder ($0.001/sh) | ' | ' | ' | ' | ' | $0.00 |
Common stock issued for cash ($0.25/sh), fair market value | ' | ' | ' | $0.25 | $0.25 | $0.25 |
Common stock issued for services ($0.25/sh), fair market value | ' | $0.25 | $0.25 | $0.25 | $0.25 | $0.25 |
Common stock issued for services ($0.35/sh), fair market value | ' | ' | $0.35 | ' | $0.35 | ' |
Common stock issued for services ($0.0625/sh), fair market value | ' | ' | ' | ' | $0.06 | ' |
Common stock issued for services ($1.50/sh), fair market value | ' | ' | ' | ' | $1.50 | ' |
Common stock issued for services ($1.77/sh), fair market value | ' | ' | ' | ' | $1.77 | ' |
Common stock issued for services ($1.78/sh), fair market value | ' | ' | ' | ' | $1.78 | ' |
Common stock issued for services ($1.80/sh), fair market value | ' | ' | ' | ' | $1.80 | ' |
Common stock issued for services ($1.93/sh), fair market value | ' | ' | ' | ' | $1.93 | ' |
Common stock issued for services ($1.94/sh), fair market value | ' | ' | ' | ' | $1.94 | ' |
Common stock issued for services ($1.95/sh), fair market value | ' | ' | ' | ' | $1.95 | ' |
Common stock issued for services ($2.00/sh), fair market value | ' | ' | ' | ' | $2 | ' |
Return of common stock issued for services ($0.35/sh), fair market value | ' | ' | ' | ' | $0.35 | ' |
Accrued salary conversion into common stock ($0.30/sh), fair market value | ' | ' | ' | $0.30 | ' | ' |
Common stock issued for services ($0.15/sh), fair market value | ' | ' | ' | $0.15 | ' | ' |
Common stock issued for services ($0.18/sh), fair market value | ' | ' | ' | $0.18 | ' | ' |
Common stock issued for services ($0.19/sh), fair market value | ' | ' | ' | $0.19 | ' | ' |
Common stock issued for services ($0.20/sh), fair market value | ' | ' | ' | $0.20 | ' | ' |
Common stock issued in exchange for technology rights ($0.25/sh), fair market value | ' | ' | ' | $0.25 | ' | ' |
Return of common stock issued for services ($1.05/sh), fair market value | ' | ' | ' | $1.05 | ' | ' |
Common stock issued for services ($1.24/Sh), fair market value | ' | ' | ' | $1.24 | ' | ' |
Common stock issued for services ($1.70/sh), fair market value | ' | ' | ' | $1.70 | ' | ' |
Cancellation of shares held in escrow ($1.93/sh), fair market value | ' | ' | ' | $1.93 | ' | ' |
Common stock issued in exchange for assets ($.10/sh) | ' | ' | $0.10 | ' | ' | ' |
Common stock issued for services ($0.07/sh), fair market value | ' | ' | $0.07 | ' | ' | ' |
Common stock issued for services ($0.08/sh), fair market value | ' | ' | $0.08 | ' | ' | ' |
Common stock issued for services ($.10/sh), fair market value | ' | ' | $0.10 | ' | ' | ' |
Common stock issued for services ($0.11/sh), fair market value | ' | ' | $0.11 | ' | ' | ' |
Common stock issued for services (0.22sh), fair market value | ' | ' | $0.22 | ' | ' | ' |
Common stock issued for services (0.23sh), fair market value | ' | ' | $0.23 | ' | ' | ' |
Common stock issued for services (0.33sh), fair market value | ' | ' | $0.33 | ' | ' | ' |
Common stock issued for services (0.39sh), fair market value | ' | ' | $0.39 | ' | ' | ' |
Common stock issued for services (0.47sh), fair market value | ' | ' | $0.47 | ' | ' | ' |
Common stock issued for services (0.50sh), fair market value | ' | ' | $0.50 | ' | ' | ' |
Common stock issued for services (0.54sh), fair market value | ' | ' | $0.54 | ' | ' | ' |
Common stock issued for services (0.70sh), fair market value | ' | ' | $0.70 | ' | ' | ' |
Common stock issued for services (0.88sh), fair market value | ' | ' | $0.88 | ' | ' | ' |
Convertible debt conversion into common stock ($0.0295/sh), fair market value | ' | ' | $0.03 | ' | ' | ' |
Convertible debt conversion into common stock ($0.0315/sh), fair market value | ' | ' | $0.03 | ' | ' | ' |
Convertible debt conversion into common stock ($0.032/sh), fair market value | ' | ' | $0.03 | ' | ' | ' |
Convertible debt conversion into common stock ($0.0336/sh), fair market value | ' | ' | $0.03 | ' | ' | ' |
Convertible debt conversion into common stock ($0.0454/sh), fair market value | ' | ' | $0.05 | ' | ' | ' |
Convertible debt conversion into common stock (0.1339sh), fair market value | ' | ' | $0.13 | ' | ' | ' |
Convertible debt conversion into common stock (0.1455sh), fair market value | ' | ' | $0.15 | ' | ' | ' |
Convertible debt conversion into common stock (0.1554sh), fair market value | ' | ' | $0.16 | ' | ' | ' |
Accrued salary conversion into common stock ($0.11/sh), fair market value | ' | ' | $0.11 | ' | ' | ' |
Line of credit conversion into common stock ($0.11/sh), fair market value | ' | ' | $0.11 | ' | ' | ' |
Common stock issued for cash ($0.10/sh), fair market value | ' | ' | $0.10 | ' | ' | ' |
Common stock issued in exchange for assets ($0.404/sh), fair market value | ' | $0.40 | ' | ' | ' | ' |
Common stock issued for services (0.62sh), fair market value | ' | $0.62 | ' | ' | ' | ' |
Common stock issued for services (0.21sh), fair market value | ' | $0.21 | ' | ' | ' | ' |
Common stock issued for services ($0.30/sh), fair market value | ' | $0.30 | ' | ' | ' | ' |
Common stock issued for services ($0.32/sh), fair market value | ' | $0.32 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.17032/sh), fair market value | ' | $0.17 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1764/sh), fair market value | ' | $0.18 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18013/sh), fair market value | ' | $0.18 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18128/sh), fair market value | ' | $0.18 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.18619/sh), fair market value | ' | $0.19 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.19159/sh), fair market value | ' | $0.19 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.19670/sh), fair market value | ' | $0.20 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.1995/sh), fair market value | ' | $0.20 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2394/sh), fair market value | ' | $0.24 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2513/sh), fair market value | ' | $0.25 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.27067/sh), fair market value | ' | $0.27 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2741/sh), fair market value | ' | $0.27 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.2763/sh), fair market value | ' | $0.28 | ' | ' | ' | ' |
Convertible debt conversion into common stock ($0.322/sh), fair market value | ' | $0.32 | ' | ' | ' | ' |
Common stock issued for financing costs ($0.34/sh), fair market value | ' | $0.34 | ' | ' | ' | ' |
Common stock issued for services ($0.19 - $0.37/sh), fair market value, minimum | $0.19 | ' | ' | ' | ' | ' |
Common stock issued for services ($0.19 - $0.37/sh), fair market value, maximum | $0.37 | ' | ' | ' | ' | ' |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Cash Flows From Operating Activities: | ' | ' | ' |
Net Loss | ($8,804,887) | ($4,108,182) | ($27,136,598) |
Adjustments to reconcile net loss to net cash used in operations | ' | ' | ' |
Depreciation/Amortization | 82,211 | 54,103 | 201,791 |
Depreciation for abandonment of website | ' | ' | 57,063 |
In kind contribution of rent - related party | ' | ' | 24,963 |
Stock and stock options issued for services | 1,568,601 | 199,454 | 4,302,666 |
Stock issued for debt financing costs | ' | 20,400 | 20,400 |
Warrants issued for services | 84,028 | 48,031 | 1,214,193 |
Loss on debt conversion | 46,093 | ' | 46,093 |
Trademark Impairment | ' | ' | ' |
Amortization of stock options | ' | ' | 1,199,794 |
Amortization of intangible | 343,898 | ' | 343,898 |
Bluesky Fees | ' | ' | -1,750 |
Amortization of stock based compensation | 615,000 | 505,000 | 8,141,466 |
Amortization of original issue discount | 148,936 | ' | 148,936 |
Security deposit | ' | ' | -413 |
Amortization of debt offering costs | 395,194 | 126,854 | 522,048 |
Amortization of debt discount | 2,594,504 | 825,819 | 3,445,255 |
Change in fair value of derivative liability | -1,001,138 | 44,805 | -981,265 |
Derivative Expense | 442,412 | 201,395 | 643,807 |
Warrants issued for services treated as derivative liabilities | 43,809 | ' | 43,809 |
Gain on sale of intellectual property | -220,000 | ' | -220,000 |
Changes in operating assets and liabilities: | ' | ' | ' |
(Increase)/Decrease in prepaid expenses | -13,515 | 127,456 | 90,282 |
Increase/(Decrease) in inventory | -29,275 | ' | -29,275 |
Increase/(Decrease) accounts payable | 173,672 | 7,316 | 206,456 |
Increase/(Decrease) cash overdraft | ' | ' | ' |
Increase/(Decrease) in accrued expenses | 147,287 | -87,922 | 656,517 |
Net Cash Used In Operating Activities | -3,568,107 | -2,035,471 | -7,244,801 |
Cash Flows From Investing Activities: | ' | ' | ' |
Register of trademark | ' | ' | -275 |
Cash received in connection with shares issed for assets and intellectual property | 8,011 | 62,884 | 70,895 |
Purchase of property equipment | -10,003 | -118,247 | -396,790 |
Net Cash Provided by (Used In) Investing Activities | -1,992 | -55,363 | -326,170 |
Cash Flows From Financing Activities: | ' | ' | ' |
Proceeds from stockholder loans / lines of credit | 318,000 | ' | 938,583 |
Repayment of stockholder loans / lines of credit | -178,000 | ' | -698,583 |
Accrued expenses payment made by a former shareholder | ' | ' | 4,400 |
Proceeds from issuance of convertible note, net of offering costs | 3,418,499 | 1,709,600 | 5,212,599 |
Proceeds from warrants exercised | 43,080 | ' | 43,080 |
Proceeds from issuance of stock, net of subscriptions receivable and net of offering costs | ' | ' | 1,772,920 |
Proceeds from collection of stock subscription receivable | ' | ' | 464,750 |
Net Cash Provided by Financing Activities | 3,601,579 | 1,709,600 | 7,737,749 |
Net Increase / (Decrease) in Cash | 31,480 | -381,234 | 166,778 |
Cash at Beginning of Period | 135,298 | 516,532 | ' |
Cash at End of Period | 166,778 | 135,298 | 166,778 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid for interest | ' | 231 | 231 |
Cash paid for taxes | ' | ' | ' |
Supplemental disclosure of non-cash investing and financing activities: | ' | ' | ' |
Shares issued in connection with assets and intellectual property | ' | 10,000,000 | 17,800,000 |
Shares issued in conversion of related party accrued compensation | ' | ' | 427,652 |
Shares issued in conversion of related party line of credit | ' | ' | 100,000 |
Shares issued in conversion of convertible debt and accrued interest | 2,684,915 | 688,814 | 3,467,332 |
Shares issued in connection with stock dividend | ' | ' | 136,713 |
Shares issued for accrued interest | 5,368 | ' | 5,368 |
Reclassification of derivative liability to additional paid in capital | 2,162,726 | 549,547 | 2,712,273 |
Stock sold for subscription | ' | ' | 464,750 |
Stock issued for future services (Deferred Compensation) | 60,000 | ' | 10,834,011 |
Shares issued for direct offering costs | 20,554 | ' | 20,554 |
Accrued interest reclassified to principal | -113,386 | ' | -113,386 |
Shares purchased in connection with sale of intellectual property | -300,000 | ' | -300,000 |
Debt discount recorded on convertible and unsecured debt accounted for as a derivative liability | $3,397,127 | $1,469,633 | $4,891,692 |
Statements_of_Cash_Flows_Paran
Statements of Cash Flows (Paranthetical) (USD $) | 12 Months Ended |
Dec. 31, 2012 | |
Statement of Cash Flows [Abstract] | ' |
Shares Issued Under Share Exchange Agreement | 24,752,475 |
Common stock consideration transferred at fair value | $10,000,000 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies and Organization | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Summary of Significant Accounting Policies and Organization [Abstract] | ' | ||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION | ' | ||||||||
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION | |||||||||
(A) Organization and Basis of Presentation | |||||||||
Max Sound Corporation (the "Company") was incorporated in Delaware on December 9, 2005. The Company is currently in the development stage, and on or around February 2011, the Company changed its business operations to focus primarily on developing and launching audio technology software. | |||||||||
Prior to February 2011, the Company's business operations were focused on creating search technologies within an online networking platform. | |||||||||
Activities during the development stage include developing the online networking platform, launching our audio technology, and raising capital. | |||||||||
Effective March 1, 2011, the Company filed with the State of Delaware a Certificate of Amendment of Certificate of Incorporation changing our name from So Act Network, Inc. to Max Sound Corporation. | |||||||||
(B) Use of Estimates | |||||||||
In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. | |||||||||
(C) Cash and Cash Equivalents | |||||||||
For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. As of December 31, 2013 and December 31, 2012, the Company had no cash equivalents. | |||||||||
(D) Property and Equipment | |||||||||
Property and equipment are stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is provided using the straight-line method over the estimated useful life of three to five years. | |||||||||
(E) Research and Development | |||||||||
The Company has adopted the provisions of FASB Accounting Standards Codification No. 350, Intangibles – Goodwill & Other. Costs incurred in the planning stage of a website are expensed as research and development while costs incurred in the development stage are capitalized and amortized over the life of the asset, estimated to be three years. Expenses subsequent to the launch have been expensed as website development expenses. | |||||||||
(F) Concentration of Credit Risk | |||||||||
The Company at times has cash in banks in excess of FDIC insurance limits. The Company had $0 in excess of FDIC insurance limits as of December 31, 2013 and 2012. | |||||||||
(G) Revenue Recognition | |||||||||
The Company recognized revenue on arrangements in accordance with FASB Codification Topic 605, “Revenue Recognition” (“ASC Topic 605”). Under ASC Topic 605, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. We had revenues of $2,498, and $5 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
(H) Advertising Costs | |||||||||
Advertising costs are expensed as incurred and include the costs of public relations activities. These costs are included in consulting and general and administrative expenses and totaled $59,642 and $104,707 for the year ended December 31, 2013 and 2012. | |||||||||
(I) Identifiable Intangible Assets | |||||||||
As of December 31, 2013 and 2012, $7,500,000 of costs related to registering a trademark and acquiring technology rights have been capitalized. It has been determined that the trademark and technology rights have an indefinite useful life and are not subject to amortization. However, the trademark and technology rights will be reviewed for impairment annually or more frequently if impairment indicators arise. | |||||||||
On November 15, 2012, the Company acquired the rights to assets and audio technology known as Liquid Spins, Inc. through a share exchange, whereby the Company issued 24,752,475 shares of common stock for their rights in Liquid Spins technology (See Note 8 (H). As of December 31, 2013 and 2012, $9,303,679 and $9,655,588 of costs related to this intangible remain capitalized. The technology was placed in service on August 23, 2013 with a useful life of 10 years. However, the technology will be reviewed for impairment annually or more frequently if impairment indicators arise. | |||||||||
(J) Impairment of Long-Lived Assets | |||||||||
The Company accounts for its long-lived assets in accordance with ASC Topic 360-10-05, “Accounting for the Impairment or Disposal of Long-Lived Assets.” ASC Topic 360-10-05 requires that long-lived assets, such as technology rights, be reviewed for impairment annually, or whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. No impairments were recorded for the years ended December 31, 2013 and 2012. | |||||||||
(K) Loss Per Share | |||||||||
In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,” Basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-converted method. Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive. Because of the Company’s net losses, the effects of stock warrants and stock options would be anti-dilutive and accordingly, is excluded from the computation of earnings per share. | |||||||||
The computation of basic and diluted loss per share at December 31, 2013 and 2012 excludes the common stock equivalents of the following potentially dilutive securities because their inclusion would be anti-dilutive: | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Stock Warrants (Exercise price - $0.10 - $.52/share) | 3,135,000 | 2,415,800 | |||||||
Stock Options (Exercise price - $0.12 - $.50/share) | 12,700,000 | 12,000,000 | |||||||
Convertible Debt (Exercise price - $0.1249 - $.1922/share) | 16,893,930 | 6,201,734 | |||||||
Total | 32,628,930 | 20,617,534 | |||||||
(L) Income Taxes | |||||||||
The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”) Income Taxes. Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||
The net deferred tax liability in the accompanying balance sheets includes the following amounts of deferred tax assets and liabilities: | |||||||||
2013 | 2012 | ||||||||
Deferred tax liability: | $ | - | $ | - | |||||
Deferred tax asset | |||||||||
Stock options for services | 447,128 | 407,930 | |||||||
Net Operating Loss Carryforward | 3,602,723 | 1,841,034 | |||||||
Valuation allowance | (4,049,851 | ) | (2,248,964 | ) | |||||
Net deferred tax asset | - | - | |||||||
Net deferred tax liability | $ | - | $ | - | |||||
The provision for income taxes has been computed as follows: | |||||||||
2013 | 2012 | ||||||||
Expected income tax recovery (expense) at the statuary rate of 34% | $ | 3,000,765 | $ | 1,396,782 | |||||
Tax effect of expenses that are not deductible for income tax purposes (net of other amounts deductible for tax purposes) | (5,523 | ) | (1,372 | ) | |||||
Tax effect of differences in the timing of deductibility of items for income tax purposes: | (1,194,355 | ) | (516,158 | ) | |||||
Utilization of non-capital tax losses to offset current taxable income | - | - | |||||||
Change in valuation allowance | (1,800,887 | ) | (879,252 | ) | |||||
Provision for income taxes | - | - | |||||||
The valuation allowance was established to reduce the deferred tax asset to the amount that will more likely than not be realized. This is necessary due to the Company’s continued operating losses and the uncertainty of the Company’s ability to offset future taxable income through 2033. | |||||||||
The net change in the valuation allowance for the year ended December 31, 2013 and 2012 was an increase of $1,800,887 and $879,252, respectively. | |||||||||
The components of income tax expense related to continuing operations are as follows: | |||||||||
2013 | 2012 | ||||||||
Federal | |||||||||
Current | $ | - | $ | - | |||||
Deferred | - | - | |||||||
$ | - | $ | - | ||||||
State and Local | |||||||||
Current | $ | - | $ | - | |||||
Deferred | - | - | |||||||
$ | - | $ | - | ||||||
The Company's federal income tax returns are no longer subject to examination by the IRS for the years prior to 2010, and the related state income tax returns are no longer subject to examination by state authorities for the years prior to 2010. | |||||||||
(M) Business Segments | |||||||||
The Company operates in one segment and therefore segment information is not presented. | |||||||||
(N) Recent Accounting Pronouncements | |||||||||
The Company's management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted would have a material impact on the accompanying financial statements. | |||||||||
(O) Fair Value of Financial Instruments | |||||||||
The carrying amounts on the Company’s financial instruments including prepaid expenses, accounts payable, accrued expenses, derivative liability, convertible note payable, and loan payable-related party, approximate fair value due to the relatively short period to maturity for these instruments. | |||||||||
(P) Stock-Based Compensation | |||||||||
In December 2004, the FASB issued FASB Accounting Standards Codification No. 718, Compensation – Stock Compensation. Under FASB Accounting Standards Codification No. 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. The Company applies this statement prospectively. | |||||||||
Equity instruments (“instruments”) issued to other than employees are recorded on the basis of the fair value of the instruments, as required by FASB Accounting Standards Codification No. 718. FASB Accounting Standards Codification No. 505, Equity Based Payments to Non-Employees defines the measurement date and recognition period for such instruments. In general, the measurement date is when either a (a) performance commitment, as defined, is reached or (b) the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each particular grant as defined in the FASB Accounting Standards Codification. | |||||||||
(Q) Reclassification | |||||||||
Certain amounts from prior periods have been reclassified to conform to the current period presentation. These reclassifications had no impact on the Company's net loss or cash flows. | |||||||||
(R) Derivative Financial Instruments | |||||||||
Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments. | |||||||||
Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, are also valued using the Black-Scholes option-pricing model. | |||||||||
(S) Original Issue Discount | |||||||||
For certain convertible debt issued, the Company provides the debt holder with an original issue discount. The original issue discount is recorded to debt discount, reducing the face amount of the note and is amortized to interest expense over the life of the debt. | |||||||||
(T) Debt Issue Costs and Debt Discount | |||||||||
The Company may pay debt issue costs, and record debt discounts in connection with raising funds through the issuance of convertible debt. These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed. |
Going_Concern
Going Concern | 12 Months Ended |
Dec. 31, 2013 | |
Going Concern [Abstract] | ' |
GOING CONCERN | ' |
NOTE 2 GOING CONCERN | |
As reflected in the accompanying financial statements, the Company is in the development stage with minimal operations, has an accumulated deficit of $27,273,053 for the period from December 9, 2005 (inception) to December 31, 2013, and has negative cash flow from operations of $7,244,801 from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. | |
Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern. |
Note_Payable_Principal_Stockho
Note Payable - Principal Stockholder | 12 Months Ended |
Dec. 31, 2013 | |
Note Payable - Principal Stockholder and Line of Credit - Principal of Stockholder and Convertible Debt - Derivative Liabilities and Convertible Debt [Abstract] | ' |
NOTE PAYABLE - PRINCIPAL STOCKHOLDER | ' |
NOTE 3 NOTE PAYABLE – PRINCIPAL STOCKHOLDER | |
During the year ended December 31, 2008, the Company received $18,803 from the principal stockholder. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and due on demand. In 2008, the Company repaid $15,000 in principal to the principal stockholder. In 2009, the Company repaid $3,803 in principal to the principal stockholder. As of December 31, 2010, the principal portion of this principal stockholder loan balance has been repaid (See Note 10). | |
On May 11, 2009, the Company received $9,500 from the principal stockholder. During the year ended December 31, 2009, the Company repaid $1,500 in principal to the principal stockholder. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and is due on demand (See Note 10). | |
On May 22, 2009, the Company received $15,000 from the principal stockholder. During the year ended December 31, 2010, the Company repaid $6,000 in principal to the principal stockholder under the terms of the loan. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and is due on demand (See Note 10). | |
On May 26, 2009, the Company received $16,700 from the principal stockholder. During the year ended December 31, 2010, the Company repaid $15,700 in principal to the principal stockholder under the term of this loan. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and is due on demand (See Note 10). | |
During the year ended December 31, 2011, the Company repaid $18,000 in principal and $2,116 of accrued interest to the principal stockholder related to these principal stockholder loans (See Note 10). | |
On July 30, 2013, the Company received $28,000 from the principal stockholder which was repaid on August 13, 2013 (See Note 10). |
Line_of_Credit_Principal_Stock
Line of Credit - Principal Stockholder | 12 Months Ended |
Dec. 31, 2013 | |
Note Payable - Principal Stockholder and Line of Credit - Principal of Stockholder and Convertible Debt - Derivative Liabilities and Convertible Debt [Abstract] | ' |
LINE OF CREDIT-PRINCIPAL STOCKHOLDER | ' |
NOTE 4 LINE OF CREDIT – PRINCIPAL STOCKHOLDER | |
On May 28, 2009, the Company entered into a two year line of credit agreement with the principal stockholder in the amount of $100,000. The line of credit carries an interest rate of 3.25%. As of December 31, 2011, the principal stockholder has advanced the Company $100,000 under the terms of this line of credit agreement (See Note 10). | |
On November 10, 2009, the Company entered into a two year line of credit agreement with the principal stockholder in the amount of $100,000. The line of credit carries an interest rate of 3.25%. As of December 31, 2011, the principal stockholder has advanced $100,000 to the Company under the terms of this line of credit agreement (See Note 10). | |
On March 25, 2010, the Company entered into a two year line of credit agreement with the principal stockholder in the amount of $500,000. The line of credit carries an interest rate of 3.25%. On February 17, 2011, the principal stockholder converted $100,000 of the line of credit owed into 909,091 shares of common stock at $0.11 per share. As of December 31, 2011, the principal stockholder has advanced $360,580 to the Company under the terms of this line of credit agreement. (See Note 8(G) and Note 10). | |
As of December 31, 2011, the Company repaid $460,580 in principal and $11,283 of accrued interest to the principal stockholder related to these lines of credit (See Note 10). | |
During the year ended December 31, 2013, the Company received $290,000 from the principal stockholder, and the Company repaid $150,213 in principal and accrued interest to the principal stockholder under the term of this line of credit. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 4% and is due on demand (See Note 10). |
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property and Equipment [Abstract] | ' | ||||||||
PROPERTY AND EQUIPMENT | ' | ||||||||
NOTE 5 PROPERTY AND EQUIPMENT | |||||||||
At December 31, 2013, and December 31, 2012, respectively, property and equipment is as follows: | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Website Development | $ | 294,795 | $ | 294,795 | |||||
Furniture and Equipment | 99,881 | 98,613 | |||||||
Leasehold Improvements | 6,573 | 6,573 | |||||||
Software | 53,897 | 53,897 | |||||||
Office Equipment | 56,897 | 48,162 | |||||||
Domain Name | 1,500 | 1,500 | |||||||
Sign | 628 | 628 | |||||||
Total | 514,171 | 504,168 | |||||||
Less: accumulated depreciation and amortization | (258,854 | ) | (176,643 | ) | |||||
Property and Equipment, Net | $ | 255,317 | $ | 327,525 | |||||
Depreciation/amortization expense for the year ended December 31, 2013 and 2012 $82,211 and $54,103, respectively. |
Convertible_Debt_Derivative_Li
Convertible Debt - Derivative Liabilities | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Note Payable - Principal Stockholder and Line of Credit - Principal of Stockholder and Convertible Debt - Derivative Liabilities and Convertible Debt [Abstract] | ' | ||||||||||
CONVERTIBLE DEBT - DERIVATIVE LIABILITIES | ' | ||||||||||
NOTE 6 CONVERTIBLE DEBT – DERIVATIVE LIABILITIES | |||||||||||
On July 6, 2010, the Company entered into an agreement whereby the Company will issue up to $50,000 in a convertible note. The note matured on March 30, 2011, and bears an interest rate of 8%. Any unpaid amount as of the maturity date bears an interest rate of 22%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock. The conversion price equals the "Variable Conversion Price", which is 59% of the "Market Price", which is the average of the lowest six trading prices for the Common Stock during the ten (10) trading day period prior to the conversion. In July of 2010, the Company received $50,000 proceeds less the $3,000 finder’s fee pursuant to the terms of this convertible note. As of December 31, 2012 the convertible note balance and accrued interest is $0. | |||||||||||
On February 17, 2011, the Company entered into an agreement whereby the Company will issue up to $40,000 in a convertible note. The note matures on November 17, 2011, and bears an interest rate of 8%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock. The conversion price equals the "Variable Conversion Price", which is 59% of the "Market Price", which is the average of the lowest six (6) trading prices for the Common Stock during the ten trading day period prior to the conversion. In February of 2011, the Company received $40,000 proceeds less the $2,500 finder’s fee pursuant to the terms of this convertible note. As of December 31, 2012 the convertible note balance and accrued interest is $0. | |||||||||||
On March 8, 2012, the Company entered into an agreement whereby the Company will issue up to $166,667 in a convertible note. The note matures on March 9, 2013 and bears an interest rate of 4%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest ten (10) trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $150,000 proceeds, less the $16,667 finder’s fee pursuant to the terms of this convertible note, on March 14, 2012. As of December 31, 2012 the convertible note balance and accrued interest is $0. | |||||||||||
On March 14, 2012, the Company entered into an agreement whereby the Company will issue up to $102,500 in a convertible note. The note matures on December 19, 2012 and bears an interest rate of 8%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $102,500 proceeds, less the $2,500 finder’s fee pursuant to the terms of this convertible note, on March 20, 2012. As of December 31, 2012 the convertible note balance and accrued interest is $0. | |||||||||||
On April 4, 2012, the Company entered into an agreement whereby the Company will issue up to $166,000 in a convertible note. The note matures on December 28, 2012 and bears an interest rate of 8%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $138,000 proceeds, less the $28,000 finder’s fee pursuant to the terms of this convertible note, on April 4, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $10,500, respectively. | |||||||||||
On April 25, 2012, the Company entered into an agreement whereby the Company will issue up to $166,667 in a convertible note. The note matures on April 25, 2013 and bears an interest rate of 4%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $150,000 proceeds, less the $16,667 finder’s fee pursuant to the terms of this convertible note, on April 25, 2012. As of December 31, 2012 the convertible note balance and accrued interest is $0. | |||||||||||
On May 8, 2012, the Company entered into an agreement whereby the Company will issue up to $333,000 in a convertible note subject to a $33,000 original issue discount (OID). On October 31, 2012 the Company entered into a new agreement whereby up to $833,000 in convertible note will be issued. The note matures on May 8, 2013, and bears an interest rate of 0% if note is repaid on or before 90 days from the effective date. If the note is not repaid within 90 days, a one-time interest charge of 5% will be applied to the principal. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The Company received $92,000 proceeds, less the $8,000 finder’s fee and $11,000 OID pursuant to the terms of this convertible note, on May 9, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $53,402, respectively. | |||||||||||
On June 22, 2012, the Company entered into an agreement whereby the Company will issue up to $62,500 in a convertible note. The note matures on March 27, 2013 and bears an interest rate of 8%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $60,000 proceeds, less the $2,500 finder’s fee pursuant to the terms of this convertible note, on April 25, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $40,156, respectively. | |||||||||||
On July 16, 2012, the Company entered into an agreement whereby the Company will issue up to $58,333 in a convertible note. The note matures on January 15, 2013 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the low traded price of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $50,000 proceeds, less the $8,333 finder’s fee pursuant to the terms of this convertible note, on July 16, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $61,054, respectively. | |||||||||||
On July 30, 2012, the Company entered into an agreement whereby the Company will issue up to $111,000 in a convertible note. The note matures on April 30, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $100,000 proceeds, less the $11,000 finder’s fee pursuant to the terms of this convertible note, on July 30, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $114,775, respectively. | |||||||||||
On August 3, 2012, the Company entered into an agreement whereby the Company will issue up to $82,500 in a convertible note. The note matures on August 3, 2013 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten trading day period. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $75,000 proceeds, less the $7,500 finder’s fee pursuant to the terms of this convertible note, on August 3, 2012. As of December 31, 2013 and December 31, 2012 the convertible note balance and accrued interest is $0 and $84,695, respectively. | |||||||||||
On August 15, 2012, the Company will issue up to $50,000 in a convertible note subject to a $4,000 original issue discount (OID) related to the agreement entered into on May 8, 2012 and updated on October 31, 2012. The note matures on August 15, 2013, and bears an interest rate of 0% if note is repaid on or before 180 days from the effective date. If the note is not repaid within 90 days a one-time interest charge of 5% will be applied to the principal. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The Company received $50,000 proceeds, less the $4,000 finder’s fee pursuant to the terms of this convertible note, on August 15, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $55,943, respectively. | |||||||||||
On September 10, 2012, the Company entered into an agreement whereby the Company will issue up to $83,333 in a convertible note. The note matures on September 10, 2013 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten trading day period. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $75,000 proceeds, less the $8,333 finder’s fee pursuant to the terms of this convertible note, on September 10, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $84,354, respectively. | |||||||||||
On September 26, 2012, the Company entered into an agreement whereby the Company will issue up to $166,000 in a convertible note. The note matures on June 26, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $150,000 proceeds, less the $16,000 finder’s fee pursuant to the terms of this convertible note, on September 10, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $169,491, respectively. | |||||||||||
On October 9, 2012, the Company entered into an agreement whereby the Company will issue up to $62,500 in a convertible note. The note matures on July 11, 2013 and bears an interest rate of 8%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $60,000 proceeds, less the $2,500 finder’s fee pursuant to the terms of this convertible note, on October 9, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $63,642, respectively. | |||||||||||
On November 1, 2012, the Company will issue up to $165,000 in a convertible note subject to a $15,000 original issue discount (OID) related to the agreement entered into on May 8, 2012 and updated on October 31, 2012. The note matures on November 1, 2013 and bears an interest rate of 0% if note is repaid on or before 180 days from the effective date. If the note is not repaid within 90 days a one-time interest charge of 5% will be applied to the principal. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The Company received $50,000 proceeds, less the $4,000 finder’s fee pursuant to the terms of this convertible note, on August 15, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $165,000, respectively. | |||||||||||
On November 30, 2012, the Company entered into an agreement whereby the Company will issue up to $78,500 in a convertible note. The note matures on September 4, 2013 and bears an interest rate of 8%. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. The Company received $60,000 proceeds, less the $2,500 finder’s fee pursuant to the terms of this convertible note, on October 9, 2012. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $79,023, respectively. | |||||||||||
On November 29, 2012, the Company entered into an agreement whereby the Company will issue up to $166,000 in a convertible note. The note matures on August 29, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. During 2012, the Company received $166,000 proceeds, less the $16,000 finder’s fee pursuant to the terms of this convertible note. As of December 31, 2013 and 2012 the convertible note balance and accrued interest is $0 and $167,143, respectively. | |||||||||||
On January 25, 2013, the Company entered into an agreement whereby the Company will issue up to $100,000 in a convertible note. The note matures on January 25, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $100,000 proceeds, less the $10,000 finder’s fee pursuant to the terms of this convertible note, on January 25, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On January 24, 2013, the Company entered into an agreement whereby the Company will issue up to $166,000 in a convertible note. The note matures on October 24, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $166,000 proceeds, less the $1,000 finder’s fee and an original issue discount of $15,000 pursuant to the terms of this convertible note, on January 24, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On February 1, 2013, the Company entered into an agreement whereby the Company will issue up to $83,333 in a convertible note. The note matures on February 1, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $83,333 proceeds, less the $8,333 finder’s fee pursuant to the terms of this convertible note, on February 1, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On February 6, 2013, the Company entered into an agreement whereby the Company will issue up to $25,000 in a convertible note. The note matures on February 6, 2014 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $25,000 proceeds, on February 19, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On February 25, 2013, the Company entered into an agreement whereby the Company will issue up to $62,500 in a convertible note. The note matures on November 27, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $62,500 proceeds less the $2,500 finder’s fee pursuant to the terms of this convertible note, on March 1, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On February 27, 2013, the Company entered into an agreement whereby the Company will issue up to $100,000 in a convertible note. The note matures on February 27, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $100,000 proceeds, less the $8,000 finder’s fee pursuant to the terms of this convertible note, on February 27, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On March 13, 2013, the Company entered into an agreement whereby the Company will issue up to $111,000 in a convertible note. The note matures on December 13, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $111,000 proceeds, less the $9,000 finder’s fee and an original issue discount of $10,000 pursuant to the terms of this convertible note, on March 13, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On March 14, 2013, the Company entered into an agreement whereby the Company will issue up to $55,500 in a convertible note. The note matures on December 14, 2013 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $55,500 proceeds, less the $500 finder’s fee and an original issue discount of $5,000 pursuant to the terms of this convertible note, on March 18, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On April 4, 2013, the Company entered into an agreement whereby the Company will issue up to $61,750 in a convertible note. The note matures on January 8, 2014, and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $61,750 proceeds less the $1,750 finder’s fee pursuant to the terms of this convertible note, on April 8, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On April 17, 2013, the Company entered into an agreement whereby the Company will issue up to $41,750 in a convertible note. The note matures on January 22, 2014, and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $41,750 proceeds less the 1,750 finder’s fee pursuant to the terms of this convertible note, on April 23, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. | |||||||||||
On April 26, 2013, the Company entered into an agreement whereby the Company will issue up to $194,444 in a convertible note. The note matures on April 26, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $194,444 proceeds, less the $19,444 original issue discount pursuant to the terms of this convertible note, on April 26, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. In connection with this raise, the Company also issued 175,000 three year warrants exercisable at $0.40/share. | |||||||||||
On May 2, 2013, the Company entered into an agreement whereby the Company will issue up to $166,000 in a convertible note. The note matures on February 2, 2014 and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $166,000 proceeds, less the $13,000 finder’s fee and an original issue discount of $15,000 pursuant to the terms of this convertible note, on May 2, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $43,346. | |||||||||||
On May 3, 2013, the Company entered into an agreement whereby the Company will issue up to $83,333 in a convertible note. The note matures on May 3, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $83,333 proceeds, less the $8,333 original issue discount pursuant to the terms of this convertible note, on May 3, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $0. In connection with this raise, the Company also issued 75,000 three year warrants exercisable at $0.40/share. | |||||||||||
On May 3, 2013, the Company entered into an agreement whereby the Company will issue up to $25,000 in a convertible note. The note matures on May 2, 2014 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $25,000 proceeds, on May 3, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $6,624. | |||||||||||
On May 23, 2013, the Company entered into a Securities Purchase Agreement “Aggregate SPA” by and between the Company and three (3) institutional investors. The Purchase Agreement provides for the sale by the Company to the Investors of an aggregate principal amount of $2,222,222 of 4% Convertible Debentures, with 10% Original Issue Discount that is due twelve months from their date of issuance (the “Debentures”). The Subscription Amount shall be funded in the amount of $277,777.77 (net amount of $250,000 less debt offering costs to the Company after the original issue discount) on the initial closing date (the “Closing Date”) of May 23, 2013 and seven (7) additional installments in the amount of $277,777.77 (net amount of $250,000 less debt offering costs to the Company after the original issue discount) shall each be funded on or about the first day of each calendar month commencing on June 1, 2013. | |||||||||||
In addition, the Company issues debt offering costs (placement agent fees) equal to 7% of the aggregate purchase price paid by each purchase and equity equaling 2% of the gross proceeds received by the Company valued at the investors, conversion price. | |||||||||||
The Debentures have an interest rate of four percent (4%) and shall have an original issue discount of ten percent (10%) from the stated principal amount. The Debentures may be prepaid in whole or in part on not less than thirty (30) days prior written notice to the investors for an amount equal to 115% multiplied by the sum of the then outstanding principal amount of the Debentures plus any accrued and unpaid interest. | |||||||||||
The Debentures shall be convertible into common stock, at the investors’ option, at a twenty-five percent (25%) discount to the average price of the lowest three (3) closing bid prices for the common stock during the ten (10) trading days prior to the conversion date. In the event of default, the Debentures shall be convertible into common stock at a thirty-five percent (35%) discount to the Market Price. In the event that the Company fails in any material respect to comply with the reporting requirements of the Securities and Exchange Act of 1934, as amended, with regards to the filing of Form 10-Q's and 10-K's or ceases to be subject to the Exchange Act, the Debentures shall be convertible into common stock at a fifty percent (50%) discount to the Market Price, unless the Company has a registration statement declared effective by the SEC, which covers for resale the shares issued in connection with the investor’s, conversion. | |||||||||||
Warrants | |||||||||||
In connection with the Aggregate SPA, the Investors were each issued warrants to purchase from the Company at any time after the Closing Date until 5:00 p.m., E.S.T on the third anniversary of the Closing Date (the “Expiration Date”), up to 250,000 fully-paid and non-assessable shares of common stock at a per share purchase price of $0.40 (the “Warrants”). The Company issued 750,000 three year warrants on the terms discussed above. | |||||||||||
As of December 31, 2013, the Company (from the Aggregate SPA) received proceeds totaling $833,333 less $83,333 original issue discount and debt offering costs totaling $85,055, which includes 94,964 common shares of the Company’s common stock valued at $20,555 issued to the finder. | |||||||||||
As of December 31, 2013, the Aggregate SPA convertible note balance and accrued interest is $643,343. | |||||||||||
On June 27, 2013, the Company entered into an agreement whereby the Company will issue up to $50,000 in a convertible note. The note matures on June 26, 2014 and bears a one-time interest charge of 5% after 90 days. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $50,000 proceeds on June 27, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $52,500. | |||||||||||
On August 8, 2013, the Company entered into an agreement whereby the Company will issue up to $103,500 in a convertible note. The note matures on May 12, 2014, and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $103,500 proceeds less the $3,500 finder’s fee pursuant to the terms of this convertible note, on August 13, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $106,824. | |||||||||||
On August 9, 2013, the Company entered into an agreement whereby the Company will issue up to $25,000 in a convertible note. The note matures on August 8, 2014 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $25,000 proceeds, on August 9, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $26,000. | |||||||||||
On August 21, 2013, the Company entered into an agreement whereby the Company will issue up to $50,000 in a convertible note. The note matures on August 20, 2014 and bears a onetime interest charge of 5% after 90 days. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $50,000 proceeds on August 21, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $52,500. | |||||||||||
On August 19, 2013, the Company entered into an agreement whereby the Company will issue up to $227,222 in a convertible note. The note matures on August 18, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $227,222 proceeds, less the $5,000 finder’s fee and an original issue discount of $22,222 pursuant to the terms of this convertible note, on August 19, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $230,570. In connection with this raise, the Company also issued 200,000 three year warrants exercisable at $0.40/share. | |||||||||||
On October 2, 2013, the Company entered into an agreement whereby the Company will issue up to $110,000 in a convertible note. The note matures on October 1, 2014, and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $110,000 proceeds less the $10,000 finder’s fee pursuant to the terms of this convertible note, on October 2, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $111,086. In connection with this raise, the Company also issued 100,000 three year warrants exercisable at $0.40/share. | |||||||||||
On October 3, 2013, the Company entered into an agreement whereby the Company will issue up to $221,000 in a convertible note. The note matures on October 3, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $221,000 proceeds, less the $21,000 original issue discount pursuant to the terms of this convertible note, on October 3, 2013 and finder’s fees of $14,000. As of December 31, 2013, the convertible note balance and accrued interest is $223,158. In connection with this raise, the Company also issued 200,000 three year warrants exercisable at $0.40/share. | |||||||||||
On October 7, 2013, the Company entered into an agreement whereby the Company will issue up to $25,000 in a convertible note. The note matures on October 6, 2014 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $25,000 proceeds, on October 7, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $25,586. | |||||||||||
On October 7, 2013, the Company entered into an agreement whereby the Company will issue up to $282,778 in a convertible note. The note matures on October 6, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $282,778 proceeds, less the $27,778 original issue discount pursuant to the terms of this convertible note, on October 8, 2013 and finder’s fees of $5,000. As of December 31, 2013, the convertible note balance and accrued interest is $285,415. In connection with this raise, the Company also issued 250,000 three year warrants exercisable at $0.40/share. | |||||||||||
On October 10, 2013, the Company entered into an agreement whereby the Company will issue up to $78,500 in a convertible note. The note matures on July 12, 2014, and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $78,500 proceeds less the $3,500 finder’s fee pursuant to the terms of this convertible note, on October 17, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $79,916. | |||||||||||
On December 9, 2013, the Company entered into an agreement whereby the Company will issue up to $100,000 in a convertible note. The note matures on December 8, 2014 and bears a onetime interest charge of 5% after 90 days. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $100,000 proceeds on December 9, 2013. As of December 31, 2013, the convertible note balance is $100,000. | |||||||||||
On December 11, 2013, the Company entered into an agreement whereby the Company will issue up to $153,500 in a convertible note. The note matures on September 13, 2014, and bears an interest rate of 8%. The conversion price equals the “Variable Conversion Price”, which is 65% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $153,500 proceeds less the $3,500 finder’s fee pursuant to the terms of this convertible note, on December 16, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $154,173. | |||||||||||
On December 6, 2013, the Company entered into an agreement whereby the Company will issue up to $25,000 in a convertible note. The note matures on December 5, 2014 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $25,000 proceeds, on December 6, 2013. As of December 31, 2013, the convertible note balance and accrued interest is $25,171. | |||||||||||
On December 30, 2013, the Company entered into an agreement whereby the Company will issue up to $282,778 in a convertible note. The note matures on December 29, 2014 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $282,778 proceeds, less the $27,778 original issue discount pursuant to the terms of this convertible note, on December 31, 2013 and finder’s fees of $5,000. As of December 31, 2013, the convertible note balance and accrued interest is $282,809. In connection with this raise, the Company also issued 250,000 three year warrants exercisable at $0.40/share. | |||||||||||
During the years ended December 31, 2013 and 2012, the Company issued convertible notes totaling $3,843,221 and $1,924,333 respectively. The Convertible notes consist of the following terms: | |||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Amount of | Amount of | ||||||||||
Principal Raised | Principal Raised | ||||||||||
Interest Rate | 4% - 10 | % | 0% - 10 | % | |||||||
Default interest rate | 14% - 22 | % | 0% - 22 | % | |||||||
Maturity | October 24, 2013- | December 19, 2012- November 19, 2013 | |||||||||
29-Dec-14 | |||||||||||
Conversion terms 1 | 70% of the “Market Price”, which is the average of the lowest ten (10) trading prices for the common stock during the ten trading day period prior to the conversion. | $ | - | $ | 166,667 | ||||||
Conversion terms 2 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 102,500 | ||||||||
Conversion terms 3 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 166,000 | ||||||||
Conversion terms 4 | 70% of the “Market Price”, which is the average trading prices for the common stock during the ten (10) trading day period prior to the conversion. | - | 166,667 | ||||||||
Conversion terms 5 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | - | 111,000 | ||||||||
Conversion terms 6 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. | - | 62,500 | ||||||||
Conversion terms 7 | 70% of the “Market Price”, which is the low traded price of the common stock during the twenty (20) trading day period prior to the conversion | - | 58,333 | ||||||||
Conversion terms 8 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | - | 111,000 | ||||||||
Conversion terms 9 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten (10) trading day period | - | 83,333 | ||||||||
Conversion terms 10 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | - | 55,000 | ||||||||
Conversion terms 11 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten trading day period. | - | 83,333 | ||||||||
Conversion terms 12 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 166,000 | ||||||||
Conversion terms 13 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion | - | 62,500 | ||||||||
Conversion terms 14 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | - | 165,000 | ||||||||
Conversion terms 15 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 166,000 | ||||||||
Conversion terms 16 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the twenty (20) trading day period prior to the conversion | - | - | ||||||||
Conversion terms 17 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | - | 78,500 | ||||||||
Conversion terms 18 | Conversion price of $0.50 per share | - | 120,000 | ||||||||
Conversion terms 19 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten (10) trading day period | 100,000 | - | ||||||||
Conversion terms 20 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten (10) trading day period | 83,333 | - | ||||||||
Conversion terms 21 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 166,000 | - | ||||||||
The Convertible notes consist of the following terms (continued): | |||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Amount of | Amount of | ||||||||||
Principal Raised | Principal Raised | ||||||||||
Interest Rate | 4% - 10 | % | 0% - 10 | % | |||||||
Default interest rate | 14% - 22 | % | 0% - 22 | % | |||||||
Maturity | October 24, 2013- | December 19, 2012- November 19, 2013 | |||||||||
26-Sep-14 | |||||||||||
Conversion terms 22 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the twenty (20) trading day period prior to the conversion. | $ | 25,000 | $ | - | ||||||
Conversion terms 23 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 111,000 | - | ||||||||
Conversion terms 24 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 55,500 | - | ||||||||
Conversion terms 25 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 62,500 | - | ||||||||
Conversion terms 26 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | 100,000 | - | ||||||||
Conversion terms 27 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 277,777 | - | ||||||||
Conversion terms 28 | 70% of the lower of the average of the three (3) lowest trading prices for the ten (10) day trading period prior to conversion. | 166,000 | - | ||||||||
Conversion terms 29 | 65% of the lower of the average of the three (3) lowest trading prices for the ten (10) day trading period prior to conversion. | 103,500 | - | ||||||||
Conversion terms 30 | 75% of the three (3) lowest closing prices of the common stock during the ten day trading period prior to the conversion date. | 833,333 | - | ||||||||
Conversion terms 31 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 32 | 70% of the lower of the average of the three (3) lowest trading prices for the fifteen (15) day trading period 1 day prior to conversion. | 50,000 | - | ||||||||
Conversion terms 33 | 75% of the three (3) lowest closing prices of the common stock during the ten day trading period prior to the conversion date. | 227,222 | - | ||||||||
Conversion terms 34 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | 50,000 | - | ||||||||
Conversion terms 35 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 103,500 | - | ||||||||
Conversion terms 36 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 37 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 110,000 | - | ||||||||
Conversion terms 38 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 282,778 | - | ||||||||
Conversion terms 39 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 40 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 78,500 | - | ||||||||
Conversion terms 41 | 70% of the lower of the average of the three (3) lowest trading prices for the fifteen (15) day trading period 1 day prior to conversion. | 100,000 | - | ||||||||
Conversion terms 42 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 153,500 | - | ||||||||
Conversion terms 43 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 44 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 282,778 | - | ||||||||
Conversion terms 45 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 221,000 | - | ||||||||
$ | 3,843,221 | $ | 1,924,333 | ||||||||
The debt holders are entitled, at their option, to convert all or part of the principal and accrued interest into shares of the Company’s common stock at conversion prices and terms discussed above. The Company classifies embedded conversion features in these notes as a derivative liability due to management’s assessment that the Company may not have sufficient authorized number of shares of common stock required to net-share settle or due to the existence of a ratchet due to an anti-dilution provision. See Note 6 regarding accounting for derivative liabilities. | |||||||||||
During the year ended December 31, 2013, the Company converted debt and accrued interest, totaling $2,736,376 into 19,146,156 shares of common stock. Conversions of debt to equity occurring after the maturity date resulted in a loss on settlement of $46,093. | |||||||||||
During the year ended December 31, 2012, the Company converted debt and accrued interest, totaling $688,814 into 3,118,779 shares of common stock. | |||||||||||
During the year ended December 31, 2011, the Company converted debt and accrued interest, totaling $93,603 into 1,835,295 shares of common stock. | |||||||||||
Convertible debt consisted of the following activity and terms: | |||||||||||
Interest Rate | Maturity | ||||||||||
Balance as of December 31, 2011 | $ | - | |||||||||
Borrowings during the year ended December 31, 2012 | 1,924,334 | 0% - 10 | % | December 19, 2012 - November 19, 2013 | |||||||
Conversion of debt to into 3,118,779 shares of common stock with a valuation of $688,814 ($0.17032 - $0.322/share) including the accrued interest of $11,534 | (677,280 | ) | |||||||||
Convertible Debt Balance as of December 31, 2012 | 1,247,054 | 0% - 10 | % | ||||||||
Borrowings during the year ended December 31, 2013 | 3,843,221 | 4% - 10 | % | October 24, 2013 - December 29, 2014 | |||||||
Non-Cash Reclassification of accrued interest converted | 113,386 | ||||||||||
Conversion of debt to into 19,146,156 shares of common stock with a valuation of $2,736,376 ($0.09 - $0.27/share) including the accrued interest of $118,754 | (2,684,915 | ) | |||||||||
Convertible Debt Balance as of December 31, 2013 | $ | 2,518,746 | 4% - 10 | % | February 2, 2014 - December 29, 2014 | ||||||
Debt Issue Costs | |||||||||||
During the years ended December 31, 2013, the Company paid debt issue costs totaling $180,388, which includes fees paid through the issuance of common stock in the amount of $20,554. | |||||||||||
During the year ended December 31, 2012, the Company paid debt issue costs totaling $214,733. | |||||||||||
The following is a summary of the Company’s debt issue costs: | |||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Debt issue costs | $ | 268,266 | $ | 214,733 | |||||||
Accumulated amortization of debt issue costs | (210,257 | ) | (126,854 | ) | |||||||
Debt issue costs - net | $ | 58,009 | $ | 87,879 | |||||||
During the years ended December 31, 2013 and 2012, the Company amortized $210,257 and $126,854 of debt issue costs, respectively. | |||||||||||
Debt Discount & Original Issue Discount | |||||||||||
During the years ended December 31, 2013 and 2012, the Company recorded debt discounts totaling $3,662,016 and $1,469,633, respectively. | |||||||||||
The debt discount recorded in 2013 and 2012 pertains to convertible debt that contains embedded conversion options that are required to bifurcated and reported at fair value and original issue discounts. | |||||||||||
The Company amortized $2,743,440 and $828,519 during the years ended December 31, 2013 and 2012 to amortization of debt discount expense. | |||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Debt discount | $ | 4,703,861 | $ | 1,469,633 | |||||||
Accumulated amortization of debt discount | (3,141,471 | ) | (825,819 | ) | |||||||
Debt discount - Net | $ | 1,562,390 | $ | 643,814 | |||||||
Derivative Liabilities | |||||||||||
The Company identified conversion features embedded within convertible debt issued in 2013 and 2012 and warrants issued in 2013. The Company has determined that the features associated with the embedded conversion option should be accounted for at fair value as a derivative liability. | |||||||||||
As a result of the application of ASC No. 815, the fair value of the conversion feature is summarized as follow: | |||||||||||
Derivative Liability - December 31, 2011 | - | ||||||||||
Fair value at the commitment date for convertible instruments | 1,671,028 | ||||||||||
Change in fair value of embedded derivative liability | 44,805 | ||||||||||
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability | (549,547 | ) | |||||||||
Derivative Liability - December 31, 2012 | 1,166,286 | ||||||||||
Fair value at the commitment date for convertible instruments | 3,839,539 | ||||||||||
Fair value at the commitment date for warrants issued | 43,809 | ||||||||||
Change in fair value of embedded derivative liability for warrants issued | (4,384 | ) | |||||||||
Change in fair value of embedded derivative liability for convertible instruments | (996,754 | ) | |||||||||
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability | (2,162,726 | ) | |||||||||
Derivative Liability - December 31, 2013 | $ | 1,885,770 | |||||||||
The Company recorded the debt discount to the extent of the gross proceeds raised, and expensed immediately the remaining value of the derivative as it exceeded the gross proceeds of the note. The Company also recorded the value of the warrants issued for services as derivative expense for the year ended December 31, 2013. The Company recorded a derivative expense for the years ended December 31, 2013 and 2012 of $442,412 and $201,395, respectively. | |||||||||||
The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of December 31, 2013: | |||||||||||
Commitment | Re-measurement | ||||||||||
Date | Date | ||||||||||
Expected dividends: | 0 | % | 0 | % | |||||||
Expected volatility: | 118.99% - 303.64 | % | 120.24% - 299.6 | % | |||||||
Expected term: | 0.75 - 3 Years | 0.002 - 2.82 Years | |||||||||
Risk free interest rate: | 0.15% - 0.17 | % | 0.11% - 0.17 | % | |||||||
The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of December 31, 2012: | |||||||||||
Commitment | Re-measurement | ||||||||||
Date | Date | ||||||||||
Expected dividends: | 0 | % | 0 | % | |||||||
Expected volatility: | 228.61% - 251.93 | % | 156 | % | |||||||
Expected term: | 0.5 - 1 Years | 0.5 - 1 Years | |||||||||
Risk free interest rate: | 0.16% - 0.21 | % | 0.16 | % | |||||||
Convertible_Debt
Convertible Debt | 12 Months Ended |
Dec. 31, 2013 | |
Note Payable - Principal Stockholder and Line of Credit - Principal of Stockholder and Convertible Debt - Derivative Liabilities and Convertible Debt [Abstract] | ' |
CONVERTIBLE DEBT | ' |
NOTE 7 CONVERTIBLE DEBT | |
On December 11, 2012, the Company entered into an agreement whereby the Company will issue up 120,000 in a convertible note. The note matures on December 11, 2013 and bears an interest rate of 8%. As of December 31, 2013 and 2012, the Company balance of the convertible note and accrued interest is $128,810 and 120,526, respectively. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The conversion price equals to $0.50 per share. For the year ended December 31, 2013, the Company issued 24,000 shares of common stock for accrued interest having a fair value of $5,368 ($0.21 - $0.25/share). | |
As of December 31, 2013, the note remains outstanding and is currently in default. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||||
STOCKHOLDERS' EQUITY | ' | ||||||||||||||
NOTE 8 STOCKHOLDERS’ EQUITY | |||||||||||||||
(A) Common Stock Issued for Cash | |||||||||||||||
On December 31, 2005, the Company issued 100,000 shares of common stock for cash of $100 in exchange for acceptance of the incorporation expenses for the Company ($0.001/share). As a result of the forward split, the 100,000 shares were increased to 400,000 shares ($0.00025/share) (See Note 7(D)). | |||||||||||||||
For the year ended December 31, 2008, the Company issued 473,000 shares of common stock for cash of $118,250 ($0.25/share), of which $67,750 was a subscription receivable. During the month of January 2009, $67,750 of stock subscription receivable was collected. As a result of the forward split, the 473,000 shares were increased to 1,892,000 shares ($0.0625/share). (See Note 8(D)). | |||||||||||||||
On January 2, 2009, the Company entered into stock purchase agreements to issue 20,000 shares of common stock for cash of $5,000 ($0.25/share). As a result of the forward split, the 20,000 shares were increased to 80,000 shares ($0.0625/share) (See Note 8(D)). | |||||||||||||||
On January 3, 2009, the Company entered into stock purchase agreements to issue 2,000 shares of common stock for cash of $500 ($0.25/share). As a result of the forward split, the 2,000 shares were increased to 8,000 shares ($0.0625/share) (See Note 8(D)). | |||||||||||||||
On January 3, 2009, the Company entered into stock purchase agreements to issue 2,000 shares of common stock for cash of $500 ($0.25/share). As a result of the forward split, the 2,000 shares were increased to 8,000 shares ($0.0625/share) (See Note 8(D)). | |||||||||||||||
On January 11, 2009, the Company entered into stock purchase agreements to issue 32,000 shares of common stock for cash of $8,000 ($0.25/share). As a result of the forward split, the 32,000 shares were increased to 128,000 shares ($0.0625/share) (See Note 8(D)). | |||||||||||||||
On January 12, 2009, the Company entered into stock purchase agreements to issue 2,000 shares of common stock for cash of $500 ($0.25/share). As a result of the forward split, the 2,000 shares were increased to 8,000 shares ($0.0625/share) (See Note 8(D)). | |||||||||||||||
On January 15, 2009, the Company entered into stock purchase agreements to issue 4,000 shares of common stock for cash of $1,000 ($0.25/share). As a result of the forward split, the 4,000 shares were increased to 16,000 shares ($0.0625/share) (See Note 8(D)). | |||||||||||||||
In February of 2009, the Company paid direct offering costs of $850 related to the securities sold. | |||||||||||||||
On May 27, 2010, the Company issued one unit; each unit consisted of 100,000 shares of common stock and 100,000 warrants to purchase common stock, for cash of $22,500 net of the $2,500 finder’s fee ($0.25/share). Each warrant is exercisable for a three year period and has an exercise price of $0.50 per share (See Note 8(C)). | |||||||||||||||
On July 23, 2010, the Company issued one unit; each unit consisted of 100,000 shares of common stock and 100,000 warrants to purchase common stock, for cash of $25,000 ($0.25/share). Each warrant is exercisable for a three year period and has an exercise price of $0.50 per share (See Note 8(C). | |||||||||||||||
On August 5, 2010, the Company issued 10 units; each unit consisted of 100,000 shares of common stock and 100,000 warrants to purchase common stock, for cash of $250,000 ($0.25/share). Each warrant is exercisable for a three year period and has an exercise price of $0.50 per share (See Note 8(C). | |||||||||||||||
During the year ended December 31, 2010, the Company paid direct offering costs of $2,900 related to the securities sold. | |||||||||||||||
On January 24, 2011, the Company issued 10,000 shares of common stock for cash of $1,000 ($0.10/share). | |||||||||||||||
On February 23, 2011, the Company issued 300,000 shares of common stock for cash of $30,000 ($0.10/share). | |||||||||||||||
On March 21, 2011, the Company issued 150,000 shares of common stock for cash of $15,000 ($0.10/share). | |||||||||||||||
On May 2, 2011, the Company issued 2,000,000 shares of common stock for cash of $200,000 ($0.10/share). | |||||||||||||||
During the month of June 2011, the Company issued 5,460,000 shares of common stock for cash of $546,000 ($0.10/share) of which $397,000 was a subscription receivable. The Company received the entire $397,000 of subscription receivable in July 2011. | |||||||||||||||
During the months of July, August and September of 2011, the Company issued 10,937,000 shares of common stock for cash of $1,093,700 ($0.10/share). | |||||||||||||||
During the year-ended December 31, 2011, the Company paid $76,780 in finder’s fees and issued 955,800 warrants (See Note 8(C)). | |||||||||||||||
(B) Stock Issued for Services | |||||||||||||||
On October 14, 2008, the Company issued 44,900,000 shares of common stock to its founder having a fair value of $44,900 ($0.001/share) in exchange for services provided. As a result of the forward split, the 44,900,000 shares were increased to 179,600,000 shares and its purchase price was similarly adjusted to $0.00025((See Note 8(D) and Note10). | |||||||||||||||
On November 24, 2008, the Company issued 4,000 shares of common stock having a fair value of $1,000 ($0.25/share) in exchange for consulting services. As a result of the forward split, the 4,000 shares were increased to 16,000 shares and its purchase price was similarly adjusted to $0.0625/share (See Note 8(D)). | |||||||||||||||
On December 5, 2008, the Company issued 4,000 shares of common stock having a fair value of $1,000 ($0.25/share) in exchange for consulting services. As a result of the forward split, the 4,000 shares were increased to 16,000 shares and its purchase price was similarly adjusted to $0.0625/share (See Note 8(D)). | |||||||||||||||
On December 20, 2008, the Company issued 4,000 shares of common stock having a fair value of $1,000 ($0.25/share) in exchange for consulting services. As a result of the forward split, the 4,000 shares were increased to 16,000 shares and its purchase price was similarly adjusted to $0.0625/share (See Note 8(D)). | |||||||||||||||
On January 12, 2009, the Company issued 4,000 shares of common stock having a fair value of $1,000 ($0.25/share) in exchange for consulting services. As a result of the forward split, the 4,000 shares were increased to 16,000 shares and its purchase price was similarly adjusted to $0.0625/share (See Note 8(D)). | |||||||||||||||
On January 14, 2009, the Company issued 20,000 shares of common stock having a fair value of $5,000 ($0.25/share) in exchange for services related to a development services agreement entered on January 19, 2009. As a result of the forward split, the 20,000 shares were increased to 80,000 shares and its purchase price was similarly adjusted to $0.0625/share (See Note 8(D) and Note 9(B)). | |||||||||||||||
On August 25, 2009, the Company issued 50,000 shares of common stock having a fair value of $3,125 ($0.0625/share), based upon the fair value on the date of grant, in exchange for professional services. | |||||||||||||||
On August 31, 2009, the Company issued 885,714 shares of common stock in exchange for services valued at $62,000 related to the development services agreement entered into on January 19, 2009. Based on the most recent fair market value at that time, the shares were valued at $55,357 ($0.0625/share), resulting in the recognition of a gain on the extinguishment of debt of $6,643 (See Note 9(B)). | |||||||||||||||
On September 18, 2009, the Company issued 500,000 shares of common stock as compensation pursuant to the terms of a consulting agreement, having a fair value of $175,000 ($0.35/share) based upon fair value on the date of grant. On November 11, 2009, the Company cancelled the agreement and 300,000 shares of common stock were returned to the Company. As of December 31, 2009, $70,000 is recorded as consulting expense and $105,000 of deferred compensation was reclassified to $0 (See Note 9(B)). | |||||||||||||||
On September 18, 2009, the Company issued 600,000 shares of common stock as compensation pursuant to the terms of a consulting agreement, having a fair value of $210,000 ($0.35/share) based upon fair value on the date of grant. On November 18, 2009, the Company cancelled the agreement and 400,000 shares of common stock were returned to the Company. As of December 31, 2009, $70,000 is recorded as consulting expense and $140,000 of deferred compensation was reclassified to $0 (See Note 9(B)). | |||||||||||||||
On September 21, 2009, the Company issued 600,000 shares of common stock as compensation pursuant to the terms of a consulting agreement, having a fair value of $210,000 ($0.35/share) based upon fair value on the date of grant. On December 18, 2009, the Company terminated the consulting agreement and 400,000 shares were returned to the Company. As of December 31, 2009, $70,000 is recorded as consulting expense and $140,000 of deferred compensation was reclassified to $0 (See Note 9(B)). | |||||||||||||||
On November 12, 2009, the Company issued 100,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $178,000 ($1.78/share) based upon fair value on the date of grant. During 2009 and 2010, $11,948 and $89,000 was recorded as consulting expense, respectively. For the year ended December 31, 2011, $77,052 is recorded as consulting expense and $0 is recorded as deferred compensation (See Note 9(B)). | |||||||||||||||
On November 12, 2009, the Company issued 200,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $400,000 ($2.00/share) based upon fair value on the date of grant. During 2009 and 2010, $22,466 and $200,000 was recorded as consulting expense, respectively. For the year ended December 31, 2011, $177,534 is recorded as consulting expense and $0 is recorded as deferred compensation (See Note 9(B)). | |||||||||||||||
On November 16, 2009, the Company issued 100,000 shares of common stock as compensation pursuant to the terms of the consulting agreements, having a fair value of $180,000 ($1.80/share) based upon fair value on the date of grant. During 2009 and 2010, $11,096 and $90,000 was recorded as consulting expense, respectively. For the year ended December 31, 2011, $78,904 is recorded as consulting expense and $0 is recorded as deferred compensation (See Note 9(B)). | |||||||||||||||
On November 18, 2009, the Company issued 30,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $45,000 ($1.50/share) based upon fair value on the date of grant. During 2009, $5,301 was recorded as consulting expense. For the year ended December 31, 2010, $39,699 was recorded as consulting expense. (See Note 9(B)). | |||||||||||||||
On November 21, 2009, the Company issued 30,000 shares of common stock as compensation pursuant to the terms of the marketing agreement, having a fair value of $53,100 ($1.77/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $53,100 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 3, 2009, the Company issued 240,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $468,000 ($1.95/share) based upon fair value on the date of grant. As of December 31, 2009, $468,000 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 3, 2009, the Company issued 35,000 shares of common stock as compensation pursuant to the terms of the commission agreement, having a fair value of $68,250 ($1.95/share) based upon fair value on the date of grant. As of December 31, 2009, $68,250 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 3, 2009, the Company issued 35,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $68,250 ($1.95/share) based upon fair value on the date of grant. As of December 31, 2009, $68,250 was recorded as consulting expense (Note 9(B)). | |||||||||||||||
On December 3, 2009, the Company issued 10,000 shares of common stock as compensation pursuant to the terms of the commission agreement, having a fair value of $19,500 ($1.95/share) based upon fair value on the date of grant. As of December 31, 2009, $19,500 is recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 15, 2009, the Company issued 100,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $200,000 ($2.00/share) based upon fair value on the date of grant. During 2009, $71,111 was recorded as consulting expense. For the year ended December 31, 2010, $128,889 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 27, 2009, the Company issued 10,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $19,400 ($1.94/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $19,400 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 27, 2009, the Company issued 10,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $19,400 ($1.94/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $19,400 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 27, 2009, the Company issued 10,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $19,400 ($1.94/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $19,400 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 30, 2009, the Company issued 1,500,000 shares of common stock as compensation pursuant to the terms of the advertising agreement, having a fair value of $2,895,000 ($1.93/share) based upon fair value on the date of grant. In 2010, the Company cancelled a portion of the agreement and as a result, 1,000,000 shares of common stock were returned to the Company. For the year ended December 31, 2010, $965,000 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 31, 2009, the Company issued 75,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $144,750 ($1.93/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $116,374 was recorded as consulting expense. For the year ended December 31, 2011, $28,376 is recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 31, 2009, the Company issued 75,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $144,750 ($1.93/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $116,374 was recorded as consulting expense. For the year ended December 31, 2011, $28,376 is recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On December 31, 2009, the Company issued 500,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $965,000 ($1.93/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $965,000 was recorded as consulting expense (See Note 9(B)). | |||||||||||||||
During December of 2009, the Company issued 680,000 shares of common stock as compensation pursuant to the terms of the consulting agreements, having a fair value of $1,312,400 ($1.93/share) based upon fair value on the date of grant. During 2009 and 2010, $2,802 and $709,116 was recorded as consulting expense, respectively. For the year ended December 31, 2011, $600,482 is recorded as consulting expense and $0 is recorded as deferred compensation (See Note 9(B)). | |||||||||||||||
During December of 2009, the Company issued 600,000 shares of common stock as compensation pursuant to the terms of the consulting agreements, having a fair value of $1,170,000 ($1.95/share) based upon fair value on the date of grant. During 2009 and 2010, $34,192 and $585,000 was recorded as consulting expense, respectively. For the year ended December 31, 2011, $550,808 is recorded as consulting expense and $0 is recorded as deferred compensation (See Note 9(B)). | |||||||||||||||
On January 15, 2010, the Company issued 100,000 shares of common stock as compensation pursuant to the terms of the consulting agreement, having a fair value of $170,000 ($1.70/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $81,507 was recorded as consulting expense. For the year ended December 31, 2011, $88,493 is recorded as consulting expense and $0 is recorded as deferred compensation (See Note 9(B)). | |||||||||||||||
On February 17, 2010, the Company entered into a twelve month consulting agreement with an unrelated third party effective February 17, 2010. In exchange for the services provided, the Company issued 1,000,000 shares of common stock having a fair value of $1,240,000 ($1.24/share) based upon fair value on the date of grant. For the year ended December 31, 2010, $1,066,740 was recorded as consulting expense. For the year ended December 31, 2011, $173,260 is recorded as consulting expense (See Note 9(B)). | |||||||||||||||
On June 1, 2010, the Company entered into a twelve month consulting agreement for consulting and business services. As part of the agreement, the Company issued 40,000 shares as a nonrefundable retainer fee having a value of $10,000 ($0.25/share) based upon fair value on the date of the agreement. (See Note 9(B)). | |||||||||||||||
On July 23, 2010, the Company issued 10,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $2,000 ($0.20/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On August 1, 2010, the Company issued 200,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $40,000 ($0.20/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On September 1, 2010, the Company issued 100,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $19,000 ($0.19/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On October 1, 2010, the Company issued 100,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $18,000 ($0.18/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On November 1, 2010, the Company issued 100,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $25,000 ($0.25/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On December 14, 2010, the Company issued 250,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $37,500 ($0.15/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On January 17, 2011, the Company issued 3,000,000 shares of common stock to its' new CEO pursuant to an employment agreement having a fair value of $300,000 ($0.10/share) based upon fair value on the grant date. (See Note 8(A)). | |||||||||||||||
On February 17, 2011, the Company issued 500,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $55,000 ($0.11/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On March 3, 2011, the Company issued 1,000,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $80,000 ($0.08/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On May 17, 2011, the Company issued 2,000,000 shares of common stock pursuant to an employment agreement having a fair value of $140,000 ($0.07/share) based upon fair value on the grant date. (See Note 9(A)). | |||||||||||||||
During June 2011, the Company issued 300,000 shares of common stock pursuant to consulting agreements for consulting services having a fair value of $75,000 ($0.25/share) based upon fair value on the grant date (See Note 9(B)). | |||||||||||||||
On June 15, 2011, the Company issued 15,980 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $1,598 ($0.10/share) based upon the terms of the consulting agreement (See Note 9(B)). | |||||||||||||||
On July 1, 2011, the Company issued 6,500 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $520 ($0.08/share) based upon the terms of the consulting agreement (See Note 9(B)). | |||||||||||||||
On August 14, 2011, the Company issued 2,443 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $855 ($0.35/share) based upon the terms of the consulting agreements (See Note 9(B)). | |||||||||||||||
On September 12, 2011, the Company issued 2,860 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $715 ($0.25/share) based upon the terms of the consulting agreements (See Note 9(B)). | |||||||||||||||
On September 18, 2011, the Company issued 15,403 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $3,388 ($0.22/share) based upon the terms of the consulting agreements (See Note 9(B)). | |||||||||||||||
On September 25, 2011, the Company issued 1,500 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $585 ($0.39/share) based upon the terms of the consulting agreements (See Note 9(B)). | |||||||||||||||
During the three months ended September 30, 2011, the Company issued 50,482 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $5,048 ($0.10/share) based upon the terms of the consulting agreements (See Note 8(B)). | |||||||||||||||
On September 19, 2011, the Company issued 100,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $23,000 ($0.23/share) based upon the terms of the consulting agreement (See Note 9(B)). | |||||||||||||||
On September 21, 2011, the Company issued 400,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $100,000 ($0.25/share) based upon the terms of the consulting agreement (See Note 9(B)). | |||||||||||||||
On September 24, 2011, the Company issued 100,000 shares of common stock pursuant to a consulting agreement for consulting services having a fair value of $33,000 ($0.33/share) based upon the terms of the consulting agreement (See Note 9(B)). | |||||||||||||||
On September 27, 2011, the Company issued 100,000 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $39,000 ($0.22/share) based upon the terms of the consulting agreements (See Note 9(B)). | |||||||||||||||
During October 2011, the Company issued 123,795 shares of common stock for services having a fair value of $58,184 ($0.47/share). | |||||||||||||||
On October 28, 2011, the Company issued 100,000 shares of common stock for consulting services having a fair value of $88,000 ($0.88/share). | |||||||||||||||
On November 18, 2011, the Company issued 100,000 shares of common stock for consulting services having a fair value of $70,000 ($0.70/share). | |||||||||||||||
During December 2011, the Company issued 200,000 shares of common stock for services having a fair value of $108,000 ($0.54/share). | |||||||||||||||
On December 18, 2011, the Company issued 100,000 shares of common stock for consulting services having a fair value of $50,000 ($0.50/share). | |||||||||||||||
On January 25, 2012 the Company issued 733 shares of common stock pursuant to two consulting agreements for consulting services having a fair value of $455 ($0.62/share) based upon the terms of the consulting agreements (See Note 9(B)). | |||||||||||||||
On March 14, 2012, the Company entered into a settlement agreement with a former employee with relation to the restriction on shares owned by the former employee. The settlement agreement will lift the restriction on his 6 million shares, and thus agreed to allow the former employee to sell 250,000 of the Company stock per quarter for two years. In addition, the Company settled a dispute over the termination of the employment agreement by agreeing to give the former employee an additional 150,000 shares to eliminate any dispute over anything owed under his old employment agreement. He is not an affiliate, not an insider and not a 5% or greater shareholder. For the year ended December 31, 2012, the Company issued 300,000 shares of common stock for consulting services having a fair value of $63,000 ($0.21/share), in relation to this settlement agreement. | |||||||||||||||
On April 22, 2012, the Company issued 200,000 shares of common stock for services having a fair value of $60,000 ($0.30/share). | |||||||||||||||
For the year ended December 31, 2012 , the Company issued 250,000 shares of stock to an employee per an employment agreement dated June 11, 2012 having a fair value of $62,500 ($0.25/share) based upon the terms of the employment agreement (See Note 8(A)). | |||||||||||||||
On August 3, 2012, the Company issued 3,000,000 shares of common stock at an offering price of $.30 per share in exchange for consulting services rendered having a fair value at the grant date of $960,000. The Company will recognize the value of the shares over the life of the agreement. As of December 31, 2013, the Company recognized $960,000 in expense and recorded deferred compensation of $0 (See Note 8(B)). | |||||||||||||||
On August 17, 2012, the Company issued 150,000 shares of common stock for consulting services having a fair value of $45,000 ($0.30/share). | |||||||||||||||
On August 22, 2012, the Company issued 500,000 shares of common stock at an offering price of $.30 per share in exchange for consulting services rendered having a fair value at the grant date of $150,000. The Company will recognize the value of the shares over the life of the agreement. As of December 31, 2013, the Company recognized $81,250 in expenses and recorded deferred compensation of $68,750 (See Note 9(B)). | |||||||||||||||
On October 31, 2012, the Company issued 60,000 shares of common stock for financing costs having a fair value of $20,400 ($0.34/share). | |||||||||||||||
On January 1, 2013, the Company issued 300,000 shares of common stock for services having a fair value of $90,000 ($0.30/share). | |||||||||||||||
For the year ended December 31, 2013, the Company issued 500,000 shares of common stock for services having a fair value of $125,000 ($0.25/share) in accordance with an employment agreement which stipulates a quarterly issuance of 125,000 shares. | |||||||||||||||
For the year ended December 31, 2013, the Company issued 500,000 shares of common stock for services having a fair value of $127,500 ($0.26/share) in accordance with an employment agreement which stipulates a quarterly issuance of 125,000 shares. | |||||||||||||||
On January 21, 2013, the Company issued 120,000 shares of common stock for services having a fair value of $32,400 ($0.27/share). | |||||||||||||||
On January 30, 2013, the Company issued 250,000 shares of common stock for services to be performed over a period of six months having a fair value of $60,000 ($0.24/share), of which, $0 was included in deferred compensation as of December 31, 2013. | |||||||||||||||
On February 15, 2013, the Company issued 700,000 shares of common stock for legal services having a fair value of $173,600 ($0.25/share). | |||||||||||||||
On March 1, 2013, the Company issued 500,000 shares of common stock for services having a fair value of $148,750 ($0.30/share). | |||||||||||||||
On March 15, 2013, the Company issued 700,000 shares of common stock for legal services having a fair value of $182,000 ($0.26/share). | |||||||||||||||
On March 20, 2013, the Company issued 60,000 shares of common stock for services having a fair value of $15,000 ($0.25/share). | |||||||||||||||
On March 21, 2013, the Company issued 8,000 shares of common stock for accrued interest having a fair value of $2,000 ($0.25/share). | |||||||||||||||
On April 15, 2013, the Company issued 57,692 shares of common stock for services having a fair value of $15,000 ($0.26/share). | |||||||||||||||
On May 20, 2013, the Company issued 26,087 shares of common stock for services having a fair value of $6,000 ($0.23/share). | |||||||||||||||
On June 30, 2013, the Company issued 250,000 to shares of common stock for services having a fair value of $60,000 ($0.24/share). | |||||||||||||||
On June 30, 2013, the Company issued 250,000 to shares of common stock for services having a fair value of $61,250 ($0.25/share). | |||||||||||||||
On July 8, 2013, the Company issued 1,500,000 to shares of common stock for services having a fair value of $315,000 ($0.21/share). | |||||||||||||||
On July 23, 2013, the Company issued 8,000 shares of common stock for accrued interest having a fair value of $1,648 ($0.21/share). | |||||||||||||||
On October 14, 2013, the Company issued 8,000 shares of common stock for accrued interest having a fair value of $1,720 ($0.22/share). | |||||||||||||||
On October 21, 2013, the Company issued 31,250 shares of common stock for services having a fair value of $7,813 ($0.25/share). | |||||||||||||||
On December 26, 2013, the Company issued 50,000 shares of common stock for services having a fair value of $13,500 ($0.27/share). | |||||||||||||||
On December 26, 2013, the Company issued 100,000 shares of common stock for services having a fair value of $23,000 ($0.23/share). | |||||||||||||||
On December 26, 2013, the Company issued 110,101 shares of common stock in connection with a cashless exercise of warrants. The number of warrants received was based on 190,000 warrants exercised using an average of five previous closing prices. | |||||||||||||||
On December 1, 2013, the Company issued 250,000 shares of common stock for services having a fair value of $57,500 ($0.23/share). | |||||||||||||||
(C) Common Stock Warrants | |||||||||||||||
On December 30, 2009, the Company issued 500,000 warrants under a consulting agreement. The Company recognized an expense of $823,077 for the year ended December 31, 2009. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2009, dividend yield of zero, expected volatility of 112.80%; risk-free interest rates of 1.65%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.52 per share. | |||||||||||||||
On May 27, 2010, the Company issued 10,000 warrants under a consulting agreement. The Company recognized an expense of $1,782 for the year ended December 31, 2010. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2010, dividend yield of zero, expected volatility of 152.80%; risk-free interest rates of 1.35%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.50 per share (See Note 9(B)). | |||||||||||||||
On June 1, 2010, the Company issued 40,000 warrants under a consulting agreement. The Company recognized an expense of $7,184 for the year ended December 31, 2010. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2010, dividend yield of zero, expected volatility of 145.70%; risk-free interest rates of 1.26%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.50 per share (See Note 9(B)). | |||||||||||||||
On July 23, 2010, the Company issued 10,000 warrants under a consulting agreement. The Company recognized an expense of $1,593 for the year ended December 31, 2010. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2010, dividend yield of zero, expected volatility of 172.90%; risk-free interest rates of 0.94%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.50 per share (See Note 9(B)). | |||||||||||||||
During the year ended December 31, 2010, the Company issued 1,200,000 warrants in conjunction with the sale of the Company stock (See Note 8(A)). | |||||||||||||||
On September 2, 2011, the Company issued 955,800 warrants under consulting agreements. The Company recognized an expense of $248,498 for the year ended December 31, 2011. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2011, dividend yield of zero, expected volatility of 461.11%; risk-free interest rates of 0.33%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.10 per share (See Note 9(B)). | |||||||||||||||
On June 11, 2012, the Company issued 200,000 warrants under consulting agreements. The Company recognized an expense of $48,031 for the year ended December 31, 2012. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2012, dividend yield of zero, expected volatility of 237.76%; risk-free interest rates of 0.19%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.25 per share (See Note 9(B)). | |||||||||||||||
On January 1, 2013, the Company issued 500,000 warrants under consulting agreements. The Company recognized an expense of $84,028 for the year ended December 31, 2013. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2013, dividend yield of zero, expected volatility of 140.30%; risk-free interest rates of 0.37%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.45 per share (See Note 9(B)). | |||||||||||||||
On January 31, 2013 an individual exercised 430,800 of stock warrants at an exercise price of $0.10 per share for proceeds of $43,080. | |||||||||||||||
On August 7, 2013, the Company issued 100,000 warrants for services rendered. The Company recognized compensation expense of $43,809 on the date of issuance with the offset being recorded to derivative liabilities since the Company applied the provisions of ASC No. 815, pertaining to the potential settlement in a variable amount of shares given the company’s shares are tainted. The Company recorded the fair value of the warrants based on the fair value of each warrant grant estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions, dividend yield of zero, expected volatility of 297%; risk-free interest rates of 0.61%, expected life of three years. The warrants vested immediately. The warrants expire in three years from the date of issuance and have an exercise price of $0.40 per share (See Note 9(B)). | |||||||||||||||
During the year ended December 31, 2013, the Company issued 2,000,000 warrants in connection with convertible debenture agreements entered into. (See note 6). | |||||||||||||||
The following tables summarize all warrant grants as of December 31, 2013, and the related changes during these periods are presented below: | |||||||||||||||
Number of Warrants | Weighted Average | Weighted Average | |||||||||||||
Exercise Price | Remaining | ||||||||||||||
Contractual Life | |||||||||||||||
(in Years) | |||||||||||||||
Balance, December 31, 2011 | 2,715,800 | $ | 0.36 | ||||||||||||
Granted | 200,000 | 0 | |||||||||||||
Exercised | |||||||||||||||
Cancelled/Forfeited | (500,000 | ) | 0.52 | ||||||||||||
Balance, December 31, 2012 | 2,415,800 | 0.28 | 0.8 | ||||||||||||
Granted | 2,600,000 | $ | 0.41 | ||||||||||||
Exercised | (620,800 | ) | $ | 0.07 | |||||||||||
Cancelled/Forfeited | (1,260,000 | ) | $ | 0.5 | |||||||||||
Balance, December 31, 2013 | 3,135,000 | $ | 0.37 | 2.2 | |||||||||||
A summary of all outstanding and exercisable warrants as of December 31, 2013 is as follows: | |||||||||||||||
Exercise Price | Warrants | Warrants | Weighted Average | Aggregate | |||||||||||
Outstanding | Exercisable | Remaining | Intrinsic Value | ||||||||||||
Contractual Life | |||||||||||||||
$ | 0.1 | 335,000 | 335,000 | .7 years | $ | 31,490 | |||||||||
$ | 0.25 | 200,000 | 200,000 | 1.4 years | $ | - | |||||||||
$ | 0.4 | 2,100,000 | 2,100,000 | 2.6 years | $ | - | |||||||||
$ | 0.45 | 500,000 | 500,000 | 2.0 years | $ | - | |||||||||
3,135,000 | 3,135,000 | 2.2 years | $ | 31,490 | |||||||||||
(D) Stock Split Effected in the Form of a Stock Dividend | |||||||||||||||
On January 16, 2009, the Company's Board of Directors declared a four-for-one stock split to be effected in the form of a stock dividend. The stock split was distributed on January 16, 2009 to shareholders of record. A total of 136,713,000 shares of common stock were issued. All basic and diluted loss per share and average shares outstanding information has been adjusted to reflect the aforementioned stock dividend. | |||||||||||||||
(E) Amendment to Articles of Incorporation | |||||||||||||||
On January 27, 2009, the Company amended its Articles of Incorporation to provide for an increase in its authorized share capital. The authorized capital stock increased to 250,000,000 common shares at a par value of $0.001 per share, and 10,000,000 preferred shares at a par value of $0.001 with class and series designations, voting rights, and relative rights and preferences to be determined by the Board of Directors of the Company from time to time. | |||||||||||||||
On June 2, 2010, the Company amended its Articles of Incorporation to provide for an increase in its authorized share capital. The authorized capital stock increased to 295,000,000 common shares at a par value of $0.001 per share. | |||||||||||||||
On September 20, 2010, the Company amended its Articles of Incorporation to provide for an increase in its authorized share capital and a change in the par value per share. The authorized capital stock increased to 400,000,000 common shares at a par value of $0.0001 per share. | |||||||||||||||
Effective March 1, 2011, the Company filed with the State of Delaware a Certificate of Amendment of Certificate of Incorporation changing our name from So Act Network, Inc. to Max Sound Corporation. | |||||||||||||||
(F) In Kind Contribution | |||||||||||||||
During the fourth quarter of 2008, a former stockholder of the Company paid $4,400 of operating expenses on behalf of the Company. | |||||||||||||||
During the fourth quarter of 2008, the principal stockholder contributed office space with a fair market value of $2,913 (See Note 10). | |||||||||||||||
For the year ended December 31, 2009, the principal stockholder contributed office space with a fair market value of $12,600 (See Note 10). | |||||||||||||||
For the year ended December 31, 2010, the principal stockholder contributed office space with a fair value of $9,450 (See Note 10). | |||||||||||||||
(G) Share Conversion | |||||||||||||||
On June 2, 2010, a principal stockholder converted $283,652 of accrued compensation into 945,507 shares of common stock at $0.30 per share (See Note 10). | |||||||||||||||
On February 17, 2011, a principal stockholder converted $144,000 of accrued compensation into 1,309,091 shares of common stock at $0.11 per share (See Note 10). | |||||||||||||||
On February 17, 2011, a principal stockholder converted $100,000 of a line of credit owed into 909,091 shares of common stock at $.011 per share (See Note 4 and Note 10). | |||||||||||||||
On January 18, 2011, the Company entered into a conversion agreement executed by a note holder for 109,375 shares based on a conversion price of $0.032 per share (See Note 6). | |||||||||||||||
On February 9, 2011, the Company entered into a conversion agreement executed by a note holder for 271,186 shares based on a conversion price of $0.0295 per share (See Note 6). | |||||||||||||||
On February 15, 2011, the Company entered into a conversion agreement executed by a note holder for 357,143 shares based on a conversion price of $0.0336 per share (See Note 6). | |||||||||||||||
On February 23, 2011, the Company entered into a conversion agreement executed by a note holder for 220,264 shares based on a conversion price of $0.0454 per share (See Note 6). | |||||||||||||||
On April 11, 2011, the Company entered into a conversion agreement executed by a note holder for 587,382 shares based on a conversion price of $0.0315 per share (See Note 6). | |||||||||||||||
On August 25, 2011, the Company entered into a conversion agreement executed by a note holder for 77,220 shares based on a conversion price of $0.1554 per share (See Note 6). | |||||||||||||||
On August 30, 2011, the Company entered into a conversion agreement executed by a note holder for 96,220 shares based on a conversion price of $0.1455 per share (See Note 6). | |||||||||||||||
On September 12, 2011, the Company entered into a conversion agreement executed by a note holder for 116,505 shares based on a conversion price of $0.1339 per share (See Note 6). | |||||||||||||||
On September 14, 2012, the Company entered into a conversion agreement executed by a note holder for 528,035 shares based on a conversion price of $0.322 per share (See Note 6). | |||||||||||||||
On September 21, 2012, the Company entered into a conversion agreement executed by a note holder for 72,385 shares based on a conversion price of $0.2763 per share (See Note 6). | |||||||||||||||
On September 27, 2012, the Company entered into a conversion agreement executed by a note holder for 91,208 shares based on a conversion price of $0.2741 per share (See Note 6). | |||||||||||||||
On October 2, 2012, the Company entered into a conversion agreement executed by a note holder for 79,586 shares based on a conversion price of $0.2513 per share (See Note 6). | |||||||||||||||
On October 3, 2012, the Company entered into a conversion agreement executed by a note holder for 119,379 shares based on a conversion price of $0.2513 per share (See Note 6). | |||||||||||||||
On October 5, 2012, the Company entered into a conversion agreement executed by a note holder for 92,365 shares based on a conversion price of $0.27067 per share (See Note 6). | |||||||||||||||
On October 9, 2012, the Company entered into a conversion agreement executed by a note holder for 48,454 shares based on a conversion price of $0.2394 per share (See Note 6). | |||||||||||||||
On October 19, 2012, the Company entered into a conversion agreement executed by a note holder for 200,501 shares based on a conversion price of $0.1995 per share (See Note 6). | |||||||||||||||
On November 1, 2012, the Company entered into a conversion agreement executed by a note holder for 101,678 shares based on a conversion price of $0.19670 per share (See Note 6). | |||||||||||||||
On November 5, 2012, the Company entered into a conversion agreement executed by a note holder for 917,037 shares based on a conversion price of $0.18619 per share (See Note 6). | |||||||||||||||
On November 14, 2012, the Company entered into a conversion agreement executed by a note holder for 111,029 shares based on a conversion price of $0.18013 per share (See Note 6). | |||||||||||||||
On November 19, 2012, the Company entered into a conversion agreement executed by a note holder for 113,805 shares based on a conversion price of $0.18128 per share (See Note 6). | |||||||||||||||
On November 19, 2012, the Company entered into a conversion agreement executed by a note holder for 150,000 shares based on a conversion price of $0.1764 per share (See Note 6). | |||||||||||||||
On November 23, 2012, the Company entered into a conversion agreement executed by a note holder for 166,543 shares based on a conversion price of $0.18013 per share (See Note 6). | |||||||||||||||
On December 12, 2012, the Company entered into a conversion agreement executed by a note holder for 180,000 shares based on a conversion price of $0.19151 per share (See Note 6). | |||||||||||||||
On December 31, 2012, the Company entered into a conversion agreement executed by a note holder for 146,780 shares based on a conversion price of $0.17032 per share (See Note 6). | |||||||||||||||
On January 7, 2013, the Company entered into a conversion agreement executed by a note holder for 147,754 shares based on a conversion price of $.1692 per share (See Note 6). | |||||||||||||||
On January 9, 2013, the Company entered into a conversion agreement executed by a note holder for 92,194 shares based on a conversion price of $.1627 per share (See Note 6). | |||||||||||||||
On January 15, 2013, the Company entered into a conversion agreement executed by a note holder for 134,229 shares based on a conversion price of $.149 per share (See Note 6). | |||||||||||||||
On January 15, 2013, the Company entered into a conversion agreement executed by a note holder for 112,259 shares based on a conversion price of $.164733 per share (See Note 6). | |||||||||||||||
On January 30, 2013, the Company entered into a conversion agreement executed by a note holder for 210,000 shares based on a conversion price of $.145369 per share (See Note 6). | |||||||||||||||
On January 31, 2013, the Company entered into a conversion agreement executed by a note holder for 112,782 shares based on a conversion price of $.133 per share (See Note 6). | |||||||||||||||
On February 1, 2013, the Company entered into a conversion agreement executed by a note holder for 173,370 shares based on a conversion price of $.14420 per share (See Note 6). | |||||||||||||||
On February 11, 2013, the Company entered into a conversion agreement executed by a note holder for 138,696 shares based on a conversion price of $.14420 per share (See Note 6). | |||||||||||||||
On February 14, 2013, the Company entered into a conversion agreement executed by a note holder for 185,293 shares based on a conversion price of $.13533 per share (See Note 6). | |||||||||||||||
On February 21, 2013, the Company entered into a conversion agreement executed by a note holder for 104,445 shares based on a conversion price of $.1436 per share (See Note 6). | |||||||||||||||
On February 26, 2013, the Company entered into a conversion agreement executed by a note holder for 100,000 shares based on a conversion price of $.14 per share (See Note 6). | |||||||||||||||
On February 27, 2013, the Company entered into a conversion agreement executed by a note holder for 115,208 shares based on a conversion price of $.1302 per share (See Note 6). | |||||||||||||||
On March 1, 2013, the Company entered into a conversion agreement executed by a note holder for 129,652 shares based on a conversion price of $.1388 per share (See Note 6). | |||||||||||||||
On March 1, 2013, the Company entered into a conversion agreement executed by a note holder for 565,007 shares based on a conversion price of $.150885 per share (See Note 6). | |||||||||||||||
On March 6, 2013, the Company entered into a conversion agreement executed by a note holder for 93,637 shares based on a conversion price of $.1388 per share (See Note 6). | |||||||||||||||
On March 7, 2013, the Company entered into a conversion agreement executed by a note holder for 437,654 shares based on a conversion price of $.13323 per share (See Note 6). | |||||||||||||||
On March 12, 2013, the Company entered into a conversion agreement executed by a note holder for 69,560 shares based on a conversion price of $.1575 per share (See Note 6). | |||||||||||||||
On March 20, 2013, the Company entered into a conversion agreement executed by a note holder for 108,809 shares based on a conversion price of $.1302 per share (See Note 6). | |||||||||||||||
On March 28, 2013, the Company entered into a conversion agreement executed by a note holder for 58,013 shares based on a conversion price of $.1379 per share (See Note 6). | |||||||||||||||
On April 8, 2013, the Company entered into a conversion agreement executed by a note holder for 181,291 shares based on a conversion price of $.1379 per share (See Note 6). | |||||||||||||||
On April 12, 2013, the Company entered into a conversion agreement executed by a note holder for 549,173 shares based on a conversion price of $.155302 per share (See Note 6). | |||||||||||||||
On April 15, 2013, the Company entered into a conversion agreement executed by a note holder for 224,048 shares based on a conversion price of $.1339 per share (See Note 6). | |||||||||||||||
On April 16, 2013, the Company entered into a conversion agreement executed by a note holder for 261,389 shares based on a conversion price of $.1339 per share (See Note 6). | |||||||||||||||
On April 18, 2013, the Company entered into a conversion agreement executed by a note holder for 205,353 shares based on a conversion price of $.14609 per share (See Note 6). | |||||||||||||||
On April 30, 2013, the Company entered into a conversion agreement executed by a note holder for 146,370 shares based on a conversion price of $.17080 per share (See Note 6). | |||||||||||||||
On May 1, 2013, the Company entered into a conversion agreement executed by a note holder for 350,000 shares based on a conversion price of $.162167 per share (See Note 6). | |||||||||||||||
On May 10, 2013, the Company entered into a conversion agreement executed by a note holder for 175,644 shares based on a conversion price of $.1708 per share (See Note 6). | |||||||||||||||
On May 23, 2013, the Company entered into a conversion agreement executed by a note holder for 195,993 shares based on a conversion price of $.1530667 per share (See Note 6). | |||||||||||||||
On May 31, 2013, the Company entered into a conversion agreement executed by a note holder for 400,000 shares based on a conversion price of $.144667 per share (See Note 6). | |||||||||||||||
On June 5, 2013, the Company entered into a conversion agreement executed by a note holder for 182,167 shares based on a conversion price of $.1435 per share (See Note 6). | |||||||||||||||
On June 5, 2013, the Company entered into a conversion agreement executed by a note holder for 187,547 shares based on a conversion price of $.1333 per share (See Note 6). | |||||||||||||||
On June 10, 2013, the Company entered into a conversion agreement executed by a note holder for 226,929 shares based on a conversion price of $.1322 per share (See Note 6). | |||||||||||||||
On June 11, 2013, the Company entered into a conversion agreement executed by a note holder for 201,513 shares based on a conversion price of $.1322 per share (See Note 6). | |||||||||||||||
On June 17, 2013, the Company entered into a conversion agreement executed by a note holder for 146,771 shares based on a conversion price of $.1362667 per share (See Note 6). | |||||||||||||||
On June 21, 2013, the Company entered into a conversion agreement executed by a note holder for 224,383 shares based on a conversion price of $.1337 per share (See Note 6). | |||||||||||||||
On June 26, 2013, the Company entered into a conversion agreement executed by a note holder for 300,000 shares based on a conversion price of $.1225 per share (See Note 6). | |||||||||||||||
On July 1, 2013, the Company entered into a conversion agreement executed by a note holder for 251,608 shares based on a conversion price of $0.119233 per share (See Note 6). | |||||||||||||||
On July 2, 2013, the Company entered into a conversion agreement executed by a note holder for 655,922 shares based on a conversion price of $0.12915 per share (See Note 6). | |||||||||||||||
On July 2, 2013, the Company entered into a conversion agreement executed by a note holder for 787,700 shares based on a conversion price of $0.12915 per share (See Note 6). | |||||||||||||||
On July 2, 2013, the Company entered into a conversion agreement executed by a note holder for 644,002 shares based on a conversion price of $0.13025 per share (See Note 6). | |||||||||||||||
On July 2, 2013, the Company entered into a conversion agreement executed by a note holder for 1,503,816 shares based on a conversion price of $0.13025 per share (See Note 6). | |||||||||||||||
On July 8, 2013, the Company entered into a conversion agreement executed by a note holder for 325,910 shares based on a conversion price of $0.122733 per share (See Note 6). | |||||||||||||||
On July 11, 2013, the Company entered into a conversion agreement executed by a note holder for 197,940 shares based on a conversion price of $0.119 per share (See Note 6). | |||||||||||||||
On July 24, 2013, the Company entered into a conversion agreement executed by a note holder for 140,400 shares based on a conversion price of $0.14245 per share (See Note 6). | |||||||||||||||
On August 1, 2013, the Company entered into a conversion agreement executed by a note holder for 247,336 shares based on a conversion price of $0.13790 per share (See Note 6). | |||||||||||||||
On August 7, 2013, the Company entered into a conversion agreement executed by a note holder for 623,640 shares based on a conversion price of $0.13790 per share (See Note 6). | |||||||||||||||
On August 19, 2013, the Company entered into a conversion agreement executed by a note holder for 110,000 shares based on a conversion price of $0.1388 per share (See Note 6). | |||||||||||||||
On August 26, 2013, the Company entered into a conversion agreement executed by a note holder for 106,158 shares based on a conversion price of $0.1437 per share (See Note 6). | |||||||||||||||
On August 27, 2013, the Company entered into a conversion agreement executed by a note holder for 250,000 shares based on a conversion price of $0.152600 per share (See Note 6). | |||||||||||||||
On September 3, 2013, the Company entered into a conversion agreement executed by a note holder for 195,822 shares based on a conversion price of $0.1532 per share (See Note 6). | |||||||||||||||
On September 6, 2013, the Company entered into a conversion agreement executed by a note holder for 172,176 shares based on a conversion price of $0.1452 per share (See Note 6). | |||||||||||||||
On September 10, 2013, the Company entered into a conversion agreement executed by a note holder for 196,292 shares based on a conversion price of $0.152833 per share (See Note 6). | |||||||||||||||
On September 11, 2013, the Company entered into a conversion agreement executed by a note holder for 71,023 shares based on a conversion price of $0.1408 per share (See Note 6). | |||||||||||||||
On September 19, 2013, the Company entered into a conversion agreement executed by a note holder for 205,714 shares based on a conversion price of $0.145834 per share (See Note 6). | |||||||||||||||
On September 27, 2013, the Company entered into a conversion agreement executed by a note holder for 189,780 shares based on a conversion price of $0.147047 per share (See Note 6). | |||||||||||||||
On October 1, 2013, the Company entered into a conversion agreement executed by a note holder for 135,685 shares based on a conversion price of $0.1475 per share (See Note 6). | |||||||||||||||
On October 1, 2013, the Company entered into a conversion agreement executed by a note holder for 240,000 shares based on a conversion price of $0.1458 per share (See Note 6). | |||||||||||||||
On October 7, 2013, the Company entered into a conversion agreement executed by a note holder for 337,990 shares based on a conversion price of $0.1486 per share (See Note 6). | |||||||||||||||
On October 9, 2013, the Company entered into a conversion agreement executed by a note holder for 467,394 shares based on a conversion price of $0.138 per share (See Note 6). | |||||||||||||||
On October 17, 2013, the Company entered into a conversion agreement executed by a note holder for 297,810 shares based on a conversion price of $0.1486 per share (See Note 6). | |||||||||||||||
On October 21, 2013, the Company entered into a conversion agreement executed by a note holder for 198,719 shares based on a conversion price of $0.1530 per share (See Note 6). | |||||||||||||||
On October 24, 2013, the Company entered into a conversion agreement executed by a note holder for 310,143 shares based on a conversion price of $0.141 per share (See Note 6). | |||||||||||||||
On October 30, 2013, the Company entered into a conversion agreement executed by a note holder for 250,716 shares based on a conversion price of $0.1473 per share (See Note 6). | |||||||||||||||
On November 4, 2013, the Company entered into a conversion agreement executed by a note holder for 70,000 shares based on a conversion price of $0.1461 per share (See Note 6). | |||||||||||||||
On November 25, 2013, the Company entered into a conversion agreement executed by a note holder for 70,000 shares based on a conversion price of $0.1398 per share (See Note 6). | |||||||||||||||
On November 8, 2013, the Company entered into a conversion agreement executed by a note holder for 207,006 shares based on a conversion price of $0.1459 per share (See Note 6). | |||||||||||||||
On November 22, 2013, the Company entered into a conversion agreement executed by a note holder for 279,353 shares based on a conversion price of $0.14 per share (See Note 6). | |||||||||||||||
On November 25, 2013, the Company entered into a conversion agreement executed by a note holder for 392,593 shares based on a conversion price of $0.15 per share (See Note 6). | |||||||||||||||
On December 2, 2013, the Company entered into a conversion agreement executed by a note holder for 254,237 shares based on a conversion price of $0.13986 per share (See Note 6). | |||||||||||||||
On December 18, 2013, the Company entered into a conversion agreement executed by a note holder for 241,935 shares based on a conversion price of $0.1503 per share (See Note 6). | |||||||||||||||
On December 18, 2013, the Company entered into a conversion agreement executed by a note holder for 310,752 shares based on a conversion price of $0.161 per share (See Note 6). | |||||||||||||||
On December 23, 2013, the Company entered into a conversion agreement executed by a note holder for 328,731 shares based on a conversion price of $0.1521 per share (See Note 6). | |||||||||||||||
On December 30, 2013, the Company entered into a conversion agreement executed by a note holder for 344,115 shares based on a conversion price of $0.1454 per share (See Note 6). | |||||||||||||||
On December 31, 2013, the Company entered into a conversion agreement executed by a note holder for 262,605 shares based on a conversion price of $0.1345 per share (See Note 6). | |||||||||||||||
(H) Share Exchange | |||||||||||||||
On May 11, 2010, the Company acquired the rights to an audio technology known as Max Audio Technology (Max) through a share exchange, whereby the Company issued 30,000,000 shares of common stock to two individuals in exchange for their rights in Max having a value of $7,500,000 based upon recent market value ($0.25/share) (See Note 8(B)). | |||||||||||||||
On January 17, 2011, the Company acquired the rights to software technology known as Blog Software, Social Media Vault, Social Media Bar and Trending Topix (BSST) through a share exchange, whereby the Company issued 3,000,000 shares of common stock to two individuals in exchange for their rights to BSST having a value of $300,000 based upon recent market value ($0.10/share). | |||||||||||||||
On November 15, 2012, the Company acquired the rights to an audio technology known as Liquid Spins, Inc. through a share exchange, whereby the Company issued 24,752,475 shares of common stock for their rights in Liquid Spins technology and other assets having a value of $10,000,000 based upon recent market value ($0.404/share). The following assets were acquired in the transaction: | |||||||||||||||
Year ended | Year ended | ||||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||||
Goodwill at fair value, Opening Balance | $ | 9,655,588 | $ | - | |||||||||||
Consideration transferred at fair value: | |||||||||||||||
Common stock - 24,752,475 Shares | - | 10,000,000 | |||||||||||||
Net assets acquired: | |||||||||||||||
Current assets | - | 281,527 | |||||||||||||
Cash | 8,011 | 62,885 | |||||||||||||
Total net assets acquired | 8,011 | 344,412 | |||||||||||||
Goodwill at fair value, Ending Balance | $ | 9,647,577 | $ | 9,655,588 | |||||||||||
During the year ended December 31, 2013, the Company received an additional $8,011 related to the acquisition which reduced the carrying value of the goodwill as of December 31, 2013. | |||||||||||||||
(I) Stock Options | |||||||||||||||
On January 17, 2011, the Company issued 12,000,000 options to buy common shares of the Company's stock at $0.12 per share, good for three years, to its new CEO pursuant to an employment agreement. The Company recognized an expense of $1,199,794 for the year ended December 31, 2011. The Company recorded the fair value of the options based on the fair value of each option grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2010; dividend yield of zero, expected volatility of 436.04%, risk-free interest rates of 1.00%, expected life of three years. | |||||||||||||||
On June 14, 2013, the Company amended the terms of 12,000,000 fully vested stock options held by the chief financial officer of the Company. In connection with the modification, the Company extended the expiration date of the stock options by 2 years. | |||||||||||||||
The extension is considered a modification for which incremental compensation cost was recognized as the excess of the fair value of the modified award over the fair value of the original award immediate before its terms are modified which was calculated to be $994,141, using the Black-Scholes valuation model. The fair value was based upon the following management assumptions: | |||||||||||||||
Expected dividends | 0 | % | |||||||||||||
Expected volatility | 299 | % | |||||||||||||
Expected term: | 2.59 years | ||||||||||||||
Risk free interest rate | 0.49 | % | |||||||||||||
On January 1, 2013, the Company issued 700,000 options to buy common shares of the Company's stock at $0.50 per share, good for three years, to the Chief Technical Officer pursuant to an amended employment agreement dated December 31, 2012. The Company recognized an expense of $115,288 for the year ended December 31, 2013. The Company recorded the fair value of the options based on the fair value of each option grant estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in 2013; dividend yield of zero, expected volatility of 140.3%, risk-free interest rates of .37%, expected life of three years. | |||||||||||||||
The following tables summarize all option grants as of December 31, 2013, and the related changes during these periods are presented below: | |||||||||||||||
Number of Options | Weighted | Weighted Average Remaining | |||||||||||||
Average | Contractual Life | ||||||||||||||
Exercise Price | (in Years) | ||||||||||||||
Outstanding - December 31, 2010 | - | $ | - | - | |||||||||||
Granted | 12,000,000 | 0.12 | |||||||||||||
Exercised | - | - | |||||||||||||
Forfeited or Cancelled | - | - | |||||||||||||
Outstanding - December 31, 2011 | 12,000,000 | 0.12 | 2.05 | ||||||||||||
Granted | - | - | - | ||||||||||||
Exercised | - | - | - | ||||||||||||
Forfeited or Cancelled | - | - | - | ||||||||||||
Outstanding - December 31, 2012 | 12,000,000 | 0.12 | 1.04 | ||||||||||||
Granted | 700,000 | $ | 0.5 | 3 | |||||||||||
Exercised | - | - | - | ||||||||||||
Forfeited or Cancelled | - | - | - | ||||||||||||
Outstanding - December 31, 2013 | 12,700,000 | 0.14 | 2.04 | ||||||||||||
Exercisable - December 31, 2013 | 12,700,000 | ||||||||||||||
Per Detail Schedule | 12,700,000 | ||||||||||||||
Difference | - |
Commitments
Commitments | 12 Months Ended | ||
Dec. 31, 2013 | |||
Commitments [Abstract] | ' | ||
COMMITMENTS | ' | ||
NOTE 9 COMMITMENTS | |||
(A) Employment Agreement | |||
On October 13, 2008, the Company executed an employment agreement with its President and CEO. The term of the agreement is for ten years. As compensation for services, the President will receive a monthly compensation of $18,000 beginning October 13, 2008. In addition, to the base salary, the employee is entitled to receive a 10% commission of all sales of the Corporation. The agreement also called for the employee to receive health benefits. In January of 2011, the President/CEO resigned and was appointed Chairman and CFO. For the year ended December 31, 2012, the Company recorded $216,000 in compensation expense (See Note 10). In May of 2013, the Company amended the agreement for the Chairman and CFO to receive monthly compensation of $24,000 beginning May 1, 2013. | |||
On January 17, 2011, the Company executed an employment agreement with an executive to be the President and CEO for five years. As compensation for services, the executive will receive a monthly compensation of $8,000 beginning after the completion of at least one million dollars of new funding to the Corporation or can be paid as commissions from sales brought to the Company, whichever comes first. In addition to the base salary, the employee is entitled to receive a 20% commission of all sales the executive is directly responsible for bringing to the Company. The agreement also calls for the executive to receive, upon execution of the agreement, three million shares of Rule 144 common stock and twelve million options, which are good for three years, to buy shares of Rule 144 common stock at $0.12/share. As a supplement to the agreement, on February 4, 2011, the executive received an additional twenty million common shares directly from the Chairman of the Company. On August 25, 2011, the agreement was updated to increase the monthly compensation to $12,000 per month beginning September 1, 2011, terminate the initial 20% commission on sales and to add a commission on sales equal to 10% of gross quarterly profits. The agreement also called for the employee to receive health benefits (See Note 8(B) and 8(I)). In May of 2013, the Company amended the agreement for the President and CEO to receive monthly compensation of $18,000 beginning May 1, 2013. | |||
On May 17, 2011, the Company executed an employment agreement with its Chief Internet Officer (“CIO”). The term of the agreement is for five years. As compensation for services, the CIO will receive a monthly compensation of $9,000 beginning at the completion of at least one million dollars of new funding. In addition to the base salary, the employee is entitled to receive health benefits. The agreement also calls for the CIO to receive two million shares of Rule 144 common stock upon the execution of the agreement. On August 25, 2011, the agreement was updated to increase the monthly compensation to $12,000 per month beginning October 1, 2011. (See Note 8(B)). | |||
On October 1, 2011, the Company executed an employment agreement with its Chief Technical Officer (“CTO”). The term of the agreement is for five years. As compensation for services, the CTO will receive a monthly compensation of $10,000, monthly commission equal to 5% of all profits derived from the sales of all products and services related to Max Sound, and an annual bonus of 5% of all profits derived from the sales of all products and services related to Max Sound that is over one million dollars. In addition to the base salary, the employee is entitled to receive health benefits. Effective January 1, 2012, the Company increased the monthly compensation to $12,000. On December 31, 2012 the Company amended the agreement that effective January 1, 2013 the CTO will receive 300,000 shares of common stock and 700,000 three year options at 50 cents per share. | |||
On June 11, 2012, the Company executed an employment agreement with its Senior Audio Engineer. The term of the agreement is for five years. As compensation for services, the Engineer will receive a monthly compensation of $6,000 beginning July 1, 2012. In addition to the base salary, the employee is entitled to receive health benefits, and the employee will receive 1,000,000 shares of common stock payable in 125,000 increments per quarter beginning on July 1, 2012. For the year ended December 31, 2012, the Company issued 250,000 shares with a fair value of $62,500 ($0.25/share) (See Note 8(B)). | |||
On November 26, 2012, the Company executed an employment agreement with its VP of Music Development. . The term of the agreement is for two years. As compensation for services, the VP will receive a monthly compensation of $7,000. In addition, the employee will receive up to 1,000,000 shares of common stock payable in lots of 125,000 per quarter beginning on December 1, 2012. In addition, the employee is entitled to a monthly commission equal to 5% of all profits from any sales of music from Liquid Spins that employee is directly responsible for bringing to the Company. As of December 31, 2013 the employee received 375,000 shares with a fair value of $93,750 (See Note 8(B)), | |||
On November 26, 2012, the Company executed an employment agreement with its VP of Music Entertainment. The term of the agreement is for two years. As compensation for services, the VP will receive a monthly compensation of $8,000. In addition, the employee will receive up to 1,000,000 shares of common stock payable in lots of 125,000 per quarter beginning on December 1, 2012. In addition, the employee is entitled to a monthly commission equal to 5% of all profits from any sales of music from Liquid Spins that employee is directly responsible for bringing to the Company. As of December 31, 2013 the employee received 375,000 shares with a fair value of $95,625 (See Note 8(B)), | |||
On January 9, 2013, the Company executed an employment agreement with its Director of New Business Development. The term of the agreement is for three years. As compensation for services, the Director will receive a monthly compensation of $10,000. Upon the first million dollars in gross sales the salary will increase to $12,000 per month. In addition, the Director will receive up to 1,000,000 shares of common stock payable in lots of 125,000 per quarter beginning on January 1, 2013. Also, employee for the first eight quarters of employment has a right to earn 125,000 additional 3 year stock options with a strike price of $0.50 per share as follows: | |||
● | For each million of new gross sales - 125,000 additional 3-year stock options with a strike price of $.50 per share. | ||
(B) Consulting Agreement | |||
On January 19, 2009, the Company entered into a development services agreement to construct social network software for a fee of $150 and $375 an hour. The contract will remain in place until either party desires to cancel. A retainer fee of $20,000 has been paid upon the execution of the agreement and will be used towards the services provided. In addition, on January 14, 2009 the Company issued 20,000 shares in exchange for services valued at $5,000 ($0.25/share). As a result of the forward split, the 20,000 shares were increased to 80,000 shares and its purchase price was similarly adjusted to $0.0625 (See Note 7(B) and Note 7(D)). On May 29, 2009, the Company amended the consulting agreement by reducing the hourly rate to $75 an hour and reducing the outstanding balance due by $17,163. On August 31, 2009, the Company issued 885,714 shares of common stock in exchange for services valued at $62,000 related to the development services agreement entered into on January 19, 2009. Based on the most recent fair market value at that time, the shares were valued at $55,357 ($0.0625/share), resulting in the recognition of a gain on the extinguishment of debt of $6,643 (See Note 8(B)). | |||
On January 20, 2009, the Company entered into a service agreement with a transfer agent to become the Company's transfer agent for the purpose of maintaining stock ownership and transfer records for the Company. | |||
On September 17, 2009, the Company entered into a six month consulting agreement with an unrelated third party to provide public relations services. In exchange for the services provided, on September 18, 2009 the Company issued 500,000 shares of common stock having a fair value of $175,000 ($0.35/share) based upon fair value on the date of grant. The Company has an option to cancel the contract during the first ninety days of the agreement and 200,000 shares will be returned back to the Company. On November 11, 2009, the Company cancelled the agreement and 300,000 shares of common stock were returned to the Company. As of December 31, 2009, $70,000 is recorded as consulting expense and $105,000 of deferred compensation was reclassified to $0 (See Note 8(B)). | |||
On September 18, 2009, the Company entered into a six month consulting agreement with an unrelated third party to provide public relations services. In exchange for the services provided the Company issued 600,000 shares of common stock having a fair value of $210,000 ($0.35/share) based upon fair value on the date of grant. Shares will be issued on or before December 18, 2009 in six 100,000 increments. The Company has an option to cancel the contract at any time, in such event; the consultant will return a prorated amount of shares based on the months remaining in the consulting agreement. On November 18, 2009, the Company cancelled the agreement and 400,000 shares of common stock were returned to the Company. As of December 31, 2009, $70,000 is recorded as consulting expense and $140,000 of deferred compensation was reclassified to $0 (See Note 8(B)). | |||
On September 21, 2009, the Company entered into an eight month consulting agreement with an unrelated third party to provide public relations services. In exchange for the services provided, the Company issued 600,000 shares of common stock having a fair value of $210,000 ($0.35/share) based upon fair value on the date of grant. Shares will be issued on or before September 18, 2009, December 18, 2009, and March 18, 2010, in 200,000 increments. The Company has an option to cancel the contract at any time and no additional stock issuances will be due. On December 18, 2009, the Company cancelled the agreement and 400,000 shares of common stock were returned to the Company. As of December 31, 2009, $70,000 is recorded as consulting expense and $140,000 of deferred compensation was reclassified to $0 (See Note 8(B)). | |||
On October 20, 2009, the Company entered into a marketing agreement with an unrelated third party. In exchange for the services provided, on November 21, 2009, the Company issued 30,000 shares of common stock having a fair value $53,100 ($1.77/share) based upon fair value on the date of grant, and compensation of $5,000, of which $2,500 was paid in 2009 upon the execution of the agreement and the remaining $2,500 was paid in 2010 upon completion (See Note 8(B)). | |||
During the months of November and December 2009, the Company entered into celebrity endorsement agreements for a period of one to two years of service. In total, 1,710,000 shares of common stock were issued having a fair value of $3,285,400 based upon fair value on the respective date of grant. During 2009 and 2010, $87,805 and $1,712,815 was recorded as consulting expense, respectively. For the year ended December 31, 2011, $1,484,780 is recorded as consulting expense, and $0 is recorded as deferred compensation (See Note 8(B)). | |||
On December 3, 2009, the Company entered into a commission agreement with an unrelated third party. The company will pay a 10% commission in shares of common stock for every passive endorsement. In exchange for the services provided the Company issued 35,000 shares of common stock having a fair value $68,250 ($1.95/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 3, 2009, the Company entered into a commission agreement with an unrelated third party. The company will pay a 10% commission in shares of common stock for every passive endorsement. In exchange for the services provided the Company issued 240,000 shares of common stock having a fair value $468,000 ($1.95/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 3, 2009, the Company entered into a commission agreement with an unrelated third party. The company will pay a 10% commission in shares of common stock for every passive endorsement. In exchange for the services provided the Company issued 35,000 shares of common stock having a fair value $68,250 ($1.95/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 3, 2009, the Company entered into a commission agreement with an unrelated third party. The company will pay a 10% commission in shares of common stock for every passive endorsement. In exchange for the services provided the Company issued 10,000 shares of common stock having a fair value $19,500 ($1.95/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 15, 2009, the Company entered into a consulting agreement with an unrelated third party to provide investor services. The Company will receive a 10% of the gross receipts from the investor relations revenue for a two year period. In exchange for the satisfactory services provided, on December 15, 2009, the Company issued 100,000 shares of common stock having a fair value of $200,000 ($2/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 27, 2009, the Company entered into a consulting agreement with an unrelated third party to provide film work. In exchange for the services provided the Company issued 10,000 shares of common stock having a fair value $19,400 ($1.94/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 27, 2009, the Company entered into an endorsement agreement with an unrelated third party to provide film work. In exchange for the services provided the Company issued 10,000 shares of common stock having a fair value $19,400 ($1.94/share) based upon fair value on the date of grant (See Note 7(B)). | |||
On December 27, 2009, the Company entered into a consulting agreement with an unrelated third party to provide film scripting, editing and production work. In exchange for the services provided the Company issued 10,000 shares of common stock having a fair value $19,400 ($1.94/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On December 30, 2009, the Company entered into a marketing agreement with an unrelated third party for a period from January 2010 to December 2010. In exchange for the services provided, the Company issued 500,000 shares of common stock having a fair value of $965,000 ($1.93/share) based upon fair value on the date of grant. An additional 1,000,000 shares of common stock having a fair value of $1,930,000 ($1.93/share) based upon fair value on the date of grant were issued for an additional sponsorship commitment. The additional 1,000,000 shares were to be held in escrow until June 30, 2010, at which point the unrelated party would have 15 days to accept or decline the additional shares. As of December 31, 2010, the shares were returned back to the Company’s treasury due to non-performance of services and no additional shares will be issued (See Note 8(B)). | |||
On December 31, 2009, the Company entered into a consulting agreement with an unrelated third party for a period from December 31, 2009 through March 30, 2011. In exchange for the services provided, the Company issued 75,000 shares of common stock having a fair value of $144,750 ($1.93/share) based upon fair value on the date of grant, and deliverable in three increments of 25,000 shares of common stock each. The first 25,000 shares will be delivered upon the execution of the agreement and the other two increments will be delivered in six and twelve months upon the successful fulfillment of the agreement (See Note 8(B)). | |||
On December 31, 2009, the Company entered into a consulting agreement with an unrelated third party for a period from December 31, 2009 through March 30, 2011. In exchange for the services provided, the Company issued 75,000 shares of common stock having a fair value of $144,750 ($1.93/share) based upon fair value on the date of grant, and deliverable in three increments of 25,000 each. The first 25,000 shares will be delivered upon the execution of the agreement and the other two will be delivered in six and twelve months upon the successful fulfillment of the agreement (See Note 8(B)). | |||
On December 31, 2009, the Company entered into a consulting agreement with an unrelated third party for a period from December 31, 2009 through December 31, 2010. In exchange for the services provided, the Company issued 500,000 shares of common stock having a fair value of $965,000 ($1.93/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On January 11, 2010, the Company entered into a twelve month agreement with an unrelated third party for investor relations press release service for an annual fee of $14,250 and an initial onetime fee of $250. | |||
On January 15, 2010, the Company entered into a two year celebrity endorsement agreement. In total, 100,000 shares of common stock were issued having a fair value of $170,000($1.70/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On February 1, 2010, the Company entered into a twelve month consulting agreement effective February 5, 2010, with an unrelated third party to produce music compositions for a fee of $500. The agreement can be renewed for up to two additional years for a fee of $500 for the first renewal year and $750 for the second renewal year. | |||
On February 17, 2010, the Company entered into a twelve month consulting agreement with an unrelated third party effective February 17, 2010. In exchange for the services provided, the Company issued 1,000,000 shares of common stock having a fair value of $1,240,000 ($1.24/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On June 1, 2010, the Company entered into a twelve month consulting agreement to provide for consulting and business services in raising capital. The Company agrees to pay a finder’s fee on all capital raised in stock and warrants. The Company paid an initial nonrefundable retainer fee by issuing 40,000 shares of stock having a value of $10,000 ($0.25/share) based upon fair value on the date of the agreement. In conjunction with the stock payment, the Company also issued one warrant attached to each share of stock exercisable at $0.50 per warrant. Based upon the number of shares (40,000 shares) of stock issued, the Company issued 40,000 warrants (See Note 8(B) and Note 8(C). | |||
On May 11, 2010, the Company acquired the rights to an audio technology known as Max Audio Technology (Max) through a share exchange, whereby the Company issued 30,000,000 shares of common stock to two individuals in exchange for their rights in Max having a value of $7,500,000 based upon recent market value ($0.25/share). (See Note 8(H)). | |||
In accordance with the share exchange, the former owners to the rights of Max became Executives of the Company. The two new executives individually entered into employment agreements with the Company on May 11, 2010. The term of the employment agreements are for ten years of service at a monthly compensation of $8,500 for each executive. In addition, the Executives are entitled to receive 5% of all revenues derived from the sale of all products and services related to the Max Audio Technology. On January 2, 2011, the agreement was cancelled. | |||
On April 15, 2010, the Company entered into a finder’s fee agreement. For each qualified investor introduced to the Company by the consultant, the Company will pay a 10% fee in cash equal to 10% of the dollar amount of securities purchased, In addition, the Company will pay a 10% fee in warrants equal to 10% of the number of shares of stock purchased (See Note 8(C)). | |||
On August 8, 2010, the Company entered into a consulting agreement with an unrelated third party to provide consulting services. Upon the execution of the agreement, the consultant received 100,000 shares of common stock. A monthly issuance of 100,000 shares of common stock will be issued as a compensation of services provided. The term of the agreement is for three months and will continue to renew for three month intervals unless cancelled by either party. The agreement was cancelled on November 1, 2010 (See Note 8(B)). | |||
On August 17, 2010, the Company entered into a consulting agreement. The agreement shall remain in effect until terminated. In exchange for the services provided, the consultant will receive a $500 a month allowance for general expenses. In addition, for all the new business brought to the Company the consultant will receive a 10% compensation for each gross dollar received by the Company. On February 15, 2011, the Company terminated the agreement. | |||
On December 14, 2010, the Company entered into to a consulting agreement for consulting and advertising services. Upon the execution of the agreement, the consultant received 250,000 shares with an additional 750,000 shares to be issued upon consultant obtaining sponsorship rights in the year 2011. The sponsorship rights were not obtained and the agreement was cancelled in 2011 and the additional 750,000 shares were never issued (See Note 8(B)). | |||
On February 17, 2011, the Company entered into a consulting agreement for public relations and communications services. In exchange for the services provided, the consultant received 500,000 shares of common stock. The term of the agreement is for one year (See Note 8 (B)). | |||
On March 3, 2011, the Company entered into a consulting agreement for public relations and communications services. In exchange for the services provided, the consultant received 1,000,000 shares of common stock. The term of the agreement is for one year (See Note 8 (B)). | |||
On June 10, 2011, the Company entered into a five year advisory board consulting agreement with three persons to provide for consulting and business services. In exchange for the services provided, the consultants received 100,000 shares of common stock each. (See Note 8(B)). | |||
On June 15, 2011, the Company entered into a consulting agreement with an unrelated third party for software and computer technology services. In exchange for the services provided, the consultant will be paid $70 per hour with $50 per hour paid in cash and $20 per hour paid in Company stock at $0.10 per share. The term of the agreement is for one year. (See Note 8(B)). | |||
On July 1, 2011, the Company entered into a consulting agreement with an unrelated third party for trade show services. In exchange for the services provided, the consultant received 6,500 shares of common stock at $0.08/per share. The agreement was for one-time services. (See Note 8(B)). | |||
During the year ended December 31, 2011, the Company entered into an agreement with an unrelated third party for software and computer technology services. In exchange for the services provided, the consultant received 76,483 shares of common stock at $0.10 – 0.39 per share. The term of the agreement is for one year. (See Note 8(B)). | |||
In September 2011, the Company entered into a five year advisory board consulting agreement with three persons to provide for consulting and business services. In exchange for the services provided, the consultants received 100,000 shares of Company stock at $0.23 – 0.39 per share. The terms of the agreements are for five years. (See Note 8(B)). | |||
On September 21, 2011, the Company entered into a consulting agreement with an unrelated third party for investor relation services. In exchange for the services provided, the consultant received 400,000 shares of Company stock at $0.25 per share. The term of the agreement is for six months. (See Note 8(B)). | |||
During the three months ended December 31, 2011, the Company entered into a five year advisory board consulting agreement with five persons to provide for consulting and business services. In exchange for the services provided, the consultants received 100,000 shares of Company stock at $0.47 – 0.88 per share. The terms of the agreements are for five years. (See Note 8(B)). | |||
On August 3, 2012, the Company entered into an endorsement agreement with an unrelated third party for a period from August 3, 2012 through August 3, 2015. In exchange for the services provided, the Company issued 3,000,000 shares of common stock having a fair value of $960,000 ($0.30/share) based upon fair value on the date of grant (See Note 8(B)). The delivery of the shares will be made in four 750,000 tranches to coincide with each of the four points listed below: | |||
● | Record two (2) one-minute video endorsements (English and Spanish) | ||
● | Release of Mobile Application | ||
● | Use of MAXD HD technology in the next two major music projects. | ||
● | Any additional projects that effectively promote the use of MAXD technology. | ||
As December 31, 2012, the first two of the four points listed above have been completed and the Company recorded $480,000 as deferred compensation and $480,000 in endorsement expense. As of March 31, 2013, the second two of the four points listed above have been completed and the Company recognized $480,000 in endorsement expense (See Note 8(B)). The Company and the third party have completed the video endorsement and the mobile application and launched both in August 2013. In September 2013, the parties decided that they would not be effective working together due to a change in marketing goals. Therefore, the parties expect to formalize an agreement prior to year end of 2013 whereby the Company will not promote the endorsement or the mobile application and the third party will return all shares received to the Company who in turn will return them to the Company treasury. As of January 2014, the agreement has been terminated and 1,500,000 shares have been returned to the Company. See Note 13 in subsequent events. | |||
On August 22, 2012, the Company entered into a consulting agreement with an unrelated third party for a period from September 1, 2012 through August 31, 2013. In exchange for the services provided, the Company issued 500,000 shares of common stock having a fair value of $150,000 ($0.30/share) based upon fair value on the date of grant (See Note 8(B)). | |||
On September 14, 2012, the Company entered into a licensing agreement with an unrelated third party for a period from September 14, 2012 through September 14, 2013. The agreement will automatically extend on a year to year basis unless terminated by either party. Upon the execution of the agreement, the Company paid a non-refundable $15,000 upfront fee for the use of the license. Any additional technical support will be provided on as needed basis at an hourly rate of $250/hour. | |||
On December 1, 2012, the Company entered into a consulting agreement with an unrelated third party for a period from December 1, 2012 through November 30, 2013. In exchange for the services provided, the Company will pay a monthly consulting fee of $10,000. A bonus may be provided for $26,000 after one year of service in the sole discretion of the Company. In addition, the Company will grant 500,000 three year warrants with an exercise price of $0.45 per share. Within 10 days of executing the consulting agreement the consultant will loan the Company $120,000 in convertible note converted at 50 cents per share (See Note 7). | |||
In July of 2013, the Company entered into a financial advisor agreement for a period of six months with the advisor providing various assistance including introductions to potential investors. The Agreement calls for a fee of $25,000 with an additional $7,500 due and payable on the 1st day of the subsequent five months. On July 8, 2013, the Company issued 1,500,000 common shares as consideration for these services valued at $315,000 (See note 8(C)). | |||
In July of 2013, the Company entered into a digital content distribution agreement for a period of 1 year. The agreement calls for an advance of $25,000, the fees are recorded as prepaid expenses, earned based on downloaded content for a minimum of $120,000 per year. The agreement also calls for a onetime fee of $50,000 for synchronization services of which $25,000 has been paid and has been recorded as a prepaid expense. As of December 31, 2013, the Company paid a total of $50,000 in connection with this agreement which has been recorded as prepaid expenses. | |||
(C) Operating Lease Agreements | |||
On September 20, 2012, the Company took over a month to month operating lease upon completing the asset purchase agreement with Liquid Spins. The lease began on October 1, 2012 at a monthly rate of $1,585. | |||
On September 1, 2010, the Company executed a three-year non-cancelable operating lease for its new corporate office space. The lease began on October 1, 2010 and expires on September 30, 2013. Total base rent due during the term of the lease is $134,880. At the current time the Company is continuing on with the existing office space on a month to month basis based on the previous terms and conditions of the recently expired lease. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
NOTE 10 RELATED PARTY TRANSACTIONS | |
During the year ended December 31, 2008, the Company received $18,803 from the principal stockholder. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and due on demand. In 2008, the Company repaid $15,000 in principal to the principal stockholder. In 2009, the Company repaid $3,803 in principal to the principal stockholder. As of December 31, 2010, the principal portion of this principal stockholder loan balance has been repaid (See Note 3). | |
On May 11, 2009, the Company received $9,500 from a principal stockholder. During the year ended December 31, 2009, the Company repaid $1,500 in principal to the principal stockholder. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and is due on demand (See Note 3). | |
On May 22, 2009, the Company received $15,000 from a principal stockholder. During the year ended December 31, 2010, the Company repaid $6,000 in principal to a principal stockholder under the terms of the loan. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and is due on demand (See Note 3). | |
On May 26, 2009, the Company received $16,700 from a principal stockholder. During the year ended December 31, 2010, the Company repaid $15,700 in principal to the principal stockholder under the terms of this loan. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 3.25% and is due on demand (See Note 3). | |
During the year ended December 31, 2011, the Company repaid $18,000 in principal and $2,116 of accrued interest to the principal stockholder related to these principal loans (See Note 3). | |
On May 28, 2009, the Company entered into a two year line of credit agreement with a principal stockholder in the amount of $100,000. The line of credit carries an interest rate at 3.25%. As of December 31, 2011, the principal shareholder has advanced the Company $100,000 under the terms of this line of credit agreement (See Note 4). | |
On November 10, 2009, the Company entered into a two year line of credit agreement with a principal stockholder in the amount of $100,000. The line of credit carries an interest rate at 3.25%. As of December 31, 2011, the principal shareholder has advanced $100,000 to the Company under the terms of this line of credit agreement (See Note 4). | |
On March 25, 2010, the Company entered into a two year line of credit agreement with the principal stockholder in the amount of $500,000. The line of credit carries an interest rate of 3.25%. On February 17, 2011, the principal stockholder converted $100,000 of the line of credit owed into 909,091 shares of common stock at $0.11 per share. As of December 31, 2011, the principal stockholder has advanced $360,580 to the Company under this line of credit agreement (See Note 8(G) and Note 4). | |
As of December 31, 2011, the Company repaid $460,580 in principal and $11,283 of accrued interest to the principal stockholder related to these lines of credit (See Note 4). | |
On July 30, 2013, the Company received $28,000 from the principal stockholder which was repaid on August 13, 2013 (See Note 4). | |
During the year ended December 31, 2013, the Company received $290,000 from the principal stockholder. The Company repaid $150,213 in principal and accrued interest in the month of October 2013 to the principal stockholder under the term of this line of credit. Pursuant to the terms of the loan, the loan is bearing an annual interest rate of 4% and is due on demand (See Note 4). | |
On October 14, 2008, the Company issued 44,900,000 shares of common stock to its founder having a fair value of $44,900 ($0.001/share) in exchange for services provided. As a result of the forward split effected in January 2009, the 44,900,000 shares were increased to 179,600,000 shares and its purchase price was similarly adjusted to $0.00025 (See Note 8(B) and Note 7(D)). | |
On October 13, 2008, the Company executed an employment agreement with its President and CEO. The term of the agreement is ten years. As compensation for services, the President will receive a monthly compensation of $18,000 beginning October 13, 2008. In addition, to the base salary, the employee is entitled to receive a 10% commission of all sales of the Corporation. The agreement also calls for the employee to receive health benefits. In January of 2011, the President/CEO resigned and was appointed Chairman and CFO. In May of 2013, the Company amended the agreement for the Chairman and CFO to receive monthly compensation of $24,000 beginning May 1, 2013 (See Note 9(A)). | |
On June 2, 2010, a principal stockholder converted $283,652 of accrued compensation into 945,507 shares of common stock at $0.30 per share. (See Note 8(G)). | |
On February 17, 2011, a principal stockholder converted $144,000 of accrued compensation into 1,309,091 shares of common stock at $.0.11 per share. (See Note 8(G)). | |
During the fourth quarter of 2008, the principal stockholder contributed office space with a fair market value of $2,913 (See Note 8(F)). | |
For the year ended December 31, 2009, the principal stockholder contributed office space with a fair market value of $12,600 (See Note 8(F)). | |
For the year ended December 31, 2010, the principal stockholder contributed office space with a fair value of $9,450 (See Note 8(F)). |
Litigation
Litigation | 12 Months Ended |
Dec. 31, 2013 | |
Litigation [Abstract] | ' |
LITIGATION | ' |
NOTE 11 LITIGATION | |
From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm its business. | |
On February 6, 2012, the Company filed a suit for declaratory judgment and rescission of contract associated with a former consultant for failure to perform contractual requirements. It seeks clarification that the former consultant is not owed 750,000 shares of restricted common stock. The defendants have been served. This case will be vigorously prosecuted and has a good likelihood of a favorable outcome. The case seeks in excess of the jurisdictional amount, which is $50,000 dollars. On March 5, 2013, the suit was settled in favor of Max Sound Corporation and 750,000 shares issued to the former consultant were returned to the treasury. | |
On February 21, 2012, the Company filed a suit for breach of contract, intentional misrepresentation, negligent misrepresentation, fraud, false advertising, and unfair competition with a former consultant. It seeks damages due to their alleged failure to meet the contractual requirements regarding promotions. The defendant has been served. In August of 2013, the Company received a Default Judgment against the Defendant. This case will be vigorously prosecuted and has a good likelihood of success. The case seeks in excess of the jurisdictional amount which is $50,000 dollars. | |
On August 14, 2012, the Company, along with two shareholders of the Company, were named as a defendant in an action filed in the Superior Court for the State of California and the County of San Diego. The plaintiff alleges he was terminated by his former employer “Acoustics Control Sciences, LLC” (which is a company that is not affiliated with Max Sound Corporation) in August, 2008 without receiving wages and other compensation allegedly due him. The plaintiff further claims that two of the members or “shareholders” of Acoustics Control Sciences, LLC, wrongfully transferred a patent owned by his former employer and this transfer prevented his former employer from paying the wages alleged due. According to the plaintiff, when the assets of his former employer were sold to the Company, Max Sound Corporation became a successor-in-interest to the plaintiff’s former employer. Plaintiff thus seeks unpaid wages and other compensation from each alleged successor-in-interest named in his complaint. This case will be vigorously prosecuted and has a good likelihood of success. | |
On August 23, 2012, Koss Corporation filed a lawsuit against the Company in the United States District Court for the Eastern District of Wisconsin alleging trademark infringement. Based upon its federally registered trademark “Hearing is Believing” for stereo headphones, Koss Corporation contends that the Company’s use of “Hearing in Believing” in advertisements for mobile phone software and the Company’s related trademark application for mobile phone software constitutes trademark infringement and unfair competition. The Company denies these allegations, and contends that the goods and services of the two companies are not related and are, in fact, sold or distributed in different channels. On October 26, 2012, the Company filed a motion to dismiss the lawsuit pending in the Eastern District of Wisconsin, and the lawsuit was dismissed for lack of personal jurisdiction. On June 7, 2013, Koss Corp. re-filed its lawsuit in the U.S. District Court for the Central District of California. About the same time, the U.S. Patent and Trademark Office published in the Official Gazette “Hearing is Believing” as a trademark for the Company. Koss Corp. responded by filing an opposition to registration of that mark by Max Sound Corporation. Koss opposition to registration, pending before the Trademark Trial and Appeal Board (“TTAB”), repeats the same allegations that appear in Koss’ federal complaint. Max Sound Corporation denied the allegations of the TTAB opposition and the federal complaint. The parties are in the final stage of settlement at this time. Due to a lack of interest to use the trademark by the Company and its’ partners, the Company plans to abandon the mark and expects the matter will be concluded to its satisfaction prior to year end 2013. | |
No assurance can be given as to the ultimate outcome of these actions or its effect on the Company. |
Intangible_Assets
Intangible Assets | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||
INTANGIBLE ASSETS | ' | |||||||||
NOTE 12 INTANGIBLE ASSETS | ||||||||||
As of December 31, 2013 and 2012, the Company owns certain trademarks and technology rights. See Note 1 (I). | ||||||||||
Intangible assets were comprised of the following at December 31, 2013 and 2012: | ||||||||||
Useful Life | 31-Dec-13 | 31-Dec-12 | ||||||||
Distribution rights | 10 Years | $ | 9,647,577 | -2 | $ | 9,655,588 | ||||
Trademarks | Idefinite | 7,500,000 | 7,500,000 | |||||||
Software | 3 Years | - | 300,000 | -1 | ||||||
Other | Idefinite | 275 | 275 | |||||||
Accumulated amortization | (343,898 | ) | - | |||||||
Net carrying value | $ | 16,803,954 | $ | 17,455,863 | ||||||
1) | During the year ended December 31, 2013, the Company entered into a settlement agreement with the seller of the software to reverse the original transaction which included the issuance of 3,000,000 shares of common stock in exchange for the software. The Company received back 3,000,000 shares of common stock which was recorded as treasury stock in exchange of returning the software to the seller. Upon the return of the shares, the Company recognized a gain of $220,000 based on the quoted trading price of the Company’s common stock, which was the best evidence of fair value. | |||||||||
2) | During the year ended December 31, 2013, the Company received $8,011 as a refund in cash from the seller of the distribution rights. The refund reduced the carrying value of the purchased intangible. | |||||||||
Amortization expense related to the intangibles with finite lives totaled $343,898 for the year ended December 31, 2013 and was included in general and administrative expenses in the statement of operations. | ||||||||||
At December 31, 2013, future amortization of intangible assets is as follows: | ||||||||||
Year ending December 31: | ||||||||||
2014 | $ | 965,559 | ||||||||
2015 | 965,559 | |||||||||
2016 | 965,559 | |||||||||
2017 | 965,559 | |||||||||
2018 | 965,559 | |||||||||
Thereafter | 4,475,884 | |||||||||
$ | 9,303,679 |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 13 SUBSEQUENT EVENTS | |
Through the filing of these financial statements, the Company converted a total of approximately $947,744 in convertible debt comprised of principal and accrued interest into approximately 10,477,367 common shares. | |
On February 27, 2014, the Company entered into an agreement whereby the Company will issue up to $282,778 in a convertible note. The note matures on February 26, 2015 and bears an interest rate of 4%. The conversion price equals the “Variable Conversion Price”, which is 75% of the “Market Price”, which is the average the three (3) lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $250,000 proceeds, less the $32,778 original issue discount pursuant to the terms of this convertible note, on February 27, 2014. In connection with this raise, the Company also issued 250,000 three year warrants exercisable at $0.40/share. | |
On February 20, 2014, the Company entered into an agreement whereby the Company will issue up to $50,000 in a convertible note. The note matures on September 19, 2015 and bears a onetime interest charge of 5% after 90 days. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $50,000 proceeds on February 20, 2014. | |
On January 28, 2014, the Company entered into an agreement whereby the Company will issue up to $25,000 in a convertible note. The note matures on January 27, 2015 and bears an interest rate of 10%. The conversion price equals the “Variable Conversion Price”, which is 70% of the “Market Price”, which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. The holder of the note has a right to convert all or any part of the outstanding an unpaid principal amount into shares of common stock after six months. The Company received $25,000 proceeds, on February 26, 2014. | |
In January of 2014, the Company received 3,000,000 shares which were returned in connection with a cancelled agreement entered into on August 3, 2012 due to non-performance. See note 9(B). |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies and Organization (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Summary of Significant Accounting Policies and Organization [Abstract] | ' | ||||||||
Organization and Basis of Presentation | ' | ||||||||
(A) Organization and Basis of Presentation | |||||||||
Max Sound Corporation (the "Company") was incorporated in Delaware on December 9, 2005. The Company is currently in the development stage, and on or around February 2011, the Company changed its business operations to focus primarily on developing and launching audio technology software. | |||||||||
Prior to February 2011, the Company's business operations were focused on creating search technologies within an online networking platform. | |||||||||
Activities during the development stage include developing the online networking platform, launching our audio technology, and raising capital. | |||||||||
Effective March 1, 2011, the Company filed with the State of Delaware a Certificate of Amendment of Certificate of Incorporation changing our name from So Act Network, Inc. to Max Sound Corporation. | |||||||||
Use of Estimates | ' | ||||||||
(B) Use of Estimates | |||||||||
In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
(C) Cash and Cash Equivalents | |||||||||
For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. As of December 31, 2013 and December 31, 2012, the Company had no cash equivalents. | |||||||||
Property and Equipment | ' | ||||||||
(D) Property and Equipment | |||||||||
Property and equipment are stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is provided using the straight-line method over the estimated useful life of three to five years. | |||||||||
Research and Development | ' | ||||||||
(E) Research and Development | |||||||||
The Company has adopted the provisions of FASB Accounting Standards Codification No. 350, Intangibles – Goodwill & Other. Costs incurred in the planning stage of a website are expensed as research and development while costs incurred in the development stage are capitalized and amortized over the life of the asset, estimated to be three years. Expenses subsequent to the launch have been expensed as website development expenses. | |||||||||
Concentration of Credit Risk | ' | ||||||||
(F) Concentration of Credit Risk | |||||||||
The Company at times has cash in banks in excess of FDIC insurance limits. The Company had $0 in excess of FDIC insurance limits as of December 31, 2013 and 2012. | |||||||||
Revenue Recognition | ' | ||||||||
(G) Revenue Recognition | |||||||||
The Company recognized revenue on arrangements in accordance with FASB Codification Topic 605,“Revenue Recognition” (“ASC Topic 605”). Under ASC Topic 605, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. We had revenues of $2,498, and $5 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Advertising Costs | ' | ||||||||
(H) Advertising Costs | |||||||||
Advertising costs are expensed as incurred and include the costs of public relations activities. These costs are included in consulting and general and administrative expenses and totaled $59,642 and $104,707 for the year ended December 31, 2013 and 2012. | |||||||||
Identifiable Intangible Assets | ' | ||||||||
(I) Identifiable Intangible Assets | |||||||||
As of December 31, 2013 and 2012, $7,500,000 of costs related to registering a trademark and acquiring technology rights have been capitalized. It has been determined that the trademark and technology rights have an indefinite useful life and are not subject to amortization. However, the trademark and technology rights will be reviewed for impairment annually or more frequently if impairment indicators arise. | |||||||||
On November 15, 2012, the Company acquired the rights to assets and audio technology known as Liquid Spins, Inc. through a share exchange, whereby the Company issued 24,752,475 shares of common stock for their rights in Liquid Spins technology (See Note 8 (H). As of December 31, 2013 and 2012, $9,303,679 and $9,655,588 of costs related to this intangible remain capitalized. The technology was placed in service on August 23, 2013 with a useful life of 10 years. However, the technology will be reviewed for impairment annually or more frequently if impairment indicators arise. | |||||||||
Impairment of Long-Lived Assets | ' | ||||||||
(J) Impairment of Long-Lived Assets | |||||||||
The Company accounts for its long-lived assets in accordance with ASC Topic 360-10-05, “Accounting for the Impairment or Disposal of Long-Lived Assets.” ASC Topic 360-10-05 requires that long-lived assets, such as technology rights, be reviewed for impairment annually, or whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. No impairments were recorded for the years ended December 31, 2013 and 2012. | |||||||||
Loss Per Share | ' | ||||||||
(K) Loss Per Share | |||||||||
In accordance with accounting guidance now codified as FASB ASC Topic 260,“Earnings per Share,” Basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-converted method. Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive. Because of the Company’s net losses, the effects of stock warrants and stock options would be anti-dilutive and accordingly, is excluded from the computation of earnings per share. | |||||||||
The computation of basic and diluted loss per share at December 31, 2013 and 2012 excludes the common stock equivalents of the following potentially dilutive securities because their inclusion would be anti-dilutive: | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Stock Warrants (Exercise price - $0.10 - $.52/share) | 3,135,000 | 2,415,800 | |||||||
Stock Options (Exercise price - $0.12 - $.50/share) | 12,700,000 | 12,000,000 | |||||||
Convertible Debt (Exercise price - $0.1249 - $.1922/share) | 16,893,930 | 6,201,734 | |||||||
Total | 32,628,930 | 20,617,534 | |||||||
Income Taxes | ' | ||||||||
(L) Income Taxes | |||||||||
The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”) Income Taxes. Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||
The net deferred tax liability in the accompanying balance sheets includes the following amounts of deferred tax assets and liabilities: | |||||||||
2013 | 2012 | ||||||||
Deferred tax liability: | $ | - | $ | - | |||||
Deferred tax asset | |||||||||
Stock options for services | 447,128 | 407,930 | |||||||
Net Operating Loss Carryforward | 3,602,723 | 1,841,034 | |||||||
Valuation allowance | (4,049,851 | ) | (2,248,964 | ) | |||||
Net deferred tax asset | - | - | |||||||
Net deferred tax liability | $ | - | $ | - | |||||
The provision for income taxes has been computed as follows: | |||||||||
2013 | 2012 | ||||||||
Expected income tax recovery (expense) at the statuary rate of 34% | $ | 3,000,765 | $ | 1,396,782 | |||||
Tax effect of expenses that are not deductible for income tax purposes (net of other amounts deductible for tax purposes) | (5,523 | ) | (1,372 | ) | |||||
Tax effect of differences in the timing of deductibility of items for income tax purposes: | (1,194,355 | ) | (516,158 | ) | |||||
Utilization of non-capital tax losses to offset current taxable income | - | - | |||||||
Change in valuation allowance | (1,800,887 | ) | (879,252 | ) | |||||
Provision for income taxes | - | - | |||||||
The valuation allowance was established to reduce the deferred tax asset to the amount that will more likely than not be realized. This is necessary due to the Company’s continued operating losses and the uncertainty of the Company’s ability to offset future taxable income through 2033. | |||||||||
The net change in the valuation allowance for the year ended December 31, 2013 and 2012 was an increase of $1,800,887 and $879,252, respectively. | |||||||||
The components of income tax expense related to continuing operations are as follows: | |||||||||
2013 | 2012 | ||||||||
Federal | |||||||||
Current | $ | - | $ | - | |||||
Deferred | - | - | |||||||
$ | - | $ | - | ||||||
State and Local | |||||||||
Current | $ | - | $ | - | |||||
Deferred | - | - | |||||||
$ | - | $ | - | ||||||
The Company's federal income tax returns are no longer subject to examination by the IRS for the years prior to 2010, and the related state income tax returns are no longer subject to examination by state authorities for the years prior to 2010. | |||||||||
Business Segments | ' | ||||||||
(M) Business Segments | |||||||||
The Company operates in one segment and therefore segment information is not presented. | |||||||||
Recent Accounting Pronouncements | ' | ||||||||
(N) Recent Accounting Pronouncements | |||||||||
The Company's management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted would have a material impact on the accompanying financial statements. | |||||||||
Fair Value of Financial Instruments | ' | ||||||||
(O) Fair Value of Financial Instruments | |||||||||
The carrying amounts on the Company’s financial instruments including prepaid expenses, accounts payable, accrued expenses, derivative liability, convertible note payable, and loan payable-related party, approximate fair value due to the relatively short period to maturity for these instruments. | |||||||||
Stock-Based Compensation | ' | ||||||||
(P) Stock-Based Compensation | |||||||||
In December 2004, the FASB issued FASB Accounting Standards Codification No. 718, Compensation – Stock Compensation. Under FASB Accounting Standards Codification No. 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. The Company applies this statement prospectively. | |||||||||
Equity instruments (“instruments”) issued to other than employees are recorded on the basis of the fair value of the instruments, as required by FASB Accounting Standards Codification No. 718. FASB Accounting Standards Codification No. 505, Equity Based Payments to Non-Employees defines the measurement date and recognition period for such instruments. In general, the measurement date is when either a (a) performance commitment, as defined, is reached or (b) the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each particular grant as defined in the FASB Accounting Standards Codification. | |||||||||
Reclassification | ' | ||||||||
(Q) Reclassification | |||||||||
Certain amounts from prior periods have been reclassified to conform to the current period presentation. These reclassifications had no impact on the Company's net loss or cash flows. | |||||||||
Derivative Financial Instruments | ' | ||||||||
(R) Derivative Financial Instruments | |||||||||
Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments. | |||||||||
Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, are also valued using the Black-Scholes option-pricing model. | |||||||||
Original Issue Discount | ' | ||||||||
(S) Original Issue Discount | |||||||||
For certain convertible debt issued, the Company provides the debt holder with an original issue discount. The original issue discount is recorded to debt discount, reducing the face amount of the note and is amortized to interest expense over the life of the debt. | |||||||||
Debt Issue Costs and Debt Discount | ' | ||||||||
(T) Debt Issue Costs and Debt Discount | |||||||||
The Company may pay debt issue costs, and record debt discounts in connection with raising funds through the issuance of convertible debt. These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies and Organization (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Summary of Significant Accounting Policies and Organization [Abstract] | ' | ||||||||
Summary of potentially dilutive securities | ' | ||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Stock Warrants (Exercise price - $0.10 - $.52/share) | 3,135,000 | 2,415,800 | |||||||
Stock Options (Exercise price - $0.12 - $.50/share) | 12,700,000 | 12,000,000 | |||||||
Convertible Debt (Exercise price - $0.1249 - $.1922/share) | 16,893,930 | 6,201,734 | |||||||
Total | 32,628,930 | 20,617,534 | |||||||
Summary of deferred tax assets and liabilities | ' | ||||||||
2013 | 2012 | ||||||||
Deferred tax liability: | $ | - | $ | - | |||||
Deferred tax asset | |||||||||
Stock options for services | 447,128 | 407,930 | |||||||
Net Operating Loss Carryforward | 3,602,723 | 1,841,034 | |||||||
Valuation allowance | (4,049,851 | ) | (2,248,964 | ) | |||||
Net deferred tax asset | - | - | |||||||
Net deferred tax liability | $ | - | $ | - | |||||
Summary of provision for income taxes | ' | ||||||||
2013 | 2012 | ||||||||
Expected income tax recovery (expense) at the statuary rate of 34% | $ | 3,000,765 | $ | 1,396,782 | |||||
Tax effect of expenses that are not deductible for income tax purposes (net of other amounts deductible for tax purposes) | (5,523 | ) | (1,372 | ) | |||||
Tax effect of differences in the timing of deductibility of items for income tax purposes: | (1,194,355 | ) | (516,158 | ) | |||||
Utilization of non-capital tax losses to offset current taxable income | - | - | |||||||
Change in valuation allowance | (1,800,887 | ) | (879,252 | ) | |||||
Provision for income taxes | - | - | |||||||
Summary of components of income tax expense related to continuing operations by jurisdiction | ' | ||||||||
2013 | 2012 | ||||||||
Federal | |||||||||
Current | $ | - | $ | - | |||||
Deferred | - | - | |||||||
$ | - | $ | - | ||||||
State and Local | |||||||||
Current | $ | - | $ | - | |||||
Deferred | - | - | |||||||
$ | - | $ | - | ||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property and Equipment [Abstract] | ' | ||||||||
Summary of property and equipment | ' | ||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Website Development | $ | 294,795 | $ | 294,795 | |||||
Furniture and Equipment | 99,881 | 98,613 | |||||||
Leasehold Improvements | 6,573 | 6,573 | |||||||
Software | 53,897 | 53,897 | |||||||
Office Equipment | 56,897 | 48,162 | |||||||
Domain Name | 1,500 | 1,500 | |||||||
Sign | 628 | 628 | |||||||
Total | 514,171 | 504,168 | |||||||
Less: accumulated depreciation and amortization | (258,854 | ) | (176,643 | ) | |||||
Property and Equipment, Net | $ | 255,317 | $ | 327,525 |
Convertible_Debt_Derivative_Li1
Convertible Debt - Derivative Liabilities (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Note Payable - Principal Stockholder and Line of Credit - Principal of Stockholder and Convertible Debt - Derivative Liabilities and Convertible Debt [Abstract] | ' | ||||||||||
Summary of convertible note | ' | ||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Amount of | Amount of | ||||||||||
Principal Raised | Principal Raised | ||||||||||
Interest Rate | 4% - 10 | % | 0% - 10 | % | |||||||
Default interest rate | 14% - 22 | % | 0% - 22 | % | |||||||
Maturity | October 24, 2013- | December 19, 2012- November 19, 2013 | |||||||||
29-Dec-14 | |||||||||||
Conversion terms 1 | 70% of the “Market Price”, which is the average of the lowest ten (10) trading prices for the common stock during the ten trading day period prior to the conversion. | $ | - | $ | 166,667 | ||||||
Conversion terms 2 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 102,500 | ||||||||
Conversion terms 3 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 166,000 | ||||||||
Conversion terms 4 | 70% of the “Market Price”, which is the average trading prices for the common stock during the ten (10) trading day period prior to the conversion. | - | 166,667 | ||||||||
Conversion terms 5 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | - | 111,000 | ||||||||
Conversion terms 6 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. | - | 62,500 | ||||||||
Conversion terms 7 | 70% of the “Market Price”, which is the low traded price of the common stock during the twenty (20) trading day period prior to the conversion | - | 58,333 | ||||||||
Conversion terms 8 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | - | 111,000 | ||||||||
Conversion terms 9 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten (10) trading day period | - | 83,333 | ||||||||
Conversion terms 10 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | - | 55,000 | ||||||||
Conversion terms 11 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten trading day period. | - | 83,333 | ||||||||
Conversion terms 12 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 166,000 | ||||||||
Conversion terms 13 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion | - | 62,500 | ||||||||
Conversion terms 14 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | - | 165,000 | ||||||||
Conversion terms 15 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | - | 166,000 | ||||||||
Conversion terms 16 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the twenty (20) trading day period prior to the conversion | - | - | ||||||||
Conversion terms 17 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | - | 78,500 | ||||||||
Conversion terms 18 | Conversion price of $0.50 per share | - | 120,000 | ||||||||
Conversion terms 19 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten (10) trading day period | 100,000 | - | ||||||||
Conversion terms 20 | 70% of the “Market Price”, which is lower of the average closing bid price for the common stock during the ten (10) trading day period | 83,333 | - | ||||||||
Conversion terms 21 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 166,000 | - | ||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Amount of | Amount of | ||||||||||
Principal Raised | Principal Raised | ||||||||||
Interest Rate | 4% - 10 | % | 0% - 10 | % | |||||||
Default interest rate | 14% - 22 | % | 0% - 22 | % | |||||||
Maturity | October 24, 2013- | December 19, 2012- November 19, 2013 | |||||||||
26-Sep-14 | |||||||||||
Conversion terms 22 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the twenty (20) trading day period prior to the conversion. | $ | 25,000 | $ | - | ||||||
Conversion terms 23 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 111,000 | - | ||||||||
Conversion terms 24 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 55,500 | - | ||||||||
Conversion terms 25 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 62,500 | - | ||||||||
Conversion terms 26 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | 100,000 | - | ||||||||
Conversion terms 27 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 277,777 | - | ||||||||
Conversion terms 28 | 70% of the lower of the average of the three (3) lowest trading prices for the ten (10) day trading period prior to conversion. | 166,000 | - | ||||||||
Conversion terms 29 | 65% of the lower of the average of the three (3) lowest trading prices for the ten (10) day trading period prior to conversion. | 103,500 | - | ||||||||
Conversion terms 30 | 75% of the three (3) lowest closing prices of the common stock during the ten day trading period prior to the conversion date. | 833,333 | - | ||||||||
Conversion terms 31 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 32 | 70% of the lower of the average of the three (3) lowest trading prices for the fifteen (15) day trading period 1 day prior to conversion. | 50,000 | - | ||||||||
Conversion terms 33 | 75% of the three (3) lowest closing prices of the common stock during the ten day trading period prior to the conversion date. | 227,222 | - | ||||||||
Conversion terms 34 | 70% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | 50,000 | - | ||||||||
Conversion terms 35 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 103,500 | - | ||||||||
Conversion terms 36 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 37 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 110,000 | - | ||||||||
Conversion terms 38 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 282,778 | - | ||||||||
Conversion terms 39 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 40 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 78,500 | - | ||||||||
Conversion terms 41 | 70% of the lower of the average of the three (3) lowest trading prices for the fifteen (15) day trading period 1 day prior to conversion. | 100,000 | - | ||||||||
Conversion terms 42 | 65% of the “Market Price”, which is the average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | 153,500 | - | ||||||||
Conversion terms 43 | 70% of the lower of the average of the three (3) lowest trading prices for the twenty (20) day trading period 1 day prior to conversion. | 25,000 | - | ||||||||
Conversion terms 44 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 282,778 | - | ||||||||
Conversion terms 45 | 75% of the three (3) lowest closing prices of the common stock during the ten (10) day trading period prior to the conversion date. | 221,000 | - | ||||||||
$ | 3,843,221 | $ | 1,924,333 | ||||||||
Summary of convertible debt activities | ' | ||||||||||
Interest Rate | Maturity | ||||||||||
Balance as of December 31, 2011 | $ | - | |||||||||
Borrowings during the year ended December 31, 2012 | 1,924,334 | 0% - 10 | % | December 19, 2012 - November 19, 2013 | |||||||
Conversion of debt to into 3,118,779 shares of common stock with a valuation of $688,814 ($0.17032 - $0.322/share) including the accrued interest of $11,534 | (677,280 | ) | |||||||||
Convertible Debt Balance as of December 31, 2012 | 1,247,054 | 0% - 10 | % | ||||||||
Borrowings during the year ended December 31, 2013 | 3,843,221 | 4% - 10 | % | October 24, 2013 - December 29, 2014 | |||||||
Non-Cash Reclassification of accrued interest converted | 113,386 | ||||||||||
Conversion of debt to into 19,146,156 shares of common stock with a valuation of $2,736,376 ($0.09 - $0.27/share) including the accrued interest of $118,754 | (2,684,915 | ) | |||||||||
Convertible Debt Balance as of December 31, 2013 | $ | 2,518,746 | 4% - 10 | % | February 2, 2014 - December 29, 2014 | ||||||
Summary of company's debt issue cost | ' | ||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Debt issue costs | $ | 268,266 | $ | 214,733 | |||||||
Accumulated amortization of debt issue costs | (210,257 | ) | (126,854 | ) | |||||||
Debt issue costs - net | $ | 58,009 | $ | 87,879 | |||||||
Summary of debt discount activity | ' | ||||||||||
Year ended | Year ended | ||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||
Debt discount | $ | 4,703,861 | $ | 1,469,633 | |||||||
Accumulated amortization of debt discount | (3,141,471 | ) | (825,819 | ) | |||||||
Debt discount - Net | $ | 1,562,390 | $ | 643,814 | |||||||
Summary of fair value of conversion feature of derivative liabilities | ' | ||||||||||
Derivative Liability - December 31, 2011 | - | ||||||||||
Fair value at the commitment date for convertible instruments | 1,671,028 | ||||||||||
Change in fair value of embedded derivative liability | 44,805 | ||||||||||
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability | (549,547 | ) | |||||||||
Derivative Liability - December 31, 2012 | 1,166,286 | ||||||||||
Fair value at the commitment date for convertible instruments | 3,839,539 | ||||||||||
Fair value at the commitment date for warrants issued | 43,809 | ||||||||||
Change in fair value of embedded derivative liability for warrants issued | (4,384 | ) | |||||||||
Change in fair value of embedded derivative liability for convertible instruments | (996,754 | ) | |||||||||
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability | (2,162,726 | ) | |||||||||
Derivative Liability - December 31, 2013 | $ | 1,885,770 | |||||||||
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ||||||||||
The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of December 31, 2013: | |||||||||||
Commitment | Re-measurement | ||||||||||
Date | Date | ||||||||||
Expected dividends: | 0 | % | 0 | % | |||||||
Expected volatility: | 118.99% - 303.64 | % | 120.24% - 299.6 | % | |||||||
Expected term: | 0.75 - 3 Years | 0.002 - 2.82 Years | |||||||||
Risk free interest rate: | 0.15% - 0.17 | % | 0.11% - 0.17 | % | |||||||
The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of December 31, 2012: | |||||||||||
Commitment | Re-measurement | ||||||||||
Date | Date | ||||||||||
Expected dividends: | 0 | % | 0 | % | |||||||
Expected volatility: | 228.61% - 251.93 | % | 156 | % | |||||||
Expected term: | 0.5 - 1 Years | 0.5 - 1 Years | |||||||||
Risk free interest rate: | 0.16% - 0.21 | % | 0.16 | % | |||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||||
Summary of warrants activity | ' | ||||||||||||||
Number of Warrants | Weighted Average | Weighted Average | |||||||||||||
Exercise Price | Remaining | ||||||||||||||
Contractual Life | |||||||||||||||
(in Years) | |||||||||||||||
Balance, December 31, 2011 | 2,715,800 | $ | 0.36 | ||||||||||||
Granted | 200,000 | 0 | |||||||||||||
Exercised | |||||||||||||||
Cancelled/Forfeited | (500,000 | ) | 0.52 | ||||||||||||
Balance, December 31, 2012 | 2,415,800 | 0.28 | 0.8 | ||||||||||||
Granted | 2,600,000 | $ | 0.41 | ||||||||||||
Exercised | (620,800 | ) | $ | 0.07 | |||||||||||
Cancelled/Forfeited | (1,260,000 | ) | $ | 0.5 | |||||||||||
Balance, December 31, 2013 | 3,135,000 | $ | 0.37 | 2.2 | |||||||||||
Exercise Price | Warrants | Warrants | Weighted Average | Aggregate | |||||||||||
Outstanding | Exercisable | Remaining | Intrinsic Value | ||||||||||||
Contractual Life | |||||||||||||||
$ | 0.1 | 335,000 | 335,000 | .7 years | $ | 31,490 | |||||||||
$ | 0.25 | 200,000 | 200,000 | 1.4 years | $ | - | |||||||||
$ | 0.4 | 2,100,000 | 2,100,000 | 2.6 years | $ | - | |||||||||
$ | 0.45 | 500,000 | 500,000 | 2.0 years | $ | - | |||||||||
3,135,000 | 3,135,000 | 2.2 years | $ | 31,490 | |||||||||||
Summary of assets acquired | ' | ||||||||||||||
Year ended | Year ended | ||||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||||
Goodwill at fair value, Opening Balance | $ | 9,655,588 | $ | - | |||||||||||
Consideration transferred at fair value: | |||||||||||||||
Common stock - 24,752,475 Shares | - | 10,000,000 | |||||||||||||
Net assets acquired: | |||||||||||||||
Current assets | - | 281,527 | |||||||||||||
Cash | 8,011 | 62,885 | |||||||||||||
Total net assets acquired | 8,011 | 344,412 | |||||||||||||
Goodwill at fair value, Ending Balance | $ | 9,647,577 | $ | 9,655,588 | |||||||||||
Summary of fair value based upon management assumptions | ' | ||||||||||||||
Expected dividends | 0 | % | |||||||||||||
Expected volatility | 299 | % | |||||||||||||
Expected term: | 2.59 years | ||||||||||||||
Risk free interest rate | 0.49 | % | |||||||||||||
Summary of option activity | ' | ||||||||||||||
Number of Options | Weighted | Weighted Average Remaining | |||||||||||||
Average | Contractual Life | ||||||||||||||
Exercise Price | (in Years) | ||||||||||||||
Outstanding - December 31, 2010 | - | $ | - | - | |||||||||||
Granted | 12,000,000 | 0.12 | |||||||||||||
Exercised | - | - | |||||||||||||
Forfeited or Cancelled | - | - | |||||||||||||
Outstanding - December 31, 2011 | 12,000,000 | 0.12 | 2.05 | ||||||||||||
Granted | - | - | - | ||||||||||||
Exercised | - | - | - | ||||||||||||
Forfeited or Cancelled | - | - | - | ||||||||||||
Outstanding - December 31, 2012 | 12,000,000 | 0.12 | 1.04 | ||||||||||||
Granted | 700,000 | $ | 0.5 | 3 | |||||||||||
Exercised | - | - | - | ||||||||||||
Forfeited or Cancelled | - | - | - | ||||||||||||
Outstanding - December 31, 2013 | 12,700,000 | 0.14 | 2.04 | ||||||||||||
Exercisable - December 31, 2013 | 12,700,000 | ||||||||||||||
Per Detail Schedule | 12,700,000 | ||||||||||||||
Difference | - | ||||||||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||
Summary of Intangible Assets | ' | |||||||||
Useful Life | 31-Dec-13 | 31-Dec-12 | ||||||||
Distribution rights | 10 Years | $ | 9,647,577 | -2 | $ | 9,655,588 | ||||
Trademarks | Idefinite | 7,500,000 | 7,500,000 | |||||||
Software | 3 Years | - | 300,000 | -1 | ||||||
Other | Idefinite | 275 | 275 | |||||||
Accumulated amortization | (343,898 | ) | - | |||||||
Net carrying value | $ | 16,803,954 | $ | 17,455,863 | ||||||
Estimated future amortization expenses | ' | |||||||||
Year ending December 31: | ||||||||||
2014 | $ | 965,559 | ||||||||
2015 | 965,559 | |||||||||
2016 | 965,559 | |||||||||
2017 | 965,559 | |||||||||
2018 | 965,559 | |||||||||
Thereafter | 4,475,884 | |||||||||
$ | 9,303,679 | |||||||||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies and Organization (Details) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of potentially dilutive securities | ' | ' |
Potentially dilutive securities | 32,628,930 | 20,617,534 |
Stock warrants [Member] | ' | ' |
Summary of potentially dilutive securities | ' | ' |
Potentially dilutive securities | 3,135,000 | 2,415,800 |
Stock Option [Member] | ' | ' |
Summary of potentially dilutive securities | ' | ' |
Potentially dilutive securities | 12,700,000 | 12,000,000 |
Convertible debt [Member] | ' | ' |
Summary of potentially dilutive securities | ' | ' |
Potentially dilutive securities | 16,893,930 | 6,201,734 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies and Organization (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of deferred tax assets and liabilities | ' | ' |
Deferred tax liability: | ' | ' |
Deferred tax asset | ' | ' |
Stock options for services | 447,128 | 407,930 |
Net Operating Loss Carryforward | 3,602,723 | 1,841,034 |
Valuation allowance | -4,049,851 | -2,248,964 |
Net deferred tax asset | ' | ' |
Net deferred tax liability | ' | ' |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies and Organization (Details 2) (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Summary of provision for income taxes | ' | ' | ' |
Expected income tax recovery (expense) at the statuary rate of 34% | $3,000,765 | $1,396,782 | ' |
Tax effect of expenses that are not deductible for income tax purposes (net of other amounts deductible for tax purposes) | -5,523 | -1,372 | ' |
Tax effect of differences in the timing of deductibility of items for income tax purposes: | -1,194,355 | -516,158 | ' |
Utilization of non-capital tax losses to offset current taxable income | ' | ' | ' |
Change in valuation allowance | 1,800,887 | 879,252 | ' |
Income Tax Expense (Benefit), Total | ' | ' | ' |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies and Organization (Details 3) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Federal | ' | ' |
Current | ' | ' |
Deferred | ' | ' |
Federal income tax expense, Total | ' | ' |
State and Local | ' | ' |
Current | ' | ' |
Deferred | ' | ' |
State and local income tax expense, Total | ' | ' |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies and Organization (Details Textual) (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Cash equivalents | $0 | $0 | $0 |
Property and equipment estimated useful life | 'Three to five years | ' | ' |
Cash in bank excess of FDIC insurance limits | 0 | 0 | 0 |
Advertising costs | 59,642 | 104,707 | ' |
Revenue | 2,498 | 5 | 26,329 |
Shares Issued Under Share Exchange Agreement | ' | 24,752,475 | ' |
Capitalized Costs | 9,303,679 | 9,655,588 | ' |
Useful Life of Intangible Assets | '10 years | ' | ' |
Useful Life of Intangile Asset Date | 23-Aug-13 | ' | ' |
Website development cost amortization period | '3 years | ' | ' |
Intangible assets | 16,803,954 | 17,455,863 | 16,803,954 |
Statutory income tax rate | 34.00% | ' | ' |
Operating loss, Expiration dates | 31-Dec-13 | ' | ' |
Change in valuation allowance | 1,800,887 | 879,252 | ' |
Trademarks [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Intangible assets | $7,500,000 | $7,500,000 | $7,500,000 |
Stock warrants [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Potentially dilutive securities exercise price | $0.10 | ' | ' |
Stock warrants [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Potentially dilutive securities exercise price | $0.52 | ' | ' |
Stock Option [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Potentially dilutive securities exercise price | $0.12 | ' | ' |
Stock Option [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Potentially dilutive securities exercise price | $0.50 | ' | ' |
Convertible debt [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Potentially dilutive securities exercise price | $0.12 | ' | ' |
Convertible debt [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies and Organization (Textual) | ' | ' | ' |
Potentially dilutive securities exercise price | $0.19 | ' | ' |
Going_Concern_Details
Going Concern (Details) (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Going Concern (Textual) | ' | ' | ' |
Deficit accumulated during the development stage | $27,273,053 | $18,468,166 | $27,273,053 |
Cash flow from operations | ($3,568,107) | ($2,035,471) | ($7,244,801) |
Note_Payable_Principal_Stockho1
Note Payable - Principal Stockholder (Details) (Principal stockholder [Member], USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||
Dec. 31, 2011 | Dec. 31, 2009 | Dec. 31, 2008 | 11-May-09 | Dec. 31, 2009 | Dec. 31, 2010 | 22-May-09 | Dec. 31, 2010 | 26-May-09 | Aug. 13, 2013 | |
Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loan Payable 1 [Member] | Loan Payable 2 [Member] | Loan Payable 2 [Member] | Loan Payable 3 [Member] | Loan Payable 3 [Member] | Loan Payable 4 [Member] | |
Note Payable - Principal Stockholder (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable to related party | ' | ' | $18,803 | $9,500 | ' | ' | $15,000 | ' | $16,700 | ' |
Interest rate on notes payable | ' | ' | 3.25% | ' | 3.25% | 3.25% | ' | 3.25% | ' | ' |
Debt repaid to related party | 18,000 | 3,803 | 15,000 | ' | 1,500 | 6,000 | ' | 15,700 | ' | 28,000 |
Repaid accrued interest on notes payable to related party transaction | $2,116 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line_of_Credit_Principal_Stock1
Line of Credit - Principal Stockholder (Details) (USD $) | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Oct. 31, 2013 | 28-May-09 | Dec. 31, 2011 | Nov. 10, 2009 | Dec. 31, 2011 | Feb. 17, 2011 | Mar. 25, 2010 | Dec. 31, 2011 | |
Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | ||
Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit 1 [Member] | Line of Credit 1 [Member] | Line of Credit 2 [Member] | Line of Credit 2 [Member] | Line of Credit 3 [Member] | Line of Credit 3 [Member] | Line of Credit 3 [Member] | ||
Line of Credit - Principal Stockholder (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of line of credit | ' | ' | ' | ' | '2 years | ' | '2 years | ' | ' | '2 years | ' |
Line of credit facility amount under line of credit agreement | ' | $290,000 | ' | ' | $100,000 | ' | $100,000 | ' | ' | $500,000 | ' |
Principal stockholder amount advanced to company | ' | ' | ' | ' | ' | 100,000 | ' | 100,000 | ' | ' | 360,580 |
Line of credit, interest rate | ' | 4.00% | ' | ' | 3.25% | ' | 3.25% | ' | ' | 3.25% | ' |
Debt repaid to related party | ' | 150,213 | 460,580 | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in conversion of debt | 10,477,367 | ' | ' | ' | ' | ' | ' | ' | 909,091 | ' | ' |
Common stock price per share | ' | ' | ' | ' | ' | ' | ' | ' | $0.11 | ' | ' |
Conversion of debt | 947,744 | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' |
Repaid Accrued interest on line of credit | ' | ' | $11,283 | $150,213 | ' | ' | ' | ' | ' | ' | ' |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of property and equipment | ' | ' |
Total | $514,171 | $504,168 |
Less: accumulated depreciation and amortization | -258,854 | -176,643 |
Property & Equipment, Net | 255,317 | 327,525 |
Website Development [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | 294,795 | 294,795 |
Furniture and Equipment [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | 99,881 | 98,613 |
Leasehold Improvements [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | 6,573 | 6,573 |
Software [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | 53,897 | 53,897 |
Office Equipment [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | 56,897 | 48,162 |
Domain Name [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | 1,500 | 1,500 |
Sign [Member] | ' | ' |
Summary of property and equipment | ' | ' |
Total | $628 | $628 |
Property_and_Equipment_Details1
Property and Equipment (Details Textual) (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Property and Equipment (Textual) | ' | ' | ' |
Depreciation/amortization expense | $82,211 | $54,103 | $201,791 |
Convertible_Debt_Derivative_Li2
Convertible Debt - Derivative Liabilities (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Convertible Notes [Member] | ' | ' |
Summary of convertible note | ' | ' |
Maturity | ' | ' |
October 24, 2013 - December 29, 2014 | December 19, 2012 - November 19, 2013, | |
October 24,2013 - September 26,2014 | ||
Amount of principal raised | $3,843,221 | $1,924,334 |
Convertible Notes [Member] | Minimum [Member] | ' | ' |
Summary of convertible note | ' | ' |
Interest Rate | 4.00% | 0.00% |
Default interest rate | 14.00% | 0.00% |
Convertible Notes [Member] | Maximum [Member] | ' | ' |
Summary of convertible note | ' | ' |
Interest Rate | 10.00% | 10.00% |
Default interest rate | 22.00% | 22.00% |
Conversion terms 1 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 166,667 |
Conversion terms 2 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 102,500 |
Conversion terms 3 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 166,000 |
Conversion terms 4 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 166,667 |
Conversion terms 5 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 111,000 |
Conversion terms 6 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 62,500 |
Conversion terms 7 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 58,333 |
Conversion terms 8 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 111,000 |
Conversion terms 9 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 83,333 |
Conversion terms 10 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 55,000 |
Conversion terms 11 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 83,333 |
Conversion terms 12 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 166,000 |
Conversion terms 13 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 62,500 |
Conversion terms 14 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 165,000 |
Conversion terms 15 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 166,000 |
Conversion terms 16 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | ' |
Conversion terms 17 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 78,500 |
Conversion terms 18 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | ' | 120,000 |
Conversion terms 19 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 100,000 | ' |
Conversion terms 20 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 83,333 | ' |
Conversion terms 21 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 166,000 | ' |
Conversion terms 22 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 25,000 | ' |
Conversion terms 23 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 111,000 | ' |
Conversion terms 24 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 55,500 | ' |
Conversion terms 25 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 62,500 | ' |
Conversion terms 26 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 100,000 | ' |
Conversion Term 27 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 277,777 | ' |
Conversion Term 28 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 166,000 | ' |
Conversion Term 29 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 103,500 | ' |
Conversion Term 30 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 833,333 | ' |
Conversion Term 31 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 25,000 | ' |
Conversion Term 32 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 50,000 | ' |
Conversion Term 33 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 227,222 | ' |
Conversion Term 34 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 50,000 | ' |
Conversion Term 35 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 103,500 | ' |
Conversion Term 36 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 25,000 | ' |
Conversion Term 37 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 110,000 | ' |
Conversion Term 38 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 282,778 | ' |
Conversion Term 39 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 25,000 | ' |
Conversion Term 40 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 78,500 | ' |
Conversion Term 41 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 100,000 | ' |
Conversion Term 42 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 153,500 | ' |
Conversion Term 43 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 25,000 | ' |
Conversion Term 44 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | 282,778 | ' |
Conversion Term 45 [Member] | ' | ' |
Summary of convertible note | ' | ' |
Amount of principal raised | $221,000 | ' |
Convertible_Debt_Derivative_Li3
Convertible Debt - Derivative Liabilities (Details 1) (USD $) | 12 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | Jul. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Convertible debt [Member] | Convertible debt [Member] | |||
Summary of convertible debt activities | ' | ' | ' | ' |
Convertible Debt, Beginning balance | ' | $28,000 | $1,247,054 | ' |
Proceeds from convertible note | ' | ' | 3,843,221 | 1,924,334 |
Non-Cash Reclassification of accrued interest converted | ' | ' | 113,386 | ' |
Conversion of debt | 947,744 | ' | -2,684,915 | -677,280 |
Convertible Debt, Ending balance | $150,000 | $28,000 | $2,518,746 | $1,247,054 |
Interest rate, Minimum | ' | ' | 4.00% | 0.00% |
Interest rate, Maximum | ' | ' | 10.00% | 10.00% |
Maturity | 'February 2, 2014 - December 29, 2014 | ' | ' | 'December 19, 2012 - November 19, 2013 |
October 24, 2013 - December 29, 2014 |
Convertible_Debt_Derivative_Li4
Convertible Debt - Derivative Liabilities (Details 2) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of company's debt issue cost | ' | ' |
Debt issue costs | $268,266 | $214,733 |
Accumulated amortization of debt issue costs | -210,257 | -126,854 |
Debt issue costs - net | $58,009 | $87,879 |
Convertible_Debt_Derivative_Li5
Convertible Debt - Derivative Liabilities (Details 3) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of debt discount activity | ' | ' |
Debt discount | $4,703,861 | $1,469,633 |
Accumulated amortization of debt discount | -3,141,471 | -825,819 |
Debt discount - Net | $1,562,390 | $643,814 |
Convertible_Debt_Derivative_Li6
Convertible Debt - Derivative Liabilities (Details 4) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of fair value of conversion feature of derivative liabilities | ' | ' |
Derivative liability Beginning balance | $1,166,286 | ' |
Fair value at the commitment date for convertible instruments | 3,839,539 | 1,671,028 |
Change in fair value of embedded derivative liability | ' | 44,805 |
Fair value at the commitment date for warrants issued | 43,809 | ' |
Change in fair value of embedded derivative liability for warrants issued | -4,384 | ' |
Change in fair value of embedded derivative liability for convertible instruments | -996,754 | ' |
Reclassification to additional paid in capital for financial instruments that ceased to be a derivative liability | -2,162,726 | -549,547 |
Derivative liability Ending balance | $1,885,770 | $1,166,286 |
Convertible_Debt_Derivative_Li7
Convertible Debt - Derivative Liabilities (Details 5) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Commitment Date [Member] | ' | ' |
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ' |
Expected dividends | 0.00% | 0.00% |
Re-measurement Date [Member] | ' | ' |
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ' |
Expected dividends | 0.00% | 0.00% |
Expected volatility | ' | 156.00% |
Risk free interest rate | ' | 0.16% |
Minimum [Member] | Commitment Date [Member] | ' | ' |
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ' |
Expected volatility | 118.99% | 228.61% |
Expected term | '9 months | '6 months |
Risk free interest rate | 0.15% | 0.16% |
Minimum [Member] | Re-measurement Date [Member] | ' | ' |
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ' |
Expected volatility | 120.24% | ' |
Expected term | '1 day | '6 months |
Risk free interest rate | 0.11% | ' |
Maximum [Member] | Commitment Date [Member] | ' | ' |
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ' |
Expected volatility | 303.64% | 251.93% |
Expected term | '3 years | '1 year |
Risk free interest rate | 0.17% | 0.21% |
Maximum [Member] | Re-measurement Date [Member] | ' | ' |
Fair value at commitment and re-measurement dates of company's derivative liabilities | ' | ' |
Expected volatility | 299.60% | ' |
Expected term | '2 years 9 months 26 days | '1 year |
Risk free interest rate | 0.17% | ' |
Convertible_Debt_Derivative_Li8
Convertible Debt - Derivative Liabilities (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 97 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 11, 2012 | Jun. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 31, 2010 | Dec. 31, 2012 | Jul. 06, 2010 | Feb. 28, 2011 | Dec. 31, 2012 | Feb. 17, 2011 | Mar. 31, 2012 | Dec. 31, 2012 | Mar. 08, 2012 | Mar. 31, 2012 | Dec. 31, 2012 | Mar. 14, 2012 | Apr. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 04, 2012 | Apr. 30, 2012 | Dec. 31, 2012 | Apr. 25, 2012 | Oct. 31, 2012 | 31-May-12 | Dec. 31, 2013 | Dec. 31, 2012 | 8-May-12 | Jun. 30, 2012 | Apr. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 22, 2012 | Jul. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 16, 2012 | Jul. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 30, 2012 | Aug. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 03, 2012 | Aug. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 15, 2012 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 10, 2012 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 26, 2012 | Oct. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 09, 2012 | Nov. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 01, 2012 | Nov. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 29, 2012 | Jan. 31, 2013 | Dec. 31, 2013 | Jan. 25, 2013 | Jan. 31, 2013 | Dec. 31, 2013 | Jan. 24, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Feb. 01, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Feb. 06, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Feb. 25, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Feb. 27, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 13, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 14, 2013 | Apr. 30, 2013 | Dec. 31, 2013 | Apr. 04, 2013 | Apr. 30, 2013 | Dec. 31, 2013 | Apr. 17, 2013 | Apr. 30, 2013 | Dec. 31, 2013 | Apr. 26, 2013 | 31-May-13 | Dec. 31, 2013 | 2-May-13 | 31-May-13 | Dec. 31, 2013 | 3-May-13 | 31-May-13 | Dec. 31, 2013 | 3-May-13 | 31-May-13 | Dec. 31, 2013 | 23-May-13 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 27, 2013 | Aug. 08, 2013 | Dec. 31, 2013 | Aug. 09, 2013 | Dec. 31, 2013 | Aug. 21, 2013 | Dec. 31, 2013 | Aug. 19, 2013 | Dec. 31, 2013 | Oct. 02, 2013 | Dec. 31, 2013 | Oct. 03, 2013 | Dec. 31, 2013 | Oct. 07, 2013 | Dec. 31, 2013 | Oct. 07, 2013 | Dec. 31, 2013 | Oct. 10, 2013 | Dec. 31, 2013 | Dec. 09, 2013 | Dec. 31, 2013 | Dec. 11, 2013 | Dec. 31, 2013 | Dec. 06, 2013 | Dec. 31, 2013 | Dec. 30, 2013 | Dec. 31, 2013 | |
Convertible debt [Member] | Convertible debt [Member] | Convertible debt [Member] | Convertible debt [Member] | Convertible debt [Member] | Convertible debt [Member] | Fair Value Assumption 1 [Member] | Fair Value Assumption 1 [Member] | Fair Value Assumption 1 [Member] | Fair Value Assumption 2 [Member] | Fair Value Assumption 2 [Member] | Fair Value Assumption 2 [Member] | Fair Value Assumption 3 [Member] | Fair Value Assumption 3 [Member] | Fair Value Assumption 3 [Member] | Fair Value Assumption 4 [Member] | Fair Value Assumption 4 [Member] | Fair Value Assumption 4 [Member] | Fair Value Assumption 5 [Member] | Fair Value Assumption 5 [Member] | Fair Value Assumption 5 [Member] | Fair Value Assumption 5 [Member] | Fair Value Assumption 6 [Member] | Fair Value Assumption 6 [Member] | Fair Value Assumption 6 [Member] | Fair Value Assumption 7 [Member] | Fair Value Assumption 7 [Member] | Fair Value Assumption 7 [Member] | Fair Value Assumption 7 [Member] | Fair Value Assumption 7 [Member] | Fair Value Assumption 8 [Member] | Fair Value Assumption 8 [Member] | Fair Value Assumption 8 [Member] | Fair Value Assumption 8 [Member] | Fair Value Assumption 8 [Member] | Fair Value Assumption 9 [Member] | Fair Value Assumption 9 [Member] | Fair Value Assumption 9 [Member] | Fair Value Assumption 9 [Member] | Fair Value Assumption 10 [Member] | Fair Value Assumption 10 [Member] | Fair Value Assumption 10 [Member] | Fair Value Assumption 10 [Member] | Fair Value Assumption 11 [Member] | Fair Value Assumption 11 [Member] | Fair Value Assumption 11 [Member] | Fair Value Assumption 11 [Member] | Fair Value Assumption 12 [Member] | Fair Value Assumption 12 [Member] | Fair Value Assumption 12 [Member] | Fair Value Assumption 12 [Member] | Fair Value Assumption 13 [Member] | Fair Value Assumption 13 [Member] | Fair Value Assumption 13 [Member] | Fair Value Assumption 13 [Member] | Fair Value Assumption 14 [Member] | Fair Value Assumption 14 [Member] | Fair Value Assumption 14 [Member] | Fair Value Assumption 14 [Member] | Fair Value Assumption 15 [Member] | Fair Value Assumption 15 [Member] | Fair Value Assumption 15 [Member] | Fair Value Assumption 15 [Member] | Fair Value Assumption 16 [Member] | Fair Value Assumption 16 [Member] | Fair Value Assumption 16 [Member] | Fair Value Assumption 16 [Member] | Fair Value Assumption 17 [Member] | Fair Value Assumption 17 [Member] | Fair Value Assumption 17 [Member] | Fair Value Assumption 18 [Member] | Fair Value Assumption 18 [Member] | Fair Value Assumption 18 [Member] | Fair Value Assumption 18 [Member] | Fair Value Assumption 19 [Member] | Fair Value Assumption 19 [Member] | Fair Value Assumption 19 [Member] | Fair Value Assumption 20 [Member] | Fair Value Assumption 20 [Member] | Fair Value Assumption 20 [Member] | Fair Value Assumption 21 [Member] | Fair Value Assumption 21 [Member] | Fair Value Assumption 21 [Member] | Fair Value Assumption 22 [Member] | Fair Value Assumption 22 [Member] | Fair Value Assumption 22 [Member] | Fair Value Assumption 23 [Member] | Fair Value Assumption 23 [Member] | Fair Value Assumption 23 [Member] | Fair Value Assumption 24 [Member] | Fair Value Assumption 24 [Member] | Fair Value Assumption 24 [Member] | Fair Value Assumption 25 [Member] | Fair Value Assumption 25 [Member] | Fair Value Assumption 25 [Member] | Fair Value Assumption 26 [Member] | Fair Value Assumption 26 [Member] | Fair Value Assumption 26 [Member] | Fair Value Assumption 27 [Member] | Fair Value Assumption 27 [Member] | Fair Value Assumption 27 [Member] | Fair Value Assumption 28 [Member] | Fair Value Assumption 28 [Member] | Fair Value Assumption 28 [Member] | Fair Value Assumption 29 [Member] | Fair Value Assumption 29 [Member] | Fair Value Assumption 29 [Member] | Fair Value Assumption 30 [Member] | Fair Value Assumption 30 [Member] | Fair Value Assumption 30 [Member] | Fair Value Assumption 31 [Member] | Fair Value Assumption 31 [Member] | Fair Value Assumption 31 [Member] | Fair Value Assumption 32 [Member] | Fair Value Assumption 32 [Member] | Fair Value Assumption 32 [Member] | Securities Purchase Agreement [Member] | Securities Purchase Agreement [Member] | Securities Purchase Agreement [Member] | Convertible Debentures [Member] | Fair Value Assumption 33 [Member] | Fair Value Assumption 33 [Member] | Fair Value Assumption 33 [Member] | Fair Value Assumption 34 [Member] | Fair Value Assumption 34 [Member] | Fair Value Assumption 35 [Member] | Fair Value Assumption 35 [Member] | Fair Value Assumption 36 [Member] | Fair Value Assumption 36 [Member] | Fair Value Assumption 37 [Member] | Fair Value Assumption 37 [Member] | Fair Value Assumption 38 [Member] | Fair Value Assumption 38 [Member] | Fair Value Assumption 39 [Member] | Fair Value Assumption 39 [Member] | Fair Value Assumption 40 [Member] | Fair Value Assumption 40 [Member] | Fair Value Assumption 41 [Member] | Fair Value Assumption 41 [Member] | Fair Value Assumption 42 [Member] | Fair Value Assumption 42 [Member] | Fair Value Assumption 43 [Member] | Fair Value Assumption 43 [Member] | Fair Value Assumption 44 [Member] | Fair Value Assumption 44 [Member] | Fair Value Assumption 45 [Member] | Fair Value Assumption 45 [Member] | Fair Value Assumption 46 [Member] | Fair Value Assumption 46 [Member] | |||||||
Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Investor | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Convertible Debt - Derivative Liabilities (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes payable | $120,000 | ' | ' | ' | ' | ' | $3,843,221 | $1,924,333 | ' | ' | ' | ' | ' | ' | $50,000 | ' | ' | $40,000 | ' | ' | $166,667 | ' | ' | $102,500 | ' | ' | ' | $166,000 | ' | ' | $166,667 | $833,000 | ' | ' | ' | $333,000 | ' | ' | ' | ' | $62,500 | ' | ' | ' | $58,333 | ' | ' | ' | $111,000 | ' | ' | ' | $82,500 | ' | ' | ' | $50,000 | ' | ' | ' | $83,333 | ' | ' | ' | $166,000 | ' | ' | ' | $62,500 | ' | ' | ' | $165,000 | $78,500 | ' | ' | ' | ' | ' | $166,000 | ' | ' | $100,000 | ' | ' | $166,000 | ' | ' | $83,333 | ' | ' | $25,000 | ' | ' | $62,500 | ' | ' | $100,000 | ' | ' | $111,000 | ' | ' | $55,500 | ' | ' | $61,750 | ' | ' | $41,750 | ' | ' | $194,444 | ' | ' | $166,000 | ' | ' | $83,333 | ' | ' | $25,000 | ' | ' | $2,222,222 | ' | ' | ' | $50,000 | $103,500 | ' | $25,000 | ' | $50,000 | ' | $227,222 | ' | $110,000 | ' | $221,000 | ' | $25,000 | ' | $282,778 | ' | $78,500 | ' | $100,000 | ' | $153,500 | ' | $25,000 | ' | $282,778 | ' |
Discount on issuance of convertible notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | 19,444 | ' | ' | 15,000 | ' | ' | 8,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,222 | ' | ' | ' | 21,000 | ' | ' | ' | 27,778 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 27,778 | ' |
Maturity date of convertible notes payable | 11-Dec-13 | 27-Mar-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30-Mar-11 | ' | ' | 17-Nov-11 | ' | ' | 9-Mar-13 | ' | ' | 19-Dec-12 | ' | ' | 28-Dec-12 | ' | ' | ' | 25-Apr-13 | ' | ' | 8-May-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Jan-13 | ' | ' | ' | 30-Apr-13 | ' | ' | ' | 3-Aug-13 | ' | ' | ' | 15-Aug-13 | ' | ' | ' | 10-Sep-13 | ' | ' | ' | 26-Jun-13 | ' | ' | ' | 11-Jul-13 | ' | ' | ' | 1-Nov-13 | ' | ' | ' | 4-Sep-13 | ' | ' | 29-Aug-13 | ' | ' | ' | 25-Jan-14 | ' | ' | 24-Oct-13 | ' | ' | 1-Feb-14 | ' | ' | 6-Feb-14 | ' | ' | 27-Nov-13 | ' | ' | 27-Feb-14 | ' | ' | 13-Dec-13 | ' | ' | 14-Dec-13 | ' | ' | 8-Jan-14 | ' | ' | 22-Jan-14 | ' | ' | 26-Apr-14 | ' | ' | 2-Feb-14 | ' | ' | 3-May-14 | ' | ' | 2-May-14 | ' | ' | ' | ' | ' | ' | 26-Jun-14 | ' | ' | 12-May-14 | ' | 8-Aug-14 | ' | 20-Aug-14 | ' | 18-Aug-14 | ' | 1-Oct-14 | ' | 3-Oct-14 | ' | 6-Oct-14 | ' | 6-Oct-14 | ' | 12-Jul-14 | ' | 8-Dec-14 | ' | 13-Sep-14 | ' | 5-Dec-14 | ' | 29-Dec-14 | ' |
Interest rate on convertible notes payable | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | 8.00% | ' | ' | 4.00% | ' | ' | 8.00% | ' | ' | ' | 8.00% | ' | ' | 4.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | 10.00% | ' | ' | ' | 8.00% | ' | ' | ' | 4.00% | ' | ' | ' | 5.00% | ' | ' | ' | 4.00% | ' | ' | ' | 8.00% | ' | ' | ' | 8.00% | ' | ' | ' | 5.00% | 8.00% | ' | ' | ' | ' | ' | 8.00% | ' | ' | 4.00% | ' | ' | 8.00% | ' | ' | 4.00% | ' | ' | 10.00% | ' | ' | 8.00% | ' | ' | 4.00% | ' | ' | 8.00% | ' | ' | 8.00% | ' | ' | 8.00% | ' | ' | 8.00% | ' | ' | 4.00% | ' | ' | 8.00% | ' | ' | 4.00% | ' | ' | 10.00% | ' | ' | 4.00% | 4.00% | ' | ' | 5.00% | 8.00% | ' | 10.00% | ' | 5.00% | ' | 4.00% | ' | 4.00% | ' | 4.00% | ' | 10.00% | ' | 4.00% | ' | 8.00% | ' | 5.00% | ' | 8.00% | ' | 10.00% | ' | 4.00% | ' |
Interest rate on unpaid amount of convertible notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate on convertible notes payable, Description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'An interest rate of 0% if note is repaid on or before 90 days from the effective date. If the note is not repaid within 90 days, a one-time interest charge of 5% will be applied to the principal. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Note bears an interest rate of 0% if note is repaid on or before 180 days from the effective date. If the note is not repaid within 90 days a one-time interest charge of 5% will be applied to the principal. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Note bear an interest rate of 0% if note is repaid on or before 180 days from the effective date. If the note is not repaid within 90 days a one-time interest charge of 5% will be applied to the principal. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10% Original Issue Discount that is due twelve months from their date of issuance. | ' | ' | 'Original issue discount of ten percent (10%) from the stated Principal Amount. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Variable conversion price of market price, Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 59.00% | ' | ' | 59.00% | ' | ' | 70.00% | ' | ' | 65.00% | ' | ' | 70.00% | ' | ' | ' | 70.00% | ' | ' | 70.00% | ' | ' | ' | ' | 65.00% | ' | ' | ' | ' | 70.00% | ' | ' | ' | 70.00% | ' | ' | ' | 70.00% | ' | ' | ' | 70.00% | ' | ' | ' | 70.00% | ' | ' | ' | 77.00% | ' | ' | ' | 65.00% | ' | ' | ' | 70.00% | ' | ' | ' | 65.00% | ' | ' | 70.00% | ' | ' | ' | 70.00% | ' | ' | 70.00% | ' | ' | 70.00% | ' | ' | 70.00% | ' | ' | 65.00% | ' | ' | 70.00% | ' | ' | 70.00% | ' | ' | 70.00% | ' | ' | 65.00% | ' | ' | 65.00% | ' | ' | 75.00% | ' | ' | 70.00% | ' | ' | 75.00% | ' | ' | 70.00% | ' | ' | ' | ' | ' | 50.00% | 70.00% | ' | ' | 65.00% | ' | 70.00% | ' | 70.00% | ' | 75.00% | ' | 75.00% | ' | 75.00% | ' | 70.00% | ' | 75.00% | ' | 65.00% | ' | 70.00% | ' | 65.00% | ' | 70.00% | ' | 75.00% | ' |
Market price description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Average of the lowest six trading prices for the Common Stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average of the lowest six (6) trading prices for the Common Stock during the ten trading day period prior to the conversion. | ' | ' | 'Average of the lowest ten (10) trading prices for the common stock during the ten trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. | ' | ' | ' | 'Average trading prices for the common stock during the ten trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | ' | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. | ' | ' | ' | ' | 'The low traded price of the common stock during the twenty (20) trading day period prior to the conversion. | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | ' | 'Average closing bid price for the common stock during the ten trading day period. | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion | ' | ' | ' | 'Average closing bid price for the common stock during the ten trading day period. | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion | ' | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | ' | ' | ' | 'Average the closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. | ' | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | ' | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. | ' | ' | ' | ' | ' | 'Twenty-five percent (25%) discount to the average price of the lowest three (3) closing bid prices for the common stock during the ten (10) trading days prior to the conversion date. In the event of default, the Debentures shall be convertible into common stock at a thirty-five percent (35%) discount to the Market Price. | 'Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion.. | ' | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion | ' | 'Average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion | ' | 'Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion | ' | 'Average of the lowest three (3) trading prices for the common stock during the ten (10) trading day period prior to the conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. | Average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | Average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. | Average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. | Average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | Average the closing bid prices for the lowest three (3) trading prices of the common stock during the ten (10) trading day period prior to the conversion. | Average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. | Average the three lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from convertible note | ' | ' | ' | ' | ' | ' | 3,843,221 | 1,924,334 | ' | ' | ' | ' | 50,000 | ' | ' | 40,000 | ' | ' | 150,000 | ' | ' | 102,500 | ' | ' | 138,000 | ' | ' | ' | 150,000 | ' | ' | ' | 92,000 | ' | ' | ' | ' | 60,000 | ' | ' | ' | 50,000 | ' | ' | ' | 100,000 | ' | ' | ' | 75,000 | ' | ' | ' | 50,000 | ' | ' | ' | 75,000 | ' | ' | ' | 150,000 | ' | ' | ' | 60,000 | ' | ' | ' | 50,000 | ' | ' | ' | 60,000 | ' | ' | 166,000 | ' | ' | ' | 100,000 | ' | ' | 166,000 | ' | ' | 83,333 | ' | ' | 25,000 | ' | ' | 62,500 | ' | ' | 100,000 | ' | ' | 111,000 | ' | ' | 55,000 | ' | ' | 61,750 | ' | ' | 41,750 | ' | ' | 194,444 | ' | ' | 166,000 | ' | ' | 83,333 | ' | ' | 25,000 | ' | ' | ' | 833,333 | ' | ' | 50,000 | ' | ' | 103,500 | ' | 25,000 | ' | 50,000 | ' | 227,222 | ' | 110,000 | ' | 221,000 | ' | 25,000 | ' | 282,778 | ' | 78,500 | ' | 100,000 | ' | 153,500 | ' | 25,000 | ' | 282,778 | ' |
Finder fee on convertible note | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 | ' | ' | 2,500 | ' | ' | 16,667 | ' | ' | 2,500 | ' | ' | 28,000 | ' | ' | ' | 16,667 | ' | ' | ' | 8,000 | ' | ' | ' | ' | 2,500 | ' | ' | ' | 8,333 | ' | ' | ' | 11,000 | ' | ' | ' | 7,500 | ' | ' | ' | 4,000 | ' | ' | ' | 8,333 | ' | ' | ' | 16,000 | ' | ' | ' | 2,500 | ' | ' | ' | 4,000 | ' | ' | ' | 2,500 | ' | ' | 16,000 | ' | ' | ' | 10,000 | ' | ' | 1,000 | ' | ' | 8,333 | ' | ' | ' | ' | ' | 2,500 | ' | ' | 8,000 | ' | ' | 9,000 | ' | ' | 500 | ' | ' | 1,750 | ' | ' | 1,750 | ' | ' | ' | ' | ' | 13,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,500 | ' | ' | ' | ' | ' | 5,000 | ' | 10,000 | ' | 14,000 | ' | ' | ' | 5,000 | ' | 3,500 | ' | ' | ' | 3,500 | ' | ' | ' | 5,000 | ' |
Accrued interest | ' | ' | 118,754 | 11,534 | ' | 118,754 | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | 10,500 | ' | ' | 0 | ' | ' | ' | 0 | 53,402 | ' | ' | ' | 0 | 40,156 | ' | ' | 0 | 61,054 | ' | ' | 0 | 114,775 | ' | ' | 0 | 84,695 | ' | ' | 0 | 55,943 | ' | ' | 0 | 84,354 | ' | ' | 0 | 169,491 | ' | ' | 0 | 63,642 | ' | ' | 0 | 165,000 | ' | ' | 0 | 79,023 | ' | 0 | 167,143 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 43,346 | ' | ' | 0 | ' | ' | 6,624 | ' | ' | 643,343 | ' | ' | ' | 52,500 | ' | ' | 106,824 | ' | 26,000 | ' | 52,500 | ' | 230,570 | ' | 111,086 | ' | 223,158 | ' | 25,586 | ' | 285,415 | ' | 79,916 | ' | 100,000 | ' | 154,173 | ' | 25,171 | ' | 282,809 |
Debt discount | ' | ' | 1,562,390 | 643,814 | ' | 1,562,390 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 83,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt discount | ' | ' | 2,638,504 | 825,819 | ' | 3,488,306 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issue costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85,055 | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt discount | ' | ' | 4,703,861 | 1,469,633 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative Expense | ' | ' | 442,412 | 201,395 | ' | 643,807 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance cost paid | ' | ' | 180,388 | 214,733 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on conversions | ' | ' | -46,093 | ' | ' | -46,093 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price of debt into shares | $0.50 | ' | ' | ' | ' | ' | ' | ' | $0.09 | $0.17 | $0.27 | $0.32 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 175,000 | ' | ' | ' | ' | ' | 75,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | 100,000 | ' | 200,000 | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' |
Warrants exercisable price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.40 | ' | $0.40 | ' | $0.40 | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.40 | ' |
Warrants term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | '3 years | ' | '3 years | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' |
Number of institutional investors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subscription amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 277,777.77 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of installment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt offering cost percentage of purchase price paid by each purchaser | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity percentage of gross proceeds received by company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debenture repayment term description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Debentures may be prepaid in whole or in part on not less than thirty (30) days prior written notice to the Investors for an amount equal to 115% multiplied by the sum of the then outstanding principal amount of the Debentures plus any accrued and unpaid interest. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fully-paid and non-assessable shares of Common Stock issuable on exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued to finder value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,555 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued to finder, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 94,964 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Converted debt and accrued interest | ' | ' | 2,736,376 | 688,814 | 93,603 | 2,736,376 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued on conversion of debt and accured interest, shares | ' | ' | 19,146,156 | 3,118,779 | 1,835,295 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt issuance cost | ' | ' | 210,257 | 126,854 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued for direct offering costs | ' | ' | $20,554 | ' | ' | $20,554 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible_Debt_Details
Convertible Debt (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | |
Dec. 11, 2012 | Jun. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Convertible Debt (Textual) | ' | ' | ' | ' |
Convertible notes payable | $120,000 | ' | ' | ' |
Maturity date of convertible notes payable | 11-Dec-13 | 27-Mar-13 | ' | ' |
Interest rate on convertible notes payable | 8.00% | ' | ' | ' |
Convertible note and accrued interest | ' | ' | 128,810 | 120,526 |
Conversion price of converted notes payable into shares | $0.50 | ' | ' | ' |
Common stock issued for accrued interest, Shares | ' | ' | 24,000 | ' |
Common stock issued for accrued interest, Value | ' | ' | $5,368 | ' |
Minimum [Member] | ' | ' | ' | ' |
Convertible Debt (Textual) | ' | ' | ' | ' |
common stock issued for accrued interest, Share price | ' | ' | $0.21 | ' |
Maximum [Member] | ' | ' | ' | ' |
Convertible Debt (Textual) | ' | ' | ' | ' |
common stock issued for accrued interest, Share price | ' | ' | $0.25 | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (Stock warrants [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Stock warrants [Member] | ' | ' |
Summary of option/ warrants activity | ' | ' |
Number of Warrants/ Options, Beginning balance | 2,415,800 | 2,715,800 |
Granted | 2,600,000 | 200,000 |
Exercised | -620,800 | ' |
Cancelled/Forfeited | -1,260,000 | -500,000 |
Number of Warrants/ Options, Ending Balance | 3,135,000 | 2,415,800 |
Weighted Average Exercise Price, Beginning balance | $0.28 | $0.36 |
Weighted Average Exercise Price, Granted | $0.41 | $0 |
Weighted Average Exercise Price, Exercised | $0.07 | ' |
Weighted Average Exercise Price, Cancelled/Forfeited | $0.50 | $0.52 |
Weighted Average Exercise Price, Ending balance | $0.37 | $0.28 |
Weighted Average Remaining Contractual Life(in Years) | '2 years 2 months 12 days | '9 months 18 days |
Stockholders_Equity_Details_1
Stockholders' Equity (Details 1) (Warrant [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Warrants outstanding and exercisable activity | ' | ' |
Number of warrants/options, Outstanding | 3,135,000 | ' |
Number of warrants/options, Exercisable | 3,135,000 | ' |
Weighted Average Remaining Contractual Life(in Years) | '2 years 2 months 12 days | '9 months 18 days |
Aggregate Intrinsic Value | $31,490 | ' |
$ 0.10 [Member] | ' | ' |
Warrants outstanding and exercisable activity | ' | ' |
Exercise Price | $0.10 | ' |
Number of warrants/options, Outstanding | 335,000 | ' |
Number of warrants/options, Exercisable | 335,000 | ' |
Weighted Average Remaining Contractual Life(in Years) | '8 months 12 days | ' |
Aggregate Intrinsic Value | 31,490 | ' |
$0.25 [Member] | ' | ' |
Warrants outstanding and exercisable activity | ' | ' |
Exercise Price | $0.25 | ' |
Number of warrants/options, Outstanding | 200,000 | ' |
Number of warrants/options, Exercisable | 200,000 | ' |
Weighted Average Remaining Contractual Life(in Years) | '1 year 4 months 24 days | ' |
Aggregate Intrinsic Value | ' | ' |
$ 0.40 [Member] | ' | ' |
Warrants outstanding and exercisable activity | ' | ' |
Exercise Price | $0.40 | ' |
Number of warrants/options, Outstanding | 2,100,000 | ' |
Number of warrants/options, Exercisable | 2,100,000 | ' |
Weighted Average Remaining Contractual Life(in Years) | '2 years 7 months 6 days | ' |
Aggregate Intrinsic Value | ' | ' |
$ 0.45 [Member] | ' | ' |
Warrants outstanding and exercisable activity | ' | ' |
Exercise Price | $0.45 | ' |
Number of warrants/options, Outstanding | 500,000 | ' |
Number of warrants/options, Exercisable | 500,000 | ' |
Weighted Average Remaining Contractual Life(in Years) | '2 years | ' |
Aggregate Intrinsic Value | ' | ' |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of assets acquired | ' | ' |
Goodwill at fair value, Opening Balance | $9,655,588 | ' |
Consideration transferred at fair value: | ' | ' |
Common stock - 24,752,475 Shares | ' | 10,000,000 |
Net assets acquired: | ' | ' |
Current assets | ' | 281,527 |
Cash | 8,011 | 62,885 |
Total net assets acquired | 8,011 | 344,412 |
Goodwill at fair value, Ending Balance | $9,647,577 | $9,655,588 |
Stockholders_Equity_Details_3
Stockholders' Equity (Details 3) (Stock Option [Member]) | 12 Months Ended |
Dec. 31, 2013 | |
Stock Option [Member] | ' |
Summary of fair value assumptions | ' |
Expected dividends | 0.00% |
Expected volatility | 299.00% |
Expected term: | '2 years 7 months 2 days |
Risk free interest rate | 0.49% |
Stockholders_Equity_Details_4
Stockholders' Equity (Details 4) (Stock Option [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Stock Option [Member] | ' | ' | ' |
Summary of option/ warrants activity | ' | ' | ' |
Number of Warrants/ Options, Beginning balance | 12,000,000 | 12,000,000 | ' |
Granted | 700,000 | ' | 12,000,000 |
Exercised | ' | ' | ' |
Forfeited or Cancelled | ' | ' | ' |
Number of Warrants/ Options, Ending Balance | 12,700,000 | 12,000,000 | 12,000,000 |
Options Exercisable at December 31,2013 | 12,700,000 | ' | ' |
Per Detail Schedule | 12,700,000 | ' | ' |
Difference | ' | ' | ' |
Weighted Average Exercise Price, Beginning balance | $0.12 | $0.12 | ' |
Weighted Average Exercise Price, Granted | $0.50 | ' | $0.12 |
Weighted Average Exercise Price, Exercised | ' | ' | ' |
Weighted Average Exercise Price, Cancelled/Forfeited | ' | ' | ' |
Weighted Average Exercise Price, Ending balance | $0.14 | $0.12 | $0.12 |
Granted, Weighted Average Remaining Contractual Life (in Years) | '3 years | ' | ' |
Outstanding, Weighted Average Remaining Contractual Life | '2 years 15 days | '1 year 15 days | '2 years 18 days |
Stockholders_Equity_Details_Te
Stockholders' Equity (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash ($0.10/sh) | ' | $1,885,700 | ' |
Number of warrants issued by the company | 2,000,000 | ' | 1,200,000 |
December 31, 2005 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 100,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 100 | ' | ' |
Common stock issued for cash, share price | 0.001 | ' | ' |
Common shares issued for cash increased due to forward split | 400,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.00025 | ' | ' |
December 31, 2008 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 473,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 118,250 | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Common shares issued for cash increased due to forward split | 1,892,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.0625 | ' | ' |
Subscription receivable | 67,750 | ' | ' |
January 2009 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Subscription receivable | 67,750 | ' | ' |
January 2, 2009 [Member] | Stock Purchase Agreement [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 20,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 5,000 | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Common shares issued for cash increased due to forward split | 80,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.0625 | ' | ' |
January 3, 2009 [Member] | Stock Purchase Agreement [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 2,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 500 | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Common shares issued for cash increased due to forward split | 8,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.0625 | ' | ' |
January 11, 2009 [Member] | Stock Purchase Agreement [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 32,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 8,000 | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Common shares issued for cash increased due to forward split | 128,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.0625 | ' | ' |
January 12, 2009 [Member] | Stock Purchase Agreement [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 2,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 500 | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Common shares issued for cash increased due to forward split | 8,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.0625 | ' | ' |
January 15, 2009 [Member] | Stock Purchase Agreement [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 4,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 1,000 | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Common shares issued for cash increased due to forward split | 16,000 | ' | ' |
Common stock shares issued for cash, share price after forward split | 0.0625 | ' | ' |
February, 2009 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Direct offering costs | 850 | ' | ' |
May 27, 2010 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Number of units issued by the company | 1 | ' | ' |
Number of common stock issued in one unit | 100,000 | ' | ' |
Stock issued value issued for cash net | 22,500 | ' | ' |
Finder's fee | 2,500 | ' | ' |
Warrants exercise price | 0.5 | ' | ' |
Term of warrants | '3 years | ' | ' |
Number of warrants issued by the company | 100,000 | ' | ' |
July 23, 2010 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Number of units issued by the company | 1 | ' | ' |
Number of common stock issued in one unit | 100,000 | ' | ' |
Stock issued value issued for cash net | 25,000 | ' | ' |
Warrants exercise price | 0.5 | ' | ' |
Term of warrants | '3 years | ' | ' |
Number of warrants issued by the company | 100,000 | ' | ' |
August 5, 2010 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, share price | 0.25 | ' | ' |
Number of units issued by the company | 10 | ' | ' |
Number of common stock issued in one unit | 100,000 | ' | ' |
Stock issued value issued for cash net | 250,000 | ' | ' |
Warrants exercise price | 0.5 | ' | ' |
Term of warrants | '3 years | ' | ' |
Number of warrants issued by the company | 100,000 | ' | ' |
December 31, 2010 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Direct offering costs | 2,900 | ' | ' |
January 24, 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 10,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 1,000 | ' | ' |
Common stock issued for cash, share price | 0.1 | ' | ' |
February 23, 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 300,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 30,000 | ' | ' |
Common stock issued for cash, share price | 0.1 | ' | ' |
March 21, 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 150,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 15,000 | ' | ' |
Common stock issued for cash, share price | 0.1 | ' | ' |
May 2, 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 2,000,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 200,000 | ' | ' |
Common stock issued for cash, share price | 0.1 | ' | ' |
June 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 5,460,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 546,000 | ' | ' |
Common stock issued for cash, share price | 0.1 | ' | ' |
Subscription receivable | 397,000 | ' | ' |
July 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Subscription receivable | 397,000 | ' | ' |
July, August and September, 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Common stock issued for cash, (Shares) | 10,937,000 | ' | ' |
Common stock issued for cash ($0.10/sh) | 1,093,700 | ' | ' |
Common stock issued for cash, share price | 0.1 | ' | ' |
December 31, 2011 [Member] | ' | ' | ' |
Stockholders' Equity (Textual) | ' | ' | ' |
Finder's fee | 76,780 | ' | ' |
Number of warrants issued by the company | 955,800 | ' | ' |
Stockholders_Equity_Details_Te1
Stockholders' Equity (Details Textual 1) (USD $) | 12 Months Ended | 97 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 31, 2009 | Jan. 31, 2009 | Jan. 14, 2009 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 22, 2012 | Dec. 31, 2013 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Nov. 30, 2009 | Nov. 21, 2009 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 03, 2009 | Dec. 31, 2013 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
During October 2011 [Member] | During December 2011 [Member] | April 22, 2012 [Member] | October 31, 2012 [Member] | January 1, 2013 [Member] | January 21, 2013 [Member] | January 30, 2013 [Member] | February 15, 2013 [Member] | March 1, 2013 [Member] | March 15, 2013 [Member] | March 20, 2013 [Member] | March 21, 2013 [Member] | April 15, 2013 [Member] | May 20, 2013 [Member] | June 30,2013 [Member] | June 30,2013 [Member] | July 8, 2013 [Member] | July 23, 2013 [Member] | October 14, 2013 [Member] | October 21, 2013 [Member] | December 26, 2013 [Member] | December 26, 2013 [Member] | December 1, 2013 [Member] | Founder [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Consulting services [Member] | Development services agreement [Member] | Development services agreement [Member] | Development services agreement [Member] | Development services agreement [Member] | Development services agreement [Member] | Professional services [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Marketing agreement [Member] | Marketing agreement [Member] | Marketing agreement [Member] | Marketing agreement [Member] | Commission agreement [Member] | Commission agreement [Member] | Commission agreement [Member] | Commission agreement [Member] | Commission agreement [Member] | Commission agreement [Member] | Commission agreement [Member] | Advertising Agreement [Member] | Advertising Agreement [Member] | Consulting Agreement Unrelated Third Party [Member] | Consulting Agreement Unrelated Third Party [Member] | Consulting Agreement Unrelated Third Party [Member] | Consulting Agreement for Consulting and Business Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Consulting Agreement for Consulting Services [Member] | Employment Agreement [Member] | Employment Agreement [Member] | Employment Agreement [Member] | Employment Agreement One [Member] | Settlement Agreement with Former Employee (not a 5% or greater shareholder) [Member] | |||||
October 14, 2008 [Member] | November 24, 2008 [Member] | December 5, 2008 [Member] | December 20, 2008 [Member] | January 12, 2009 [Member] | October 28, 2011 [Member] | November 18, 2011 [Member] | December 18, 2011 [Member] | January 25, 2012 [Member] | August 3, 2012 [Member] | August 17, 2012 [Member] | August 22, 2012 [Member] | January 14, 2009 [Member] | August 31, 2009 [Member] | August 25, 2009 [Member] | September 18, 2009 [Member] | September 18, 2009 [Member] | September 18, 2009 [Member] | September 21, 2009 [Member] | November 12, 2009 [Member] | November 12, 2009 [Member] | November 12, 2009 [Member] | November 12, 2009 [Member] | November 12, 2009 [Member] | November 12, 2009 [Member] | November 12, 2009 [Member] | November 16, 2009 [Member] | November 16, 2009 [Member] | November 16, 2009 [Member] | November 16, 2009 [Member] | November 18, 2009 [Member] | November 18, 2009 [Member] | November 18, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 15, 2009 [Member] | December 15, 2009 [Member] | December 15, 2009 [Member] | December 27, 2009 [Member] | December 27, 2009 [Member] | December 31, 2009 [Member] | December 31, 2009 [Member] | December 31, 2009 [Member] | December 31, 2009 [Member]1 | December 31, 2009 [Member]1 | During December 2009 [Member] | During December 2009 [Member] | During December 2009 [Member] | During December 2009 [Member] | During December 2009 [Member] | During December 2009 [Member] | During December 2009 [Member] | During December 2009 [Member] | January 15, 2010 [Member] | January 15, 2010 [Member] | January 15, 2010 [Member] | November 21, 2009 [Member] | November 21, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 3, 2009 [Member] | December 30, 2009 [Member] | December 30, 2009 [Member] | February 17, 2010 [Member] | February 17, 2010 [Member] | February 17, 2010 [Member] | June 1, 2010 [Member] | July 23, 2010 [Member] | August 1, 2010 [Member] | September 1, 2010 [Member] | October 1, 2010 [Member] | November 1, 2010 [Member] | December 14, 2010 [Member] | January 17, 2011 [Member] | February 17, 2011 [Member] | March 3, 2011 [Member] | During June 2011 [Member] | June 15, 2011 [Member] | July 1, 2011 [Member] | August 14, 2011 [Member] | September 12, 2011 [Member] | September 18, 2011 [Member] | September 25, 2011 [Member] | During three months ended September 30, 2011 [Member] | September 19, 2011 [Member] | September 21, 2011 [Member] | September 24, 2011 [Member] | September 27, 2011 [Member] | May 17, 2011 [Member] | March 14, 2012 [Member] | |||||||||||||||||||||||||||||||||||||||
Agreement | Agreement | Agreement | Agreement | Agreement | Agreement | Agreement | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock shares issued for services | ' | ' | ' | ' | 123,795 | 200,000 | 200,000 | 60,000 | 300,000 | 120,000 | 250,000 | 700,000 | 500,000 | 700,000 | 60,000 | 8,000 | 57,692 | 26,087 | 250,000 | 250,000 | 1,500,000 | 8,000 | 8,000 | 31,250 | 50,000 | 100,000 | 250,000 | 44,900,000 | 4,000 | 4,000 | 4,000 | 4,000 | 100,000 | 100,000 | 100,000 | 733 | 3,000,000 | 150,000 | 500,000 | ' | ' | ' | 20,000 | 885,714 | 50,000 | ' | 500,000 | ' | 600,000 | 600,000 | 100,000 | ' | ' | 200,000 | ' | ' | ' | 100,000 | ' | ' | ' | 30,000 | ' | ' | 240,000 | ' | 35,000 | ' | 100,000 | ' | ' | 10,000 | ' | 75,000 | ' | ' | 500,000 | ' | 680,000 | ' | ' | ' | 600,000 | ' | ' | ' | 100,000 | ' | ' | ' | ' | 30,000 | ' | ' | ' | 35,000 | ' | 10,000 | ' | ' | 1,500,000 | ' | 1,000,000 | ' | ' | 40,000 | 10,000 | 200,000 | 100,000 | 100,000 | 100,000 | 250,000 | 3,000,000 | 500,000 | 1,000,000 | 300,000 | 15,980 | 6,500 | 2,443 | 2,860 | 15,403 | 1,500 | 50,482 | 100,000 | 400,000 | 100,000 | 100,000 | 500,000 | 250,000 | 2,000,000 | 500,000 | 300,000 |
Common stock value issued for services | ' | ' | $44,900 | ' | $58,184 | $108,000 | $60,000 | $20,400 | $90,000 | $32,400 | $60,000 | $173,600 | $148,750 | $182,000 | $15,000 | $2,000 | $15,000 | $6,000 | $60,000 | $61,250 | $315,000 | $1,648 | $1,720 | $7,813 | $13,500 | $23,000 | $57,500 | $44,900 | $1,000 | $1,000 | $1,000 | $1,000 | $88,000 | $70,000 | $50,000 | $455 | $960,000 | $45,000 | $150,000 | $62,000 | $5,000 | ' | $5,000 | $62,000 | $3,125 | ' | $175,000 | ' | $210,000 | $210,000 | $178,000 | ' | ' | $400,000 | ' | ' | ' | $180,000 | ' | ' | ' | $45,000 | ' | ' | $468,000 | ' | $68,250 | ' | $200,000 | ' | ' | $19,400 | ' | $144,750 | ' | ' | $965,000 | ' | $1,312,400 | ' | ' | ' | $1,170,000 | ' | ' | ' | $170,000 | ' | ' | $53,100 | ' | $53,100 | ' | ' | ' | $68,250 | ' | $19,500 | ' | ' | $2,895,000 | ' | $1,240,000 | ' | ' | $10,000 | $2,000 | $40,000 | $19,000 | $18,000 | $25,000 | $37,500 | $300,000 | $55,000 | $80,000 | $75,000 | $1,598 | $520 | $855 | $715 | $3,388 | $585 | $5,048 | $23,000 | $100,000 | $33,000 | $39,000 | $125,000 | $62,500 | $140,000 | $127,000 | $63,000 |
Per share price of issued stock | ' | ' | ' | ' | $0.47 | $0.54 | $0.30 | $0.34 | $0.30 | $0.27 | $0.24 | $0.25 | $0.30 | $0.26 | $0.25 | $0.25 | $0.26 | $0.23 | $0.24 | $0.25 | $0.21 | $0.21 | $0.22 | $0.25 | $0.27 | $0.23 | $0.23 | $0.00 | $0.25 | $0.25 | $0.25 | $0.25 | $0.88 | $0.70 | $0.50 | $0.62 | $0.32 | $0.30 | $0.30 | ' | ' | $0.25 | $0.25 | $0.06 | $0.06 | $0.30 | $0.35 | ' | $0.35 | $0.35 | $1.78 | ' | ' | $2 | ' | ' | ' | $1.80 | ' | ' | ' | $1.50 | ' | ' | $1.95 | ' | $1.95 | ' | $2 | ' | ' | $1.94 | ' | $1.93 | ' | ' | $1.93 | ' | $1.93 | ' | ' | ' | $1.95 | ' | ' | ' | $1.70 | ' | ' | ' | $1.77 | $1.77 | ' | ' | $1.95 | $1.95 | ' | $1.95 | ' | ' | $1.93 | ' | $1.24 | ' | ' | $0.25 | $0.20 | $0.20 | $0.19 | $0.18 | $0.25 | $0.15 | $0.10 | $0.11 | $0.08 | $0.25 | $0.10 | $0.08 | $0.35 | $0.25 | $0.22 | $0.39 | $0.10 | $0.23 | $0.25 | $0.33 | $0.22 | $0.25 | $0.25 | $0.07 | $0.26 | $0.21 |
Quarterly issuance of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' | ' | 125,000 | ' |
Increase in shares after forward split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 179,600,000 | 16,000 | 16,000 | 16,000 | 16,000 | ' | ' | ' | ' | ' | ' | ' | ' | 80,000 | ' | 80,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of shares after forward split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | $0.06 | $0.06 | $0.06 | $0.06 | ' | ' | ' | ' | ' | ' | ' | ' | $0.06 | ' | $0.06 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of Shares issued under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55,357 | ' | ' | ' | 55,357 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 68,250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on extinguishment of debt | ' | ' | ' | 6,643 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,643 | ' | ' | ' | 6,643 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares returned to company upon cancellation of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | 400,000 | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consulting expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 960,000 | ' | 81,250 | ' | ' | ' | ' | ' | ' | ' | ' | 70,000 | 70,000 | 70,000 | ' | 77,052 | 89,000 | ' | 177,534 | 200,000 | 22,466 | ' | 78,904 | 90,000 | 11,096 | ' | 39,699 | 5,301 | ' | 468,000 | ' | 68,250 | ' | 128,889 | 71,111 | ' | 19,400 | ' | 28,376 | 116,374 | ' | 965,000 | ' | 600,482 | 709,116 | 2,802 | ' | 550,808 | 585,000 | 34,192 | ' | 88,493 | 81,507 | ' | 5,000 | ' | 53,100 | ' | ' | ' | 68,250 | ' | 965,000 | 19,500 | ' | 965,000 | ' | 173,260 | 1,066,740 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred compensation | -50,000 | -605,000 | ' | -50,000 | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | 68,750 | ' | ' | ' | ' | ' | ' | ' | ' | 105,000 | 140,000 | 140,000 | ' | 0 | ' | ' | 0 | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | 0 | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reclassification of deferred compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $0 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restriction free shares after agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,000,000 |
Number of shares allow to employee for sell | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 |
Number of consulting agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 2 | 2 | 2 | 2 | ' | ' | ' | 2 | ' | ' | ' | ' | ' |
Additional benefit on shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 |
Period for sell of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years |
Cashless of exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110,101 | 110,101 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants exercise | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 190,000 | 190,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders_Equity_Details_Te2
Stockholders' Equity (Details Textual 2) (USD $) | 3 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||
Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2009 | Dec. 31, 2010 | Dec. 31, 2010 | Dec. 31, 2010 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | |
January 31, 2013 [Member] | January 16, 2009 [Member] | January 27, 2009 [Member] | June 2, 2010 [Member] | September 20, 2010 [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Consulting agreement [Member] | Services [Member] | ||||||
Warrants issued on December 30, 2009 [Member] | Warrants issued on May 27, 2010 [Member] | Warrants issued on June 1, 2010 [Member] | Warrant issued on July 23, 2010 [Member] | Warrant issued on Sep. 2, 2011 [Member] | Warrant issued on June 11, 2012 [Member] | Warrant issued on January 1, 2013 [Member] | Warrant issued on August 7, 2013 | ||||||||||||
Stockholders' Equity (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants issued by the company | ' | 2,000,000 | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | 10,000 | 40,000 | 10,000 | 955,800 | 200,000 | 500,000 | 100,000 |
Expense recognized on issuance of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $823,077,000 | $1,782 | $7,184 | $1,593 | $248,498 | $48,031 | $84,028 | $43,809 |
Dividend yield | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 112.80% | 152.80% | 145.70% | 172.90% | 461.11% | 237.76% | 140.30% | 297.00% |
Risk-free interest rates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.65% | 1.35% | 1.26% | 0.94% | 0.33% | 0.19% | 0.37% | 0.61% |
Expected life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years |
Term of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years | '3 years |
Warrants exercise price | ' | ' | ' | ' | ' | $0.10 | ' | ' | ' | ' | ' | $0.52 | $0.50 | $0.50 | $0.50 | $0.10 | $0.25 | $0.45 | $0.40 |
Shares issued during stock splits | ' | ' | ' | ' | ' | ' | 136,713,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders' equity, stock split | ' | ' | ' | ' | ' | ' | 'Four-for-one stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common shares after amendment | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | 295,000,000 | 400,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value per common shares after amendment | ' | ' | ' | ' | ' | ' | ' | $0.00 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of preferred shares after amendment | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value per preferred share after amendment | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants exercised | ' | ' | ' | ' | ' | 430,800 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from stock warrants exercised | ' | ' | ' | ' | ' | 43,080 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating expenses paid by former stockholder | 4,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
In kind contribution of rent - related party | $2,913 | ' | $9,450 | $12,600 | $2,913 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders_Equity_Details_Te3
Stockholders' Equity (Details Textual 3) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 11, 2012 | Dec. 31, 2013 | 31-May-10 | 11-May-10 | Feb. 17, 2011 | Jun. 30, 2010 | Jun. 02, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | 31-May-10 | Dec. 31, 2013 | 11-May-10 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Stock Option [Member] | Max audio technology [Member] | Max audio technology [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | June 2, 2010 [Member] | February 17, 2011 [Member] | January 18, 2011 [Member] | February 9, 2011[Member] | February 15, 2011 [Member] | February 23, 2011 [Member] | April 11, 2011 [Member] | August 25, 2011 [Member] | August 30, 2011 [Member] | September 12, 2011 [Member] | September 14, 2012 [Member] | September 21, 2012 [Member] | September 27, 2012 [Member] | October 2, 2012 [Member] | October 3, 2012 [Member] | October 5, 2012 [Member] | October 5, 2012 [Member] | October 5, 2012 [Member] | October 9, 2012 [Member] | October 19, 2012 [Member] | November 1, 2012 [Member] | November 5, 2012 [Member] | November 14, 2012 [Member] | November 19, 2012 [Member] | November 19, 2012 [Member]1 | November 23, 2012 [Member] | December 12, 2012 [Member] | January 17, 2011 [Member] | January 17, 2011 [Member] | November 15, 2012 [Member] | December 31, 2012 [Member] | January 7, 2013 [Member] | January 9, 2013 [Member] | January 15, 2013 [Member] | January 15, 2013 One [Member] | January 30, 2013 [Member] | January 31, 2013 [Member] | February 1, 2013 [Member] | February 11, 2013 [Member] | February 14, 2013 [Member] | February 21, 2013 [Member] | February 26, 2013 [Member] | February 27, 2013 [Member] | March 1, 2013 [Member] | March 1, 2013 One [Member] | March 6, 2013 [Member] | March 7, 2013 [Member] | March 12, 2013 [Member] | March 20, 2013 [Member] | March 28, 2013 [Member] | January 1, 2013 [Member] | April 8, 2013 [Member] | April 12, 2013 [Member] | April 15, 2013 [Member] | April 16, 2013 [Member] | April 18, 2013 [Member] | April 30, 2013 [Member] | May 1, 2013 [Member] | May 10, 2013 [Member] | May 23, 2013 [Member] | May 31, 2013 [Member] | June 5, 2013 [Member] | June 5, 2013 One [Member] | June 10, 2013 [Member] | June 11, 2013 [Member] | June 14, 2013 [Member] | June 17, 2013 [Member] | June 21, 2013 [Member] | June 26, 2013 [Member] | July 1, 2013 [Member] | July 2, 2013 [Member] | July 2, 2013 One [Member] | July 2, 2013 Two [Member] | July 2, 2013 Three [Member] | July 8, 2013 [Member] | July 11, 2013 [Member] | July 24, 2013 [Member] | August 1, 2013 [Member] | August 7, 2013 [Member] | August 19, 2013 [Member] | August 26, 2013 [Member] | August 27, 2013 [Member] | September 3, 2013 [Member] | September 6, 2013 [Member] | September 10, 2013 [Member] | September 11, 2013 [Member] | September 19, 2013 [Member] | September 27, 2013 [Member] | October 1, 2013 [Memebr] | October 1, 2013 [Memebr]1 | October 7, 2013 [Member] | October 9, 2013 [member] | October 17, 2013 [Member] | October 24, 2013 [Member] | November 4, 2013 [Memebr] | November 25, 2013 [Member] | November 8, 2013 [Member] | November 22, 2013 [Member] | November 25, 2013 [Member]1 | December 2, 2013 [Member] | December 18, 2013 [Member] | December 18, 2013 {Member]1 | December 23, 2013 [Member] | December 30, 2013 [Member] | December 31, 2013 [Member] | October 30, 2013 [Member] | October 21, 2013 [Member] | ||||
Individual | Principal stockholder [Member] | Principal stockholder [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Stock Option [Member] | Blog Software, Social Media Vault, Social Media Bar and Trending Topix [Member] | Liquid Spins, Inc. [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Stock Option [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Stock Option [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | Conversion Agreement [Member] | |||||||||
Individual | Individual | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued compensation convertible amount | ' | ' | ' | ' | ' | ' | $144,000 | $283,652 | ' | $283,652 | $144,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares issued for accrued compensation | ' | ' | ' | ' | ' | ' | 1,309,091 | 945,507 | ' | 945,507 | 1,309,091 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of share issued for accrued compensation | ' | ' | ' | ' | ' | ' | $0.11 | ' | $0.30 | $0.30 | $0.11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued on conversion of converted notes payable | 10,477,367 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 909,091 | 109,375 | 271,186 | 357,143 | 220,264 | 587,382 | 77,220 | 96,220 | 116,505 | 528,035 | 72,385 | 91,208 | 79,586 | 119,379 | ' | 92,365 | ' | 48,454 | 200,501 | 101,678 | 917,031 | 111,029 | 113,805 | 150,000 | 166,543 | 180,000 | ' | ' | ' | 146,780 | 147,754 | 92,194 | 134,229 | 112,259 | 210,000 | 112,782 | 173,370 | 138,696 | 185,293 | 104,445 | 100,000 | 115,208 | 129,652 | 565,007 | 93,637 | 437,654 | 69,560 | 108,809 | 58,013 | ' | 181,291 | 549,173 | 224,048 | 261,389 | 205,353 | 146,370 | 350,000 | 175,644 | 195,993 | 400,000 | 182,167 | 187,547 | 226,929 | 201,513 | ' | 146,771 | 224,383 | 300,000 | 251,608 | 655,922 | 787,700 | 644,002 | 1,503,816 | 325,910 | 197,940 | 140,400 | 247,336 | 623,640 | 110,000 | 106,158 | 250,000 | 195,822 | 172,716 | 196,292 | 71,023 | 205,714 | 189,780 | 135,685 | 240,000 | 337,990 | 467,394 | 297,810 | 310,143 | 70,000 | 70,000 | 207,006 | 279,353 | 392,593 | 254,237 | 241,935 | 310,752 | 328,731 | 344,115 | 262,605 | 250,716 | 198,719 |
Value of shares issued on conversion of converted notes payable | 947,744 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price of converted notes payable into shares | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | $0.03 | $0.03 | $0.03 | $0.05 | $0.03 | $0.16 | $0.15 | $0.13 | $0.32 | $0.28 | $0.27 | $0.25 | $0.25 | ' | $0.27 | ' | $0.24 | $0.20 | $0.20 | $0.19 | $0.18 | $0.18 | $0.18 | $0.18 | $0.19 | ' | ' | ' | $0.17 | $0.17 | $0.16 | $0.15 | $0.16 | $0.15 | $0.13 | $0.14 | $0.14 | $0.14 | $0.14 | $0.14 | $0.13 | $0.14 | $0.15 | $0.14 | $0.13 | $0.16 | $0.13 | $0.14 | ' | $0.14 | $0.16 | $0.13 | $0.13 | $0.15 | $0.17 | $0.16 | $0.17 | $0.15 | $0.14 | $0.14 | $0.13 | $0.13 | $0.13 | ' | $0.14 | $0.13 | $0.12 | $0.12 | $0.13 | $0.13 | $0.13 | $0.13 | $0.12 | $0.12 | $0.14 | $0.14 | $0.14 | $0.14 | $0.14 | $0.15 | $0.15 | $0.15 | $0.15 | $0.14 | $0.15 | $0.15 | $0.15 | $0.15 | $0.15 | $0.14 | $0.15 | $0.14 | $0.15 | $0.14 | $0.15 | $0.14 | $0.15 | $0.14 | $0.15 | $0.16 | $0.15 | $0.15 | $0.13 | $0.15 | $0.15 |
Shares Issued Under Share Exchange Agreement | ' | 24,752,475 | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | 24,752,475 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of shares issued under share exchange agreement | ' | ' | ' | ' | 7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of shares issued under share exchange agreement | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.10 | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of individuals in share exchange agreement | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock option issued to CEO purchase common shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock option issued to purchase common shares, share price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Services expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,199,794 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 115,288 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend yield | ' | ' | ' | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility | ' | ' | ' | 299.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 436.04% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 140.30% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rates | ' | ' | ' | 0.49% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.37% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected life | ' | ' | ' | '2 years 7 months 2 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amended expiration date of stock option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash received related to acquisition | 8,011 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Incremental compensation cost | $994,141 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_Details
Commitments (Details) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||
31-May-13 | Oct. 31, 2008 | Dec. 31, 2012 | 31-May-13 | Aug. 31, 2011 | Feb. 28, 2011 | Jan. 31, 2011 | Aug. 31, 2011 | 31-May-11 | Jan. 31, 2012 | Oct. 31, 2011 | Jun. 30, 2012 | Dec. 31, 2012 | Jan. 31, 2013 | Sep. 30, 2013 | Nov. 30, 2012 | Sep. 30, 2013 | Nov. 30, 2012 | |
President and CEO[Member] | President and CEO[Member] | President and CEO[Member] | CEO [Member] | CEO [Member] | CEO [Member] | CEO [Member] | Chief Internet Officer [Member] | Chief Internet Officer [Member] | Chief Technical Officer [Member] | Chief Technical Officer [Member] | Senior Audio Engineer [Member] | Senior Audio Engineer [Member] | Director of New Business Development [Member] | VP of Music Development [ Member] | VP of Music Development [ Member] | VP of Music Entertainment [Member] | VP of Music Entertainment [Member] | |
Commitments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of employment agreement | ' | '10 years | ' | ' | ' | ' | '5 years | ' | '5 years | ' | '5 years | '5 years | ' | '3 years | ' | '2 years | ' | '2 years |
Periodic compensation during period for services | $24,000 | $18,000 | $216,000 | ' | ' | ' | $8,000 | ' | $9,000 | ' | $10,000 | $6,000 | ' | $10,000 | ' | $7,000 | ' | $8,000 |
Percentage commission on sales | ' | 10.00% | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of compensation for services | ' | ' | ' | ' | ' | ' | 'The executive will receive a monthly compensation of $8,000 beginning after the completion of at least one million dollars of new funding to the Corporation or can be paid as commissions from sales brought to the Company, whichever comes first. | ' | 'The CIO will receive a monthly compensation of $9,000 beginning at the completion of at least one million dollars of new funding. | ' | 'The CTO will receive a monthly compensation of $10,000, monthly commission equal to 5% of all profits derived from the sales of all products and services related to Max Sound, and an annual bonus of 5% of all profits derived from the sales of all products and services related to Max Sound that is over one million dollars. | ' | ' | 'Upon the first million dollars in gross sales the salary will increase to $12,000 per month. | ' | ' | ' | ' |
Additional compensation based on sales | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'For each million of new grows sales - 125,000 additional 3-year stock options with a strike price of $.50 per share. | ' | ' | ' | ' |
Shares issued for services under rule 144 | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options issued for services under rule 144 | ' | ' | ' | ' | ' | ' | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity period of options | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '3 years | ' | ' | ' | '3 years | ' | ' | ' | ' |
Exercise price of options | ' | ' | ' | ' | ' | ' | $0.12 | ' | ' | $0.50 | ' | ' | ' | $0.50 | ' | ' | ' | ' |
Additional shares issued as a supplement to agreement | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Updated periodic monthly compensation for services | ' | ' | ' | 18,000 | 12,000 | ' | ' | 12,000 | ' | 12,000 | ' | ' | ' | 12,000 | ' | ' | ' | ' |
Terminated initial percentage of commission on sales | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Updated commission as percentage of gross quarterly profits | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Periodic commission percentage of all profits derived from the sales of all products and services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | 5.00% | ' | 5.00% |
Shares issued for services pursuant to amended agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | 1,000,000 | ' | 1,000,000 | ' | 1,000,000 | ' | 1,000,000 |
Options issued pursuant to amended agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | ' | ' | ' | 125,000 | ' | ' | ' | ' |
Shares issued per quarter | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' | 125,000 | ' | 125,000 | ' | 125,000 |
Common stock issued for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | 375,000 | ' | 375,000 | ' |
Fair value of shares issued for services under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $62,500 | ' | $95,625 | ' | $95,625 | ' |
Per share price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' |
Commitments_Details_1
Commitments (Details 1) (USD $) | 12 Months Ended | 97 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 2 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2008 | Dec. 31, 2013 | Aug. 31, 2009 | Jan. 31, 2009 | 29-May-09 | Jan. 14, 2009 | Nov. 30, 2009 | Sep. 30, 2009 | Dec. 31, 2009 | Sep. 17, 2009 | Nov. 30, 2009 | Sep. 30, 2009 | Dec. 31, 2009 | Sep. 18, 2009 | Dec. 31, 2009 | Sep. 30, 2009 | Sep. 21, 2009 | Nov. 30, 2009 | Dec. 31, 2010 | Dec. 31, 2009 | Nov. 21, 2009 | Dec. 31, 2009 | Dec. 31, 2011 | Dec. 31, 2010 | |
Development services agreement [Member] | Development services agreement [Member] | Development services agreement [Member] | Development services agreement [Member] | Public relations services [Member] | Public relations services [Member] | Public relations services [Member] | Public relations services [Member] | Public relations services one [Member] | Public relations services one [Member] | Public relations services one [Member] | Public relations services one [Member] | Public relations services two [Member] | Public relations services two [Member] | Public relations services two [Member] | Marketing agreement [Member] | Marketing agreement [Member] | Marketing agreement [Member] | Marketing agreement [Member] | Celebrity endorsement agreements [Member] | Celebrity endorsement agreements [Member] | Celebrity endorsement agreements [Member] | |||||
Commitments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of period of payment for consulting fee | ' | ' | ' | ' | ' | 'The Company entered into a development services agreement to construct social network software for a fee of $150 and $375 an hour. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Retainer fee paid | ' | ' | ' | ' | ' | $20,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in exchange of services | ' | ' | ' | ' | 885,714 | 20,000 | ' | ' | ' | 500,000 | ' | ' | ' | 600,000 | ' | ' | ' | 600,000 | ' | 30,000 | ' | ' | ' | 1,710,000 | ' | ' |
Common stock value issued for services | ' | ' | 44,900 | ' | 62,000 | 5,000 | ' | ' | ' | 175,000 | ' | ' | ' | 210,000 | ' | ' | ' | 210,000 | ' | 53,100 | ' | ' | ' | 3,285,400 | ' | ' |
Most recent fair market value of shares issued for services at issuance date | ' | ' | ' | ' | 55,357 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share price of issued stock | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | $0.35 | ' | ' | ' | $0.35 | ' | ' | $0.35 | ' | ' | ' | $1.77 | ' | ' | ' |
Shares issued during stock splits | ' | ' | ' | ' | ' | 20,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in shares after forward split | ' | ' | ' | ' | ' | 80,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of shares after forward split | ' | ' | ' | ' | ' | $0.06 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reduced hourly compensation rate (in hrs) | ' | ' | ' | ' | ' | ' | 75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consulting fee due under consulting agreement | ' | ' | ' | ' | ' | ' | 17,163 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on extinguishment of debt | ' | ' | ' | 6,643 | 6,643 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | ' | '6 months | ' | ' | ' | '8 months | ' | ' | ' | ' | ' | ' | ' | ' |
Cancelation condition description related to consulting agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Company has an option to cancel the contract during the first ninety days of the agreement and 200,000 shares will be returned back to the Company. | ' | ' | ' | 'The Company has an option to cancel the contract at any time, in such event; the consultant will return a prorated amount of shares based on the months remaining in the consulting agreement. | ' | ' | ' | 'The Company has an option to cancel the contract at any time and no additional stock issuances will be due. | ' | ' | ' | ' | ' | ' | ' | ' |
Shares returned to company upon cancellation of agreement | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | 200,000 | ' | ' | 400,000 | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consulting expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70,000 | ' | ' | ' | 70,000 | ' | 70,000 | ' | ' | ' | ' | ' | 5,000 | 87,805 | 1,484,780 | 1,712,815 |
Deferred compensation | -50,000 | -605,000 | ' | -50,000 | ' | ' | ' | ' | ' | ' | 105,000 | ' | ' | ' | 140,000 | ' | 140,000 | ' | ' | ' | ' | ' | ' | ' | 0 | ' |
Reclassification of deferred compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share issuance description under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Shares will be issued on or before December 18, 2009 in six 100,000 increments. | ' | ' | ' | 'Shares will be issued on or before September 18, 2009, December 18, 2009, and March 18, 2010, in 200,000 increments. | ' | ' | ' | ' | ' | ' | ' | ' |
Cash paid for compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,500 | $2,500 | ' | ' | ' | ' |
Description of period of consulting agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'one to two years of service. | ' | ' |
Commitments_Details_2
Commitments (Details 2) (USD $) | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||
Dec. 31, 2009 | Dec. 03, 2009 | Dec. 31, 2009 | Dec. 03, 2009 | Dec. 31, 2009 | Dec. 03, 2009 | Dec. 31, 2009 | Dec. 03, 2009 | Dec. 31, 2009 | Dec. 15, 2009 | Dec. 31, 2009 | Dec. 27, 2009 | Dec. 31, 2009 | Dec. 27, 2009 | Dec. 31, 2009 | Dec. 27, 2009 | |
Commission agreement [Member] | Commission agreement [Member] | Commission Agreement One [Member] | Commission Agreement One [Member] | Commission Agreement Two [Member] | Commission Agreement Two [Member] | Commission Agreement Three [Member] | Commission Agreement Three [Member] | Investor Services [Member] | Investor Services [Member] | Film Work Consulting Agreement [Member] | Film Work Consulting Agreement [Member] | Film Work Endorsement Agreement [Member] | Film Work Endorsement Agreement [Member] | Production Work Consulting Agreement [Member] | Production Work Consulting Agreement [Member] | |
Commitments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commission in shares as percentage of common stock for every passive endorsement | 10.00% | ' | 10.00% | ' | 10.00% | ' | 10.00% | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' |
Shares issued in exchange of services | 35,000 | ' | 240,000 | ' | 35,000 | ' | 10,000 | ' | 100,000 | ' | 10,000 | ' | 10,000 | ' | 10,000 | ' |
Value of Shares issued under agreement | $68,250 | ' | $468,000 | ' | $68,250 | ' | $19,500 | ' | $200,000 | ' | $19,400 | ' | $19,400 | ' | $19,400 | ' |
Per share price of issued stock | ' | $1.95 | ' | $1.95 | ' | $1.95 | ' | $1.95 | ' | $2 | ' | $1.94 | ' | $1.94 | ' | $1.94 |
Period of gross receipts of investor relations revenue | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' |
Commitments_Details_3
Commitments (Details 3) (USD $) | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||
Dec. 31, 2009 | Dec. 30, 2009 | Dec. 31, 2009 | Dec. 31, 2009 | Dec. 31, 2009 | Jan. 31, 2010 | Jan. 31, 2010 | Jan. 15, 2010 | Feb. 28, 2010 | Feb. 28, 2010 | Feb. 17, 2010 | Jun. 30, 2010 | Jun. 02, 2010 | |
Marketing Agreement Unrelated Third Party [Member] | Marketing Agreement Unrelated Third Party [Member] | Consulting Agreement Unrelated Third Party [Member] | Consulting Agreement Unrelated Third Party One [Member] | Consulting Agreement Unrelated Third Party Two [Member] | Investor Relations Press Release Service Agreement [Member] | Celebrity Endorsement Agreement [Member] | Celebrity Endorsement Agreement [Member] | Consulting Agreement To Produce Music Compositions [Member] | Consulting Agreement Unrelated Third Party Three [Member] | Consulting Agreement Unrelated Third Party Three [Member] | Consulting Agreement for Consulting and Business Services [Member] | Consulting Agreement for Consulting and Business Services [Member] | |
Commitments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of period of consulting agreement | 'On December 30, 2009, the Company entered into a marketing agreement with an unrelated third party for a period from January 2010 to December 2010. | ' | 'On December 31, 2009, the Company entered into a consulting agreement with an unrelated third party for a period from December 31, 2009 through March 30, 2011. | 'On December 31, 2009, the Company entered into a consulting agreement with an unrelated third party for a period from December 31, 2009 through March 30, 2011. | 'On December 31, 2009, the Company entered into a consulting agreement with an unrelated third party for a period from December 31, 2009 through December 31, 2010. | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in exchange of services | 500,000 | ' | 75,000 | 75,000 | 500,000 | ' | 100,000 | ' | ' | 1,000,000 | ' | 40,000 | ' |
Value of Shares issued under agreement | $965,000 | ' | $144,750 | $144,750 | $965,000 | ' | $170,000 | ' | ' | $1,240,000 | ' | $10,000 | ' |
Per share price of issued stock | ' | $1.93 | $1.93 | $1.93 | $1.93 | ' | ' | $1.70 | ' | ' | $1.24 | ' | $0.25 |
Additional shares issued during period under Agreement | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of additional shares issued during period under Agreement | 1,930,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares held to be in escrow | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period to accept or decline the additional issued shares with unrelated party | '15 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share issuance description under agreement | ' | ' | 'Deliverable in three increments of 25,000 shares of common stock each. The first 25,000 shares will be delivered upon the execution of the agreement and the other two increments will be delivered in six and twelve months upon the successful fulfillment of the agreement. | 'Deliverable in three increments of 25,000 each. The first 25,000 shares will be delivered upon the execution of the agreement and the other two will be delivered in six and twelve months upon the successful fulfillment of the agreement. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of agreement | ' | ' | ' | ' | ' | '12 months | '2 years | ' | '12 months | '12 months | ' | '12 months | ' |
Periodic service fee | ' | ' | ' | ' | ' | 14,250 | ' | ' | 500 | ' | ' | ' | ' |
Onetime service fee | ' | ' | ' | ' | ' | 250 | ' | ' | ' | ' | ' | ' | ' |
Description of renewal fee | ' | ' | ' | ' | ' | ' | ' | ' | 'The agreement can be renewed for up to two additional years for a fee of $500 for the first renewal year and $750 for the second renewal year. | ' | ' | ' | ' |
Warrants issued description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Company also issued one warrant attached to each share of stock. | ' |
Warrants exercise price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.50 | ' |
Warrants issued for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000 | ' |
Agreement renewal fee for first year | ' | ' | ' | ' | ' | ' | ' | ' | 500 | ' | ' | ' | ' |
Agreement renewal fee for second year | ' | ' | ' | ' | ' | ' | ' | ' | $750 | ' | ' | ' | ' |
Commitments_Details_4
Commitments (Details 4) (USD $) | 12 Months Ended | 1 Months Ended | 1 Months Ended | |||
Dec. 31, 2012 | 31-May-10 | 11-May-10 | Apr. 30, 2010 | Aug. 31, 2010 | Aug. 31, 2010 | |
Max audio technology [Member] | Max audio technology [Member] | Finder's fee agreement [Member] | Consulting Agreement Unrelated Third Party Four [Member] | Consulting Agreement Unrelated Third Party Five [Member] | ||
Individual | ||||||
Commitments (Textual) | ' | ' | ' | ' | ' | ' |
Shares Issued Under Share Exchange Agreement | 24,752,475 | 30,000,000 | ' | ' | ' | ' |
Number of individuals in share exchange agreement | ' | 2 | ' | ' | ' | ' |
Value of shares issued under share exchange agreement | ' | $7,500,000 | ' | ' | ' | ' |
Par value of shares issued under share exchange agreement | ' | ' | $0.25 | ' | ' | ' |
Period of employment agreement | ' | '10 years | ' | ' | ' | ' |
Periodic compensation during period for services | ' | 8,500 | ' | ' | ' | ' |
Periodic commission percentage of all profits derived from the sales of all products and services | ' | 5.00% | ' | ' | ' | ' |
Percentage of fee to be paid in cash under agreement | ' | ' | ' | '10% fee in cash equal to 10% of the dollar amount of securities purchased. | ' | '10% compensation for each gross dollar received by the Company. |
Percentage of fee to be paid in warrants under agreement | ' | ' | ' | '10% fee in warrants equal to 10% of the number of shares of stock purchased. | ' | ' |
Shares issued in exchange of services | ' | ' | ' | ' | 100,000 | ' |
Number of shares to be issued periodically as compensation of services | ' | ' | ' | ' | 100,000 | ' |
Description for renewal of agreement term | ' | ' | ' | ' | 'Continue to renew for three month intervals unless cancelled by either party. | ' |
Period of agreement | ' | ' | ' | ' | '3 months | ' |
Agreement cancellation date | ' | 2-Jan-11 | ' | ' | 1-Nov-10 | 15-Feb-11 |
Payment of periodic allowance for general expenses | ' | ' | ' | ' | ' | $500 |
Commitments_Details_5
Commitments (Details 5) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | ||||||||||||
Dec. 31, 2010 | Feb. 28, 2011 | Mar. 31, 2011 | Jun. 30, 2011 | Jun. 30, 2011 | Jul. 31, 2011 | Jul. 01, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Sep. 30, 2011 | Sep. 30, 2011 | Sep. 30, 2011 | Sep. 30, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | |
Consulting and Advertising Services [Member] | Public Relations and Communications Services Agreement [Member] | Public Relations and Communications Services Agreement One [Member] | Consulting and Business Services Agreement [Member] | Software and Computer Technology Services Agreement [Member] | Trade Show Services Consulting Agreement [Member] | Trade Show Services Consulting Agreement [Member] | Software and Computer Technology Services Agreement One [Member] | Software and Computer Technology Services Agreement One [Member] | Software and Computer Technology Services Agreement One [Member] | Consulting and Business Services Agreement One [Member] | Consulting and Business Services Agreement One [Member] | Consulting and Business Services Agreement One [Member] | Investor Relation Services Consulting Agreement [Member] | Advisory board consulting agreement [Member] | Advisory board consulting agreement [Member] | Advisory board consulting agreement [Member] | |
Minimum [Member] | Maximum [Member] | Individual | Minimum [Member] | Maximum [Member] | Individual | Minimum [Member] | Maximum [Member] | ||||||||||
Commitments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in exchange of services | 250,000 | 500,000 | 1,000,000 | 100,000 | ' | 6,500 | ' | 76,483 | ' | ' | 100,000 | ' | ' | 400,000 | 100,000 | ' | ' |
Additional shares issued under consulting agreement to be issue | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consulting agreement cancelled description | 'The agreement was cancelled in 2011 and the additional 750,000 shares were never issued. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of agreement | ' | '1 year | '1 year | '5 years | '1 year | ' | ' | '1 year | ' | ' | '5 years | ' | ' | '6 months | '5 years | ' | ' |
Number of individual to provide for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | 5 | ' | ' |
Description of consultant fee | ' | ' | ' | ' | 'The consultant will be paid $70 per hour with $50 per hour paid in cash and $20 per hour paid in Company stock at $0.10 per share. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consultation fee payable per hour | ' | ' | ' | ' | $70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consultant fee paid in cash per hour | ' | ' | ' | ' | 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of consultant fee paid in stock per hour | ' | ' | ' | ' | $20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share price of issued stock | ' | ' | ' | ' | ' | ' | $0.08 | ' | $0.10 | $0.39 | ' | $0.23 | $0.39 | $0.25 | ' | $0.47 | $0.88 |
Commitments_Details_6
Commitments (Details 6) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||
Mar. 31, 2013 | Dec. 31, 2012 | Dec. 11, 2012 | Aug. 31, 2012 | Dec. 31, 2012 | Aug. 22, 2012 | Sep. 30, 2012 | Sep. 30, 2010 | Aug. 31, 2012 | Dec. 31, 2013 | Aug. 03, 2012 | Sep. 30, 2012 | Jul. 31, 2013 | Jul. 08, 2013 | Sep. 30, 2013 | Jul. 31, 2013 | |
Consulting Agreement [Member] | Consulting Agreement [Member] | Consulting Agreement [Member] | Operating Lease Agreements [Member] | Operating Lease Agreements [Member] | Endorsement Agreement [Member] | Endorsement Agreement [Member] | Endorsement Agreement [Member] | Licensing Agreement [Member] | Financial Advisor Agreement [Member] | Financial Advisor Agreement [Member] | Digital Content Distribution Agreement [Member] | Digital Content Distribution Agreement [Member] | ||||
Commitments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of period of consulting agreement | ' | ' | ' | 'From period from September 1, 2012 through August 31, 2013. | 'From period December 1, 2012 through November 30, 2013. | ' | ' | ' | 'From August 3, 2012 through August 3, 2015. | ' | ' | 'From period September 14, 2012 through September 14, 2013. | ' | ' | ' | ' |
Shares issued in exchange of services | ' | ' | ' | 500,000 | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' |
Fair value of shares issued for services under agreement | ' | ' | ' | $150,000 | ' | ' | ' | ' | $960,000 | ' | ' | ' | ' | ' | ' | ' |
Per share price of issued stock | ' | ' | ' | ' | ' | $0.30 | ' | ' | ' | ' | $0.30 | ' | ' | ' | ' | ' |
Description for share delivery | ' | ' | ' | ' | ' | ' | ' | ' | 'The delivery of the shares will be made in four 750,000 tranches to coincide with each of the four points listed below: Record two (2) one-minute video endorsements (English and Spanish) Release of Mobile Application Use of MAXD HD technology in the next two major music projects. Any addition projects that effectively promote the use of MAXD technology. | ' | ' | ' | ' | ' | ' | ' |
Deferred compensation | ' | 480,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Endorsement expense | 480,000 | 480,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description for extension period of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The agreement will automatically extend on a year to year basis unless terminated by either party. | ' | ' | ' | ' |
Non refundable upfront fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000 | ' | ' | ' | ' |
Technical support payment rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250 | ' | ' | ' | ' |
Monthly consulting fee | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes payable | ' | ' | 120,000 | ' | 120,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price of debt into shares | ' | ' | $0.50 | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Bonus description | ' | ' | ' | ' | 'A bonus may be provided for $26,000 after one year of service in the sole discretion of the Company. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares returned to company upon cancellation of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' |
Warrants issued for services | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of warrants | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercise price | ' | ' | ' | ' | $0.45 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease expiration period | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' |
Total base rent due during the term of the lease | ' | ' | ' | ' | ' | ' | ' | 134,880 | ' | ' | ' | ' | ' | ' | ' | ' |
Operating monthly lease rate | ' | ' | ' | ' | ' | ' | 1,585 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease expiration date | ' | ' | ' | ' | ' | ' | ' | 30-Sep-13 | ' | ' | ' | ' | ' | ' | ' | ' |
Advisor Agreement Fee Description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Fee of $25,000 with an additional $7,500 due and payable on the 1st day of the subsequent five months. | ' | ' | ' |
Shares Issued For Advisory Services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' |
Term Of Agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | '1 year |
Shares Issued For Advisory Services Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 315,000 | ' | ' |
Earnings on content downloaded, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 120,000 |
Agreement Fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50,000 | $25,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 | Jul. 30, 2013 | Dec. 11, 2012 | Feb. 17, 2011 | Jun. 30, 2010 | Dec. 31, 2010 | Dec. 31, 2009 | Jun. 02, 2010 | 28-May-09 | Oct. 31, 2008 | Oct. 14, 2008 | 31-May-13 | Oct. 31, 2008 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2009 | Dec. 31, 2008 | 11-May-09 | Dec. 31, 2009 | Dec. 31, 2010 | Feb. 17, 2011 | 22-May-09 | Dec. 31, 2010 | 26-May-09 | Aug. 13, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Oct. 31, 2013 | 28-May-09 | Dec. 31, 2011 | Nov. 10, 2009 | Dec. 31, 2011 | Feb. 17, 2011 | Mar. 25, 2010 | Dec. 31, 2011 | |
Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Founder [Member] | Founder [Member] | President and CEO[Member] | President and CEO[Member] | President and CEO[Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loan Payable 1 [Member] | Loan Payable 2 [Member] | Loan Payable 2 [Member] | Loan Payable 2 [Member] | Loan Payable 3 [Member] | Loan Payable 3 [Member] | Loan Payable 4 [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit 1 [Member] | Line of Credit 1 [Member] | Line of Credit 2 [Member] | Line of Credit 2 [Member] | Line of Credit 3 [Member] | Line of Credit 3 [Member] | Line of Credit 3 [Member] | ||||||||
Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | Principal stockholder [Member] | |||||||||||||||||||
Related Party Transactions (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $18,803 | $9,500 | ' | ' | ' | $15,000 | ' | $16,700 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate on notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.25% | ' | 3.25% | 3.25% | ' | ' | 3.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt repaid to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000 | 3,803 | 15,000 | ' | 1,500 | 6,000 | ' | ' | 15,700 | ' | 28,000 | 150,213 | 460,580 | ' | ' | ' | ' | ' | ' | ' | ' |
Repaid accrued interest on notes payable to related party transaction | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,116 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repaid Accrued interest on line of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,283 | 150,213 | ' | ' | ' | ' | ' | ' | ' |
Period of line of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | '2 years | ' | ' | '2 years | ' |
Fair value of line of credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | 500,000 | ' |
Principal stockholder amount advanced to company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | 100,000 | ' | ' | 360,580 |
Line of credit, interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | 3.25% | ' | 3.25% | ' | ' | 3.25% | ' |
Shares issued in conversion of debt | ' | 10,477,367 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 909,091 | ' | ' |
Conversion of debt | ' | 947,744 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' |
Conversion price of debt into shares | ' | ' | ' | ' | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock value issued for services | ' | ' | ' | ' | 44,900 | ' | ' | ' | ' | ' | ' | ' | ' | 44,900 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock shares issued for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share price of issued stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued during stock splits | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in shares after forward split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 179,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of shares after forward split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of employment agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Periodic compensation during period for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,000 | 18,000 | 216,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage commission on sales | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued compensation convertible amount | ' | ' | ' | ' | ' | ' | ' | 144,000 | 283,652 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares issued for accrued compensation | ' | ' | ' | ' | ' | ' | ' | 1,309,091 | 945,507 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of share issued for accrued compensation | ' | ' | ' | ' | ' | ' | ' | $0.11 | ' | ' | ' | $0.30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
In kind contribution of rent - related party | 2,913 | ' | 9,450 | 12,600 | 2,913 | ' | ' | ' | ' | 9,450 | 12,600 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit | ' | 150,000 | ' | ' | ' | 28,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument principal amount and accrued interest | ' | $150,213 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, interest rate | ' | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Litigation_Details
Litigation (Details) (USD $) | 0 Months Ended | ||
Mar. 05, 2013 | Feb. 21, 2012 | Feb. 06, 2012 | |
Litigation (Textual) | ' | ' | ' |
Restricted stock not owned by former consultant | ' | ' | 750,000 |
Shares issued to former consultant returned to treasury | 750,000 | ' | ' |
Case seeks in excess of the jurisdictional amount | ' | $50,000 | $50,000 |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | |||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ||
Finite-Lived Intangible Asset, Useful Life | '10 years | ' | ||
Accumulated amortization | ($343,898) | ' | ||
Finite-Lived Intangible Assets, Net | 16,803,954 | 17,455,863 | ||
Distribution rights [Member] | ' | ' | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ||
Finite-Lived Intangible Asset, Useful Life | '10 years | ' | ||
Intangible Assets, Gross (Excluding Goodwill) | 9,647,577 | [1] | 9,655,588 | |
Trademarks [Member] | ' | ' | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ||
Finite Lived Intangible Asset Useful Life Description | 'Idefinite | ' | ||
Intangible Assets, Gross (Excluding Goodwill) | 7,500,000 | 7,500,000 | ||
Computer Software, Intangible Asset [Member] | ' | ' | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ||
Finite-Lived Intangible Asset, Useful Life | '3 years | ' | ||
Intangible Assets, Gross (Excluding Goodwill) | ' | 300,000 | [2] | |
Other [Member] | ' | ' | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ||
Finite Lived Intangible Asset Useful Life Description | 'Idefinite | ' | ||
Intangible Assets, Gross (Excluding Goodwill) | $275 | $275 | ||
[1] | During the year ended December 31, 2013, the Company received $8,011 as a refund in cash from the seller of the distribution rights. The refund reduced the carrying value of the purchased intangible. | |||
[2] | During the year ended December 31, 2013, the Company entered into a settlement agreement with the seller of the software to reverse the original transaction which included the issuance of 3,000,000 shares of common stock in exchange for the software. The Company received back 3,000,000 shares of common stock which was recorded as treasury stock in exchange of returning the software to the seller. Upon the return of the shares, the Company recognized a gain of $220,000 based on the quoted trading price of the Company's common stock, which was the best evidence of fair value. |
Intangible_Assets_Details_1
Intangible Assets (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Year ending December 31: | ' | ' |
Finite-Lived Intangible Assets, Net | $16,803,954 | $17,455,863 |
Future Amortization [Member] | ' | ' |
Year ending December 31: | ' | ' |
2014 | 965,559 | ' |
2015 | 965,559 | ' |
2016 | 965,559 | ' |
2017 | 965,559 | ' |
2018 | 965,559 | ' |
Thereafter | 4,475,884 | ' |
Finite-Lived Intangible Assets, Net | $9,303,679 | ' |
Intangible_Assets_Details_Text
Intangible Assets (Details Textual) (USD $) | 12 Months Ended | 97 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Intangible Assets (Textual) | ' | ' | ' |
Common stock, Repurchased | 3,000,000 | ' | ' |
Common stock, Repurchased value | $220,000 | ' | ' |
Cash received related to acquisition | 8,011 | ' | 8,011 |
Amortization of Intangible Assets | $343,898 | ' | $343,898 |
Stock issued during period, shares, new issues | 3,000,000 | ' | ' |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 12 Months Ended | 1 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2010 | Jan. 31, 2014 | Feb. 27, 2014 | Feb. 20, 2014 | Feb. 26, 2014 | Jan. 28, 2014 | |
Subsequent Event [Member] | Agreement 1 [Member] | Agreement 2 [Member] | Agreement 3 [Member] | Agreement 3 [Member] | |||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Subsequent Events (Textual) | ' | ' | ' | ' | ' | ' | ' |
Convertible note | ' | ' | ' | $282,778 | $50,000 | ' | $25,000 |
Debt instrument, maturity date | ' | ' | ' | 26-Feb-15 | 19-Sep-15 | ' | 27-Jan-15 |
Interest rate | ' | ' | ' | 4.00% | 5.00% | ' | 10.00% |
Debt instrument term, Description | ' | ' | ' | ' | 'The note matures on September 19, 2015 and bears a onetime interest charge of 5% after 90 days. | ' | ' |
Description of conversion price | ' | ' | ' | 'The conversion price equals the "Variable Conversion Price", which is 75% of the "Market Price", which is the average the three (3) lowest closing bid prices for the common stock during the ten (10) trading day period prior to the conversion. | 'The conversion price equals the "Variable Conversion Price", which is 70% of the "Market Price", which is the average of the lowest three (3) trading prices for the common stock during the fifteen (15) trading day period prior to the conversion. | ' | 'The conversion price equals the "Variable Conversion Price", which is 70% of the "Market Price", which is the average the closing bid prices for the lowest three (3) trading prices of the common stock during the twenty (20) trading day period prior to the conversion. |
Period of rights to convert unpaid principal amount into common share | ' | ' | ' | '6 months | '6 months | ' | '6 months |
Number of warrants issued by the company | 2,000,000 | 1,200,000 | ' | 250,000 | ' | ' | ' |
Warrants exercise price | ' | ' | ' | $0.40 | ' | ' | ' |
Conversion of debt | 947,744 | ' | ' | ' | ' | ' | ' |
Shares issued in conversion of debt | 10,477,367 | ' | ' | ' | ' | ' | ' |
Discount on issuance of convertible notes | ' | ' | ' | 32,778 | ' | ' | ' |
Proceeds from convertible note | ' | ' | ' | $250,000 | $50,000 | $25,000 | ' |
Warrants exercisable term | ' | ' | ' | '3 years | ' | ' | ' |
Shares returned to company upon cancellation of agreement | ' | ' | 3,000,000 | ' | ' | ' | ' |