NOTE 6 - NOTES PAYABLE | Notes payable Notes payable at December 31, 2015 and 2014 consisted of the following: Final Maturity Interest Rate December 31, 2015 December 31, 2014 Morchester International Limited 7/14/12 15 % 35,429 35,429 Morchester International Limited 7/14/12 8 % 10,000 10,000 PowerUp Lending Group, Ltd. 8/15/16 43 % 96,428 - PowerUp Lending Group, Ltd. 8/5/16 54 % 46,429 - Total $ 188,286 $ 45,429 On December 9, 2011, Elray entered into an Amended Splitrock Agreement whereby the Company acquired certain assets and liabilities of Splitrock. As part of the liabilities assumed in terms of the Amended Splitrock Agreement, the Company assumed notes payable of $292,929 bearing interest of 8% or 15% per annum. On January 27, 2014, the court granted an approval of the settlement agreement with Tarpon whereby the Company would issue shares to Tarpon for resale to pay off certain liabilities. As a result, principal of $247,500 and associated accrued interest acquired by Tarpon were reclassified to settlement payable. The remaining notes not purchased by Tarpon are currently in default. On October 19, 2015, the Company entered into a loan agreement with PowerUp Lending Group, Ltd. ("PowerUp") for $125,000. Total repayment amount for the loan is $168,750. The loan is payable daily at $804. On December 10, 2015, the Company entered into another loan agreement with PowerUp for $50,000. Total repayment amount for the loan is $67,500. The loan is payable daily at $402. Convertible notes payable Convertible notes payable at December 31, 2015 and 2014 consisted of the following: Interest Rate December 31, 2015 December 31, 2014 JSJ Investments, Inc. 10~12 % $ 133,293 $ 60,670 KBM Worldwide, Inc. 8 % - 140,000 LG Capital Funding, LLC 8 % 28,250 72,000 Tarpon 10 % - 30,475 WHC Capital, LLC 12 % 116,936 75,000 Beaufort Capital Partners, LLC 12 % 10,966 21,000 Tangiers Investment Group, LLC 0%~10 % 69,356 133,000 Darling Capital, LLC 8 % - 25,000 GSM Fund Management , LLC 12 % 48,666 - Auctus Private Equity Fund, LLC 8 % 40,000 40,000 Microcap Equity Group , LLC 10 % 18,892 - Virtual Technology Group, Ltd 0 % 481,500 695,000 Gold Globe Investment Ltd 0 % 2,324,000 2,380,000 Vista Capital Investments, LLC 12 % 5,800 5,800 Subtotal 3,277,659 3,677,945 Debt discount (803,022 ) (1,998,018 ) Total $ 2,474,637 $ 1,679,927 JSJ Investments, Inc. On May 31, 2013, the Company entered into a convertible promissory note with JSJ Investments, Inc. ("JSJ") for $50,000. The note matured on December 2, 2013. The note holder has the option to convert the note to common shares in the Company at a discount of 50% of the average closing price over the last 120 days prior to conversion, or the average closing price over the last seven days prior to conversion. During the years ended December 31, 2015 and 2014, JSJ converted $0 and $27,930, respectively, of this note to 0 and 1 share of common stock. As of December 31, 2015, the remaining principal of $10,670 has not been converted. On August 21, 2014, the Company entered into a convertible promissory note with JSJ for $50,000 cash. The note matured on February 21, 2015. Upon the maturity, the note has a cash redemption premium of 150% of the principal amount. The note is convertible to the Company's common shares at a discount of 60% of the average of the three lowest bids on the twenty days before the date this note is executed, or 60% of the average of the three lowest bids during the twenty trading days preceding the delivery of any conversion notice, whichever is lower. The note is currently in default and has a default interest rate of 20% per annum. On January 20, 2015, the Company entered into a convertible promissory note with JSJ for $40,000. The note bears interest at 12% and matures on July 20, 2015. Upon the maturity, the note has a cash redemption premium of 150% of the principal amount. The note is convertible to the Company's common shares at 40% of the lowest trading price on the twenty days before the date this note is executed, or 40% of the lowest trading price during the twenty trading days preceding the delivery of any conversion notice, whichever is lower. The note is currently in default. On January 20, 2015, the Company entered into a convertible promissory note with JSJ for $60,000, which was issued in exchange for a portion of the promissory note issued to VTG on January 23, 2014. The note bears interest at 12% and matures on January 20, 2015. JSJ has the right to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the lowest trading price on the twenty days before the date this note is executed, or 50% of the lowest trading price during the twenty trading days preceding the delivery of any conversion notice, whichever is lower. The Company recorded a loss on extinguishment of debt of $441 related to the exchange. During the year ended December 31, 2015, JSJ converted $27,377 of its note to 630,361 shares of common stock. As of December 31, 2015, balance of this note was $32,623. KBM Worldwide, Inc. On June 26, 2014, the Company entered into a convertible promissory note with KBM Worldwide Inc. ("KBM") for $32,500. The note matures on March 30, 2015. During the year ended December 31, 2015, the Company issued 4,436 shares of common stock for the conversion of the entire note and accrued interest of $1,300. On August 12, 2014, the Company entered into a convertible promissory note with KBM for $32,500. The note matures on May 14, 2015. During the year ended December 31, 2015, the Company issued 50,381 shares of common stock for the conversion of the note in the amount of $32,500 and accrued interest of $1,300. On October 2, 2014, the Company entered into a convertible promissory note with KBM for $37,500. The note matures on July 7, 2015. During the year ended December 31, 2015, KBM converted $23,920 of this note to 2,566,169 shares of common stock. On November 10, 2014, the Company entered into a convertible promissory note with KBM for $37,500. The note matures on August 12, 2015. On October 12, 2015, the Company reached a mutual agreement with KBM. Pursuant to the mutual agreement, the Company paid KBM $50,000 in full and final settlement of all outstanding convertible notes and accrued interest. The Company recorded a gain of $80,786 related to this settlement. LG Capital Funding, LLC On November 10, 2014, the Company entered into a convertible promissory note with LG Capital Funding, LLC ("LG") for $37,000. The note matures on November 10, 2015. LG has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the average lowest three trading prices during the fifteen trading days prior to the conversion date. During the year ended December 31, 2015, the Company issued 6,697,426 shares of common stock for the conversion of this note in the amount of $8,750 and accrued interest of $493. The note is currently in default and has a default interest rate of 24% per annum. On November 10, 2014, the Company entered into a convertible promissory note with for $50,000, which was issued in exchange for a portion of the promissory note issued to VTG on January 23, 2014. The note bears interest at 8% and matures on November 10, 2015. LG has the right to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the average lowest three trading prices during the fifteen trading days prior to the conversion date. The Company recorded a loss on extinguishment of debt of $46,981 related to the exchange. During the year ended December 31, 2015, the Company issued 546,961 shares of common stock for the conversion of this note in the amount of $35,000 and accrued interest of $909. During the year ended December 31, 2014, the Company issued 420 shares of common stock for the conversion of this note in the amount of $15,000 and accrued interest of $66. Tarpon On February 3, 2014, the Company entered into a convertible promissory note with Tarpon in the amount of $132,000. The promissory note was issued on terms of a court granted and approved settlement agreement with Tarpon on January 27, 2014. See Note 5. The note bears interest at 10% and matured on August 3, 2014. Tarpon has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the lowest closing bid price in the 20 trading days prior to the conversion date. For interest that accrues pursuant to this note, the conversion price shall be at $0.001 regardless of the trading price. The conversion price should also be adjusted if the Company issued any shares, prior to the conversion of the note, at a price lower than the conversion price. During the year ended December 31, 2015, the Company issued 33,119 shares of common stock for the conversion of this note in the amount of $30,475 and accrued interest and fees of $7,742. WHC Capital, LLC On September 23, 2014, the Company entered into a convertible promissory note with WHC Capital, LLC ("WHC") for $75,000. The note bears interest at 12% and matures on September 23, 2015. WHC has the right at any time during the period beginning on the date of this note to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the lowest intra-day trading price during the fifteen trading days prior to the conversion date. During the year ended December 31, 2015, WHC converted $42 of this note to 8,448 shares of common stock. On September 23, 2015, the Company failed to repay the outstanding balance of this note and a penalty of $41,978 was added to the outstanding balance pursuant to the note terms. This note is currently in default and has a default interest rate of 22% per annum. Beaufort Capital Partners, LLC On September 2, 2014, the Company entered into a convertible promissory note with Beaufort Capital Partners, LLC ("Beaufort") for $21,000. The note matured on March 2, 2015. Beaufort has the right after the maturity date to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the lowest trading prices during the fifteen trading days prior to the conversion date. Under certain conditions, the conversion price would be reset to $0.0001 or 65% off the lowest price of the previous five trading days. During the year ended December 31, 2015, the Company issued 1,206,880 shares of common stock for the conversion of this note in the amount of $10,034. This note is currently in default. Tangiers Investment Group, LLC On October 13, 2014, the Company entered into a convertible promissory note with Tangiers Investment Group LLC ("Tangiers") for $55,000. The note matures on October 13, 2015. Tangiers has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 45% of the lowest trading prices during the twenty trading days prior to the conversion date. During the year ended December 31, 2015, the Company issued 17,363,872 shares of common stock for the conversion of this note in the amount of $18,644. This note is currently in default and has a default interest rate of 20% per annum. On October 13, 2014, the Company entered into a convertible promissory note with Tangiers for $33,000. The note bears interest at 10% and matures on October 13, 2015. Tangiers has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 45% of the lowest trading prices during the twenty trading days prior to the conversion date. This note is currently in default and has a default interest rate of 20% per annum. On December 3, 2014, the Company entered into a convertible promissory note with Tangiers for $45,000, which was issued in exchange for a portion of the promissory note issued to GGIL on January 23, 2014. The note matures on December 3, 2015. Tangiers has the right to convert the balance outstanding into the Company's common stock at a rate equal to 45% of the lowest three trading price during the ten trading days prior to the conversion date. During the year ended December 31, 2015, the Company issued 347,369 shares of common stock for the conversion of the entire note. Darling Capital LLC On November 6, 2014, the Company entered into a convertible promissory note with Darling Capital LLC ("Darling") for $25,000. The note matures on August 6, 2015. Darling has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the average of the lowest three trading prices during the fifteen trading days prior to the conversion date. During the year ended December 31, 2015, the Company issued 951,133 shares of common stock for the conversion of this note in the amount of $25,000 and accrued interest and fees of $11,245. GSM Fund Management LLC On January 30, 2015, the Company entered into an assignment and modification agreement to assign $62,500 of the convertible promissory note of VTG dated January 23, 2014 to GSM Fund Management LLC ("GSM"). The note bears interest at 12% and matures on January 30, 2016. GSM has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the lowest closing bid price in the 15 trading days prior to the conversion date. The Company recorded a loss on extinguishment of debt of $52,364 related to the exchange. During the year ended December 31, 2015, the Company issued 1,251,479 shares of common stock for the conversion of this note in the amount of $13,834. Auctus Private Equity Fund LLC On November 7, 2014, the Company entered into a convertible promissory note with Auctus Private Equity Fund LLC ("Auctus") for $40,000. The note matures on August 7, 2015. Auctus has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 50% of the average of the lowest two trading prices during the twenty-five trading days prior to the conversion date. This note is currently in default and has a default interest rate of 22% per annum. During the year ended December 31, 2015, the Company issued 4,342,628 shares of common stock for the conversion of accrued interest of $2,458. Microcap Equity Group, LLC On February 23, 2015, the Company entered into a convertible promissory note with Microcap Equity Group LLC ("Microcap") for $20,000, which was issued in exchange for a portion of the promissory note issued to VTG on January 23, 2014. The note matures on January 23, 2017. Microcap has the right to convert the balance outstanding into the Company's common stock at a rate equal to 40% of the lower of the lowest bid price during the thirty trading days prior to the conversion date, or the lowest bid price on the day that the converted shares are cleared for physical delivery. The Company recorded a loss on extinguishment of debt of $28,213 related to the exchange. During the year ended December 31, 2015, Microcap converted $1,108 of this note to 1,600,000 shares of common stock. Virtual Technology Group, Ltd. On January 23, 2014, the Company entered into a convertible promissory note with VTG for $1,500,000. VTG has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 100% of the average of the closing bid prices for the seven trading days prior to the conversion date when the Company's shares are traded in the OTCQB or during the ten trading days prior to the conversion date when the Company's shares are traded on another other exchange. On November 10, 2014, $50,000 of this note was replaced with a note issued to LG. On January 20, January 23 and January 30, 2015, $60,000, $20,000 and $62,500 of this note were replaced with notes issued to JSJ, Microcap and GSM. During the year ended December 31, 2015, the Company issued 1,813 shares of common stock for the conversion of $71,000 of this note. Gold Globe Investments, Ltd. On January 23, 2014, the Company entered into a convertible promissory note with GGIL for $2,800,000. GGIL has the right after a period of 180 days to convert the balance outstanding into the Company's common stock at a rate equal to 100% of the average of the lowest three trading prices during the seven trading days prior to the conversion date when the Company's shares are traded in the OTCQB or during the ten trading days prior to the conversion date when the Company's shares are traded on another exchange. On December 3, 2014, $45,000 of this note was replaced with a note issued to Tangiers. During the year ended December 31, 2015, the Company issued 1,729 shares of common stock for the conversion of $56,000 of this note. Vista Capital Investments, LLC On April 15, 2014, the Company entered into a convertible promissory note with Vista Capital Investments, LLC ("Vista") for $250,000. The note has an original issuance discount of $25,000. The note matures 2 years from the date of each payment of the principal from Vista. In the event that the note remains unpaid at maturity date, the outstanding balance shall immediately increase to 120% of the outstanding balance. Vista has the right to convert the outstanding balance into the Company's common stock at a rate equal to the lesser of $0.008 per share or 60% of the lowest trade occurring during the twenty-five consecutive trading days preceding the conversion date. Due to certain events that occurred during 2014, the conversion price has been reset to $0.005 per share or 50% of the lowest trade occurring during the twenty-five consecutive trading days preceding the conversion date. Pursuant to the agreement, if the conversion price calculated under this agreement is less than $0.01 per share, the principal amount outstanding shall increase by $10,000 ("Sub-Penny"). $25,000 net proceeds were received on April 23, 2014. The remaining fund of this note has not been received. During the year ended December 31, 2014, the Company issued 333 shares of common stock for the conversion of a portion of this note in the amount of $35,000. Debt Discount The table below presents the changes of the debt discount during the years ended December 31, 2015 and 2014: Amount December 31, 2013 $ 180,778 Additions 4,490,543 Amortization (2,673,303 ) December 31, 2014 1,998,018 Additions 40,000 Amortization (1,234,996 ) December 31, 2015 $ 803,022 Loans from shareholders On September 5, 2008, Elmside Pty Ltd, a company related to a former director, agreed to an interest free loan of $55,991 to the Company on an as-needed basis to fund the business operations and expenses of the Company until December 9, 2011, the due date of the loan. The note is currently in default. During the year ended December 31, 2014, the Company received a loan of $2,500 from its officer to open a new bank account. |