NOTE 4 - NOTES PAYABLE | Notes payable Notes payable at March 31, 2017 and December 31, 2016 consisted of the following: Final Maturity Interest Rate March 31, 2017 December 31, 2016 Morchester International Limited July 14,2012 15% $ 35,429 $ 35,429 Morchester International Limited July 14,2012 8% 10,000 10,000 PowerUp Lending Group, Ltd February 22, 2017 33% - 13,934 Auctus Private Equity Fund, LLC June 27, 2017 N/A 10,303 25,758 PowerUp Lending Group, Ltd May 6,2017 46% 23,921 42,999 PowerUp Lending Group, Ltd July 20, 2017 46% 22,511 35,230 Total $ 102,164 $ 163,350 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 issued to Morchester International Limited not purchased by Tarpon are currently in default. The default had no effect on the notes interest rate. On May 6, 2016, the Company entered into a third loan agreement with PowerUp for $60,000. Total repayment amount for the loan is $76,000. The loan is payable daily at $360 and secured by all of the Companys assets. As of March 31, 2017, the loan has been paid off. On June 27, 2016, the Company reached a settlement agreement with Auctus. Pursuant to the settlement agreement, the Company agreed to pay $61,819 in full and final settlement of all outstanding convertible notes and accrued interest. During the three months ended March 31, 2017, the Company made payments totaling $15,455. On July 28, 2016, the Company entered into a fourth loan agreement with PowerUp for $75,000. Total repayment amount for the loan is $95,250. The loan is payable daily at $451 and secured by all of the Companys assets. As of March 31, 2017, balance of this note was $23,921. On September 14, 2016, the Company entered into a fifth loan agreement with PowerUp for $50,000. Total repayment amount for the loan is $63,500. The loan is payable daily at $301 and secured by all of the Companys assets. As of March 31, 2017, balance of this note was $22,511. Convertible notes payable Convertible notes payable, at March 31, 2017 and December 31, 2016, consisted of the following: Interest Rate March 31, 2017 December 31, 2016 JSJ Investments, Inc. 10%~12% $ 128,853 $ 128,853 LG Capital Funding, LLC 8% 6,514 8,707 WHC Capital, LLC 12% 116,936 116,936 Beaufort Capital Partners, LLC 12% 10,966 10,966 Tangiers Investment Group, LLC 0%~10% 48,394 48,394 GSM Fund Management, LLC 12% 38,442 38,442 Microcap Equity Group, LLC 10% 18,892 18,892 Virtual Technology Group, Ltd 24% 481,500 481,500 Gold Globe Investments Ltd 24% 2,324,000 2,324,000 Vista Capital Investments, LLC. 12% 5,800 5,800 Subtotal 3,180,296 3,182,489 Debt discount - (47,478 ) Total $ 3,180,296 $ 3,135,011 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. As of March 31, 2017, the remaining principal of $10,670 has not been converted. The note is currently in default. The default had no effect on the notes interest rate. 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 Companys 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. As of March 31, 2017, balance of this note was $45,560. On January 20, 2015, the Company entered into a convertible promissory note with JSJ for $40,000. The note bears interest at 12% and matured 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 Companys 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. The default had no effect on the notes interest rate. As of March 31, 2017, balance of this note was $40,000. 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 matured on January 20, 2015. JSJ has the right to convert the balance outstanding into the Companys 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. The note is currently in default. The default had no effect on the notes interest rate. As of March 31, 2017, balance of this note was $32,623. LG Capital Funding, LLC On November 10, 2014, the Company entered into a convertible promissory note with LG for $37,000. The note matured on November 10, 2015. LG has the right after a period of 180 days to convert the balance outstanding into the Companys 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 three months ended March 31, 2017, the Company issued 61,115,600 shares of common stock for the conversion of this note in the amount of $2,193 and accrued interest of $863. As of March 31, 2017, balance of this note was $6,514. The note is currently in default and has a default interest rate of 24% per annum. 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 matured 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 Companys 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. 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. As of March 31, 2017, balance of this note was $116,936. 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 Companys 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. As of March 31, 2017, balance of this note was $10,966. This note is currently in default. The default had no effect on the notes interest rate. 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 matured on October 13, 2015. Tangiers has the right after a period of 180 days to convert the balance outstanding into the Companys common stock at a rate equal to 45% of the lowest trading prices during the twenty trading days prior to the conversion date. As of March 31, 2017, balance of this note was $15,393. This note is currently 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 matured on October 13, 2015. Tangiers has the right after a period of 180 days to convert the balance outstanding into the Companys 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. 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 matured on January 30, 2016. GSM has the right after a period of 180 days to convert the balance outstanding into the Companys 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. As of March 31, 2017, balance of this note was $38,442. The note is currently in default and has a default interest rate of 18%. 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 matured on January 23, 2017. Microcap has the right to convert the balance outstanding into the Companys 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. As of March 31, 2017, balance of this note was $18,892. The note became in default on January 23, 2017. The default had no effect on the notes interest rate. 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 Companys 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 Companys shares are traded in the OTCQB or during the ten trading days prior to the conversion date when the Companys 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. As of March 31, 2017, balance of this note was $481,500. The note became in default on January 23, 2017 and has a default interest rate of 24% per annum. 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 Companys 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 Companys shares are traded in the OTCQB or during the ten trading days prior to the conversion date when the Companys shares are traded on another exchange. On December 3, 2014, $45,000 of this note was replaced with a note issued to Tangiers. As of March 31, 2017, balance of this note was $2,324,000. The note became in default on January 23, 2017 and has a default interest rate of 24% per annum. 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 Companys 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. As of March 31, 2017, balance of this note was $5,800 which matured on April 15, 2016. The note is currently in default. The default had no effect on the notes interest rate. Debt Discount The table below presents the changes of the debt discount during the three months ended March 31, 2017: Amount December 31, 2016 $ 47,478 Amortization (47,478 ) March 31, 2017 $ - 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 in default. As of March 31, 2017, the Company had advances of $3,400 from its officer. The advances form the officers are due on demand, unsecured with no interest. |