OriginClear (OCLN) 10-Q 21 May 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 18, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	ORIGINCLEAR, INC.
Entity Central Index Key	1,419,793
Trading Symbol	OCLN
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,018
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		146,539,983

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2018	Dec. 31, 2017
CURRENT ASSETS
Cash	$ 236,022	$ 439,822
Contracts receivable, less allowance for doubtful accounts of $6,996 and $6,996 respectively	432,148	490,441
Prepaid expenses	63,823	61,607
Inventory	13,614	13,614
Contract assets	214,067	88,589
Work in progress	84,157	84,157
TOTAL CURRENT ASSETS	1,043,832	1,178,230
NET PROPERTY AND EQUIPMENT	181,705	150,628
OTHER ASSETS
Other asset	19,538	19,538
Trademark	4,467	4,467
Security deposit	3,500	3,500
TOTAL OTHER ASSETS	27,505	27,505
TOTAL ASSETS	1,253,042	1,356,363
Current Liabilities
Accounts payable and other payable	962,909	827,656
Accrued expenses	965,981	932,092
Contract liabilities	141,198	154,048
Capital lease	42,822
Customer deposit and warrant reserve	133,950	133,950
Deferred income	45,300	15,500
Loan payable, truck	8,097	11,090
Derivative liabilities	17,418,475	5,531,183
Convertible promissory notes, net of discount of $304,401 and $591,835, respectively	877,417	766,931
Total Current Liabilities	20,596,149	8,372,450
Long Term Liabilities
Loan payable, long term portion		4,609
Convertible promissory notes, net of discount of $70,948 and $0, respectively	2,768,052	2,811,000
Total Long Term Liabilities	2,768,052	2,815,609
Total Liabilities	23,364,201	11,188,059
COMMITMENTS AND CONTINGENCIES (NOTE 8)
SHAREHOLDERS' DEFICIT
Common stock, $0.0001 par value, 900,000,000 shares authorized 135,587,180 and 112,888,964 equity shares issued and outstanding, respectively	13,559	11,289
Preferred treasury stock,1,000 and 1,000 shares outstanding, respectively
Additional paid in capital	59,225,143	58,618,560
Accumulated other comprehensive loss	(134)	(134)
Accumulated deficit	(81,349,728)	(68,461,412)
TOTAL SHAREHOLDERS' DEFICIT	(22,111,159)	(9,831,696)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	1,253,042	1,356,363
Series B Preferred Stock
SHAREHOLDERS' DEFICIT
Preferred stock value	1	1
Series C Preferred Stock
SHAREHOLDERS' DEFICIT
Preferred stock value

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Allowance for doubtful accounts	$ 6,996	$ 6,996
Discount on debt	304,401	591,835
Net of discount non current	$ 70,948	$ 0
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	750,000	750,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	900,000,000	900,000,000
Common stock, shares issued	135,587,180	112,888,964
Common stock, shares outstanding	135,587,180	112,888,964
Preferred treasury stock, shares outstanding	1,000	1,000
Series B Preferred Stock
Preferred stock, shares issued	3,333	3,333
Preferred stock, shares outstanding	3,333	3,333
Series C Preferred Stock
Preferred stock, shares issued	1,000	1,000
Preferred stock, shares outstanding	1,000	1,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Statement [Abstract]
Sales	$ 1,333,539	$ 672,129
Cost of Goods Sold	959,666	582,456
Gross Profit	373,873	89,673
Operating Expenses
Selling and marketing expenses	341,933	512,801
General and administrative expenses	686,618	624,530
Research and development	43,539	53,653
Depreciation and amortization expense	14,361	13,600
Total Operating Expenses	1,086,451	1,204,584
Loss from Operations	(712,578)	(1,114,911)
OTHER INCOME (EXPENSE)
Commitment fee	(220,283)
Gain (Loss) on net change in derivative liability and conversion of debt	(11,797,873)	1,072,096
Interest expense	(157,582)	(189,738)
TOTAL OTHER INCOME (EXPENSE)	(12,175,738)	882,358
NET LOSS	$ (12,888,316)	$ (232,553)
BASIC AND DILUTED LOSS PER SHARE ATTRIBUTABLE TO SHAREHOLDERS'	$ (0.11)	$ (0.01)
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING, BASIC AND DILUTED	123,062,170	25,082,031

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Shareholders' Deficit - 3 months ended Mar. 31, 2018 - USD ($)	Total	Preferred stock	Common stock	Additional Paid-in Capital	Accumulated Other Comprehensive loss	Accumulated Deficit
Beginning balance at Dec. 31, 2017	$ (9,831,696)	$ 1	$ 11,289	$ 58,618,560	$ (134)	$ (68,461,412)
Beginning balance, shares at Dec. 31, 2017		4,333	112,888,964
Common stock issuance for conversion of debt	193,309		$ 744	192,565
Common stock issuance for conversion of debt, shares			7,442,162
Common stock issued at fair value for services	402,512		$ 1,526	400,986
Common stock issued at fair value for services, shares			15,256,054
Stock option compensation cost	13,032			13,032
Net loss	(12,888,316)					(12,888,316)
Ending balance at Mar. 31, 2018	$ (22,111,159)	$ 1	$ 13,559	$ 59,225,143	$ (134)	$ (81,349,728)
Ending balance, shares at Mar. 31, 2018		4,333	135,587,180

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (12,888,316)	$ (232,553)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation and amortization	14,361	13,600
Common stock and warrants issued for services	402,512	464,027
Stock option and warrant compensation expense	13,032	34,600
(Gain) Loss on net change in valuation of derivative liability and conversion of debt	11,797,873	(1,072,097)
Debt discount and original issue discount recognized as interest expense	78,958	110,097
Change in Assets (Increase) Decrease in:
Contracts receivable	58,293	252,626
Contract assets	(125,478)	(96,580)
Other receivable	(31,331)
Inventory asset		(13,613)
Prepaid expenses	29,115	8,216
Change in Liabilities Increase (Decrease) in:
Accounts payable	135,253	105,533
Accrued expenses	52,448	69,309
Contract liabilities	(12,850)	16,327
Capital lease payable	42,822
Deferred income	29,800	10,300
NET CASH USED IN OPERATING ACTIVITIES	(403,508)	(330,208)
CASH FLOWS USED FROM INVESTING ACTIVITIES:
Capitalized leased asset	(45,440)
Purchase of fixed assets		(32,918)
CASH USED IN INVESTING ACTIVITIES	(45,440)	(32,918)
CASH FLOWS FROM FINANCING ACTIVITIES:
Loans payable	(7,602)	31,236
Proceeds from convertible promissory notes	252,750
Proceeds for issuance of common stock for cash		423,500
NET CASH PROVIDED BY FINANCING ACTIVITIES	245,148	454,736
Foreign currency effect on cash flow		(3)
NET (DECREASE) INCREASE IN CASH	(203,800)	91,607
CASH BEGINNING OF PERIOD	439,822	351,321
CASH END OF PERIOD	236,022	442,928
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid	678	1,258
Taxes paid
SUPPLEMENTAL DISCLOSURES OF NON CASH TRANSACTIONS
Common stock issued at fair value for conversion of debt and accrued interest	193,309	244,212
Common stock issued at fair value on settlement of accounts payable		90,000
Common stock issued at fair value for supplemental shares	$ 220,283	$ 44,440

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2018
Basis of Presentation [Abstract]
BASIS OF PRESENTATION	1. The accompanying unaudited condensed consolidated financial statements of OriginClear, Inc. (the “Company”) (formerly OriginOil, Inc.) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. For further information refer to the financial statements and footnotes thereto included in the Company's Form 10-K for the year ended December 31, 2017. Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and liabilities and commitments in the normal course of business. The accompanying condensed financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern. The Company’s revenue is not yet sufficient to cover its operating expenditures and has negative cash flows from operations, which raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, additional cash infusion. Management believes the existing shareholders, the prospective new investors, current and future sales will provide the additional cash needed to meet the Company’s obligations as they become due, and will allow the development of its core business operations. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in case of equity financing.

Summary of Significant Accounti

Summary of Significant Accounting Polices	3 Months Ended
	Mar. 31, 2018
Summary of Significant Accounting Polices [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICES	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICES This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. Principles of Consolidation The accompanying consolidated financial statements include the accounts of OriginClear, Inc. and its wholly owned operating subsidiaries, Progressive Water Treatment, Inc. (“PWT”) and OriginClear Technology Limited. All material intercompany transactions have been eliminated upon consolidation of these entities. Loss per Share Calculations Basic loss per share calculations are computed by dividing income (loss) available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include securities or other contracts to issue common stock that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company has excluded 3,714,637 shares of common stock issuable pursuant to outstanding stock options, 40,931,531 shares of common stock issuable pursuant to outstanding warrants, shares of common stock issuable pursuant to outstanding convertible debt of $3,543,068 and shares of common stock issuable pursuant to outstanding convertible preferred stock for the three months ended March 31, 2018, because their impact on the loss per share is anti-dilutive. The Company has excluded 3,697,495 shares of common stock issuable pursuant to outstanding stock options, 506,026 shares of common stock issuable pursuant to outstanding warrants, shares of common stock issuable pursuant to outstanding convertible debt of $3,867,068 and shares of common stock issuable pursuant to outstanding convertible preferred stock for the three months ended March 31, 2017, because their impact on the loss per share is anti-dilutive. Work-in-Process The Company recognizes as an asset the accumulated costs for work-in-process on projects expected to be delivered to customers. Work in Process includes the cost price of materials and labor related to the construction of equipment to be sold to customers. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates used to review the Company’s impairments and estimations of long-lived assets, revenue recognition on percentage of completion type contracts, allowances for uncollectible accounts, warranty reserves, inventory valuation, debt beneficial conversion features, valuations of non-cash capital stock issuances and the valuation allowance on deferred tax assets. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Stock-Based Compensation The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the Financial Accounting Standards Board whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. Revenue Recognition We recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. Revenues and related costs on construction contracts are recognized as the performance obligations for work are satisfied over time in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. Under ASC 606, revenue and associated profit, will be recognized as the customer obtains control of the goods and services promised in the contract (i.e., performance obligations). All un-allocable indirect costs and corporate general and administrative costs are charged to the periods as incurred. However, in the event a loss on a contract is foreseen, the Company will recognize the loss as it is determined. Revisions in cost and profit estimates during the course of the contract are reflected in the accounting period in which the facts which require the revision, become known. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in revisions to costs and income and are recognized in the period in which the revisions are determined. Contract receivables are recorded on contracts for amounts currently due based upon progress billings, as well as retention, which are collectible upon completion of the contracts. Accounts payable to material suppliers and subcontractors are recorded for amounts currently due based upon work completed or materials received, as are retention due subcontractors, which are payable upon completion of the contract. General and administrative expenses are charged to operations as incurred and are not allocated to contract costs. Contract Receivable The Company bills its customers in accordance with contractual agreements. The agreements generally require billing to be on a progressive basis as work is completed. Credit is extended based on evaluation of clients financial condition and collateral is not required. The Company maintains an allowance for doubtful accounts for estimated losses that may arise if any customer is unable to make required payments. Management performs a quantitative and qualitative review of the receivables past due from customers on a monthly basis. The Company records an allowance against uncollectible items for each customer after all reasonable means of collection have been exhausted, and the potential for recovery is considered remote. The allowance for doubtful accounts was approximately $6,996 and $6,996 as of March 31, 2018 and December 31, 2017, respectively. The net contract receivable balance was $432,148 and $490,441 as of March 31, 2018 and December 31, 2017, respectively. Fair Value of Financial Instruments Fair Value of Financial Instruments, requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of March 31, 2018, the balances reported for cash, contract receivables, cost in excess of billing, prepaid expenses, accounts payable, billing in excess of cost, and accrued expenses approximate the fair value because of their short maturities. We adopted ASC Topic 820 for financial instruments measured as fair value on a recurring basis. ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The following table presents certain investments and liabilities of the Company’s financial assets measured and recorded at fair value on the Company’s balance sheets on a recurring basis and their level within the fair value hierarchy as of March 31, 2018. Total (Level 2) (Level 2) (Level 3) Derivative Liability $ 17,418,475 $ - $ - $ 17,418,475 Total liabilities measured at fair value $ 17,418,475 $ - $ - $ 17,418,475 The following is a reconciliation of the derivative liability for which level 3 inputs were used in determining the approximate fair value: Balance as of January 1, 2018 $ 5,531,183 Fair Value of derivative liabilities issued 214,171 Loss on conversion of debt and change in derivative liability 11,673,121 Balance as of March 31, 2018 17,418,475 For purpose of determining the fair market value of the derivative liability, the Company used Binomial lattice formula valuation model. The significant assumptions used in the Binomial lattice formula valuation of the derivative are as follows: 3/31/2018 Risk free interest rate 1.63% - 2.56% Stock volatility factor 17.0% - 171.0% Weighted average expected option life 6 months - 5 years Expected dividend yield None Segment Reporting The Company’s business currently operates in one segment based upon the Company’s organizational structure and the way in which the operations are managed and evaluated. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-2, which creates ASC Topic 842, “Leases.” This update increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018. We are evaluating what impact, if any, the adoption of this guidance will have on our financial condition, results of operations, cash flows or financial disclosures. In August 2017, FASB issued accounting standards update ASU-2017-12, “D” (Topic 815) – “Targeted Improvements to Accounting for Hedging Activities”, to require an entity to present the earnings effect of the hedging instrument in the same statement line item in which the earnings effect of the hedged item is reported. The amendments in this update are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods with the fiscal years beginning after December 15, 2020. Early adoption is permitted in any interim period after issuance of the update. The Company is currently evaluating the impact of the adoption of ASU 2017-12 on the Company’s financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (ASC 606), to clarify the principles of recognizing revenue and create common revenue recognition guidance between U.S. GAAP and International Financial Reporting Standards. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services and is recognized at an amount that reflects the consideration expected to be received in exchange for such goods or services. In addition, ASC 606 requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The ASC is effective for fiscal years beginning after December 15, 2017. The Company has adopted ASC 606 beginning on January 1, 2018. The adoption of ASC 606 did not have a significant impact on the Company’s revenue recognition policies. See Note 7 for additional disclosures in accordance with the new revenue recognition standard. Management reviewed currently issued pronouncements during the period ended March 31, 2018, and does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying condensed financial statements.

Capital Stock

Capital Stock	3 Months Ended
	Mar. 31, 2018
Capital Stock [Abstract]
CAPITAL STOCK	3. CAPITAL STOCK Preferred Stock Series B convertible preferred stock (“Series B Preferred Stock”) On October 1, 2015, the Company filed a Certificate of Designation for Series B preferred stock with the Secretary of State of Nevada authorizing 10,000 shares of preferred stock as Series B Preferred Stock which were issued to a shareholder of PWT in connection with a share exchange agreement, dated October 1, 2015, by and between PWT and the Company. One third (1/3) of the shares of Series B Preferred Stock received by the holder may be converted into common stock beginning one (1) year after the first date on which a share of Series B Preferred Stock was issued (the “Original Issue Date); one third (1/3) may be converted beginning two (2) years after the Original Issue Date; and the remaining one third (1/3) may be converted beginning three years after the Original Issue Date. The number of shares of common stock issuable for each share of converted Series B Preferred Stock shall be calculated by dividing the stated value by the market price, with the market price being the average of the closing trade prices of the twenty-five (25) days prior to the date of the conversion notice. On August 12, 2016, the agreement was amended to include make-good shares. Upon any conversion, the conversion price shall be the lower of $1.05 or the price of the Company’s common stock calculated using the average closing prices of the Company’s common stock on the last three (3) trading days prior to the date of conversion, provided, however, if the average closing price is less than $0.35 per share, the adjusted conversion price shall be $0.35 per share. The conversion price is subject to adjustment in the case of reverse splits, stock dividends, reclassifications and the like. In addition, the conversion price is subject to certain full ratchet anti-dilution protection. Accordingly, the Series B Preferred Stock is valued under the provision of ASC Topic 815, Derivatives and Hedging, because the conversion feature of the preferred stock was not afforded the exemption for conventional convertible instruments due to its variable conversion rate. The Series B Preferred Stock shall have the rights, preferences and privileges as set forth in the exchange agreement. As of March 31, 2018, there are 3,333 shares of Series B Preferred Stock outstanding. Series C preferred stock (“Series C Preferred Stock”) On March 14, 2017, the Company filed a Certificate of Designation for its Series C Preferred Stock with the Secretary of State of Nevada (the“Certificate of Designation”) designating 1,000 shares of its authorized preferred stock as Series C Preferred Stock. The shares of Series C Preferred Stock have a par value of $0.0001 per share. The shares of Series C Preferred Stock do not have a dividend rate or liquidation preference and are not convertible into shares of common stock. For so long as any shares of the Series C Preferred Stock remain issued and outstanding, the holders thereof, voting separately as a class, shall have voting power equal to 51% of the total vote (representing a super majority voting power) on all shareholder matters of the Company. Such vote shall be determined by the holder(s) of a majority of the then issued and outstanding shares of Series C Preferred Stock. The shares of the Series C Preferred Stock shall be automatically redeemed by the Company at their par value on the first to occur of the following triggering events: (i) on the date that Mr. Eckelberry ceases, for any reason, to serve as officer, director or consultant of the Company, or (ii) on the date that the Company’s shares of common stock first trade on any national securities exchange provided that the listing rules of any such exchange prohibit preferential voting rights of a class of securities of the Company, or listing on any such national securities exchange is conditioned upon the elimination of the preferential voting rights of the Series C Preferred Stock set forth in the Certificate of Designation. Additionally, the Company is prohibited from adopting any amendments to the Company’s Bylaws, Articles of Incorporation, as amended, making any changes to the Certificate of Designation establishing the Series C Preferred Stock, or effecting any reclassification of the Series C Preferred Stock, without the affirmative vote of at least 66-2/3% of the outstanding shares of Series C Preferred Stock. However, the Company may, by any means authorized by law and without any vote of the holders of shares of Series C Preferred Stock, make technical, corrective, administrative or similar changes to such Certificate of Designation that do not, individually or in the aggregate, adversely affect the rights or preferences of the holders of shares of Series C Preferred Stock. On March 14, 2017, the Company entered into a securities purchase agreement pursuant to which the Company sold 1,000 shares of Series C Preferred Stock to the Company’s Chief Executive Officer and Director, T. Riggs Eckelberry. Common Stock Three months ended March 31, 2018 The Company issued 7,442,162 shares of common stock for the settlement of convertible promissory notes in an aggregate principal in the amount of $50,000, plus interest in the amount of $16,979, with an aggregate fair value loss on settlement of $126,330, based upon conversion prices of $0.0190 to $0.0329. The Company issued 15,256,054 shares of common stock for services at fair value of $402,512.

Convertible Promissory Notes

Convertible Promissory Notes	3 Months Ended
	Mar. 31, 2018
Convertible Promissory Notes [Abstract]
CONVERTIBLE PROMISSORY NOTES	4. CONVERTIBLE PROMISSORY NOTES As of March 31, 2018, the outstanding convertible promissory notes are summarized as follows: Convertible Promissory Notes, net of debt discount $ 3,645,469 Less current portion 877,417 Total long-term liabilities $ 2,768,052 Maturities of long-term debt for the next three years are as follows: Period Ending March 31, Amount 2019 821,000 2020 1,822,052 2021 125,000 $ 2,043,052 At March 31, 2018, the $4,020,818 in convertible promissory notes has a remaining debt discount of $375,349, leaving a net balance of $3,645,469. On various dates, the Company issued unsecured convertible promissory notes (the “Notes”), that matured during the period and were extended sixty (60) days from the effective date of each Note. The Notes bear interest at 10% per annum. The Notes may be converted into shares of the Company’s common stock at conversion prices ranging from the lesser of $2.10 to $4.90 (subject to adjustment for stock splits, dividends, combinations and other similar transactions) or 50% of the lowest trade price on any trade day following issuance of the Notes. In addition, for as long as the Notes or other convertible notes in effect between the purchaser and the Company are outstanding, if the Company issues any security with terms more favorable than the terms of the Notes or such other convertible notes or a term was not similarly provided to the purchaser of the Notes or such other convertible notes, then such more favorable or additional term shall, at the purchaser’s option, become part of the Notes and such other convertible notes. The conversion feature of the Notes was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Notes. During the three months ended March 31, 2018, the Company issued 7,442,162 shares of common stock, upon conversion of $50,000 in principal, plus accrued interest of $16,979, with a fair value loss on settlement of $126,330. As of March 31, 2018, the Notes had an aggregate remaining balance of $1,436,000. As of March 31, 2018, certain unsecured convertible promissory notes (the “OID Notes”) had an aggregate remaining principal balance of $184,124, plus accrued interest of $13,334. The OID Notes included an original issue discount and one time interest, which has been fully amortized. The OID Notes matured on December 31, 2017, and were extended through June 30, 2018. The OID Notes were convertible into shares of the Company’s common stock at a conversion price initially of $15.31. After an amendment to the OID Notes, the conversion price changed to the lesser of $2.80 per share, or b) fifty percent (50%) of the lowest trade price of common stock recorded since the original effective date of this note, or c) the lowest effective price per share granted to any person or entity after the effective date. The conversion feature of the OID Notes was considered a derivative in accordance with current accounting guidelines, because of the reset conversion features of the OID Notes. The Company issued various, unsecured convertible promissory notes (together, the “May 2016 Notes”), on various dates ending on May 19, 2016. The May 2016 Notes matured and were extended from the date of each tranche through maturity dates ending on May 19, 2020. The May 2016 Notes bear interest at 10% per annum. The May 2016 Notes may be converted into shares of the Company’s common stock at conversion prices ranging from the lesser of $0.70 to $2.80 (subject to adjustment for stock splits, dividends, combinations and other similar transactions) or 50% of the lowest trade price on any trade day following issuance of the May 2016 Notes. The conversion feature of the May 2016 Notes was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the May 2016 Notes. The remaining balance of the May 2016 Notes as of March 31, 2018, was $1,325,000. The Company issued a convertible note (“Dec 2015 Note”) in exchange for an accounts payable in the amount of $432,048, which could be converted into shares of the Company’s common stock after December 31, 2015. The Dec 2015 Note was accounted for under ASC 470, whereby, a beneficial conversion feature was recorded at time of issuance. The Dec 2015 Note did not meet the criteria of a derivative, and was accounted for as a beneficial conversion feature, which was amortized over the life of the Dec 2015 Note and recognized as interest expense in the financial statements. On January 1, 2016, the Dec 2015 Note met the criteria of a derivative and was accounted for under ASC 815. The Dec 2015 Note has zero stated interest rate, and the conversion price shall be equal to 75% of the average three lowest last sale prices traded during the 25 trading days immediately prior to conversion. As of March 31, 2018, the remaining balance of the Dec 2015 Note was $167,048. The Company issued a convertible note (“Sep 2016 Note”) in exchange for an accounts payable in the amount of $430,896, which could be converted into shares of the Company’s common stock after September 15, 2016. The Sep 2016 Note was accounted for under ASC 470, whereby, a beneficial conversion feature was recorded at time of issuance. On September 15, 2016, the Sep 2016 Note met the criteria of a derivative and was accounted for under ASC 815. The Sep 2016 Note has zero stated interest rate, and the conversion price shall be equal to 75% of the average three lowest last sale prices traded during the 25 trading days immediately prior to conversion. The Sep 2016 Note did not meet the criteria of a derivative at the time it was entered into, and was accounted for as a beneficial conversion feature, which was amortized over the life of the Sep 2016 Note and recognized as interest expense in the financial statements. The conversion feature of the Sep 2016 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion feature of the Sep 2016 Note. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $46,333 during the three months ended March 31, 2018. The Company issued an unsecured convertible promissory note (the “Dec 20 Note”), in the amount of $150,000 on December 20, 2017. The Dec 20 Note matures on December 20, 2018. The Dec 20 Note bears interest at 10% per annum. The Dec 20 Note may be converted into shares of the Company’s common stock at a conversion price of the lesser of $0.03 per share or 50% of the lowest trade price during the twenty trading days immediately before the conversion. The conversion feature of the Dec 20 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Dec 20 Note. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $2,126 during the three months ended March 31, 2018. The Company issued an unsecured convertible promissory note (the “Dec 22 Note”), in the amount of $75,000 on December 22, 2017. The Dec 22 Note matures on December 22, 2018. The Dec 22 Note bears interest at 10% per annum. The Dec 22 Note may be converted into shares of the Company’s common stock at a conversion price of the lesser of $0.05 per share or 50% of the lowest trade price during the twenty trading days upon default of the prepayment date. The conversion feature of the Dec 22 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Dec 22 Note. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $11,078 during the three months ended March 31, 2018. The Company issued various unsecured convertible promissory notes in the aggregate amount of $174,000 on dates of January 24, 2018, February 20, 2018 and March 21, 2018. The January 24, 2018 note matures on January 24, 2019, the February 20, 2018 note matures on February 20, 2019, and the March 21, 2018 note matures on March 21, 2019. Each of the January 24, 2018, February 20, 2018 and March 21, 2018 notes bear interest at 10% per annum and may be converted into shares of the Company’s common stock at a variable conversion price of 61% of the lowest one (1) trading day during the ten (10) trading days prior to conversion. The conversion feature was considered a derivative in accordance with current accounting guidelines because of the reset conversion features. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $15,169 during the three months ended March 31, 2018. The Company issued two (2) unsecured convertible promissory notes (together, the “Feb 2018 Notes”), in the aggregate principal amount of $157,500 (each in the amount of $78,750) on February 23, 2018. The Feb 2018 Notes mature on February 23, 2019 and bear interest at 10% per annum. The first of the two Feb 2018 Notes shall be paid for by the buyer as set forth herein. The second of the two Feb 2018 Notes shall initially be paid for by the issuance of an offsetting $78,750 secured note issued to the Company by the buyer. The first of the two Feb 2018 Notes was funded with cash and the Company must agree to the funding of the second note, before it can be funded with cash. The second of the Feb 2018 Notes is secured by assets of the buyer having a fair market value of at least $78,750, and provided that prior to conversion of the second Feb 2018 Note, the buyer must have paid off the buyer note in cash. The Feb 2018 Notes may be converted into shares of the Company’s common stock at a conversion price of $0.03 or 50% discount of the lowest trading price during the twenty (20) trading days prior to conversion. The conversion feature of the Feb 2018 Notes was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Feb 2018 Notes. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $4,252 during the three months ended March 31, 2018. We evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature of the convertible promissory notes was not afforded the exemption for conventional convertible instruments due to its variable conversion rate. The note has no explicit limit on the number of shares issuable so they did not meet the conditions set forth in current accounting standards for equity classification. The Company elected to recognize the note under paragraph 815-15-25-4, whereby, there would be a separation into a host contract and derivative instrument. The Company elected to initially and subsequently measure the note in its entirety at fair value, with changes in fair value recognized in earnings. The Company recorded a derivative liability representing the imputed interest associated with the embedded derivative. The derivative liability is adjusted periodically according to the stock price fluctuations. The derivative liability recognized in the financial statements as of March 31, 2018 was $17,418,475.

Derivative Liabilities

Derivative Liabilities	3 Months Ended
	Mar. 31, 2018
Derivative Liabilities [Abstract]
DERIVATIVE LIABILITIES	5. DERIVATIVE LIABILITIES We evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature of the convertible promissory note was not afforded the exemption for conventional convertible instruments due to its variable conversion rate. The note has no explicit limit on the number of shares issuable so they did not meet the conditions set forth in current accounting standards for equity classification. The Company elected to recognize the note under paragraph 815-15-25-4, whereby, there would be a separation into a host contract and derivative instrument. The Company elected to initially and subsequently measure the note in its entirety at fair value, with changes in fair value recognized in earnings. The Company recorded a derivative liability representing the imputed interest associated with the embedded derivative. The derivative liability is adjusted periodically per the stock price fluctuations. The convertible notes issued and described in Note 4 do not have fixed settlement provisions because their conversion prices are not fixed. The conversion feature has been characterized as derivative liabilities to be re-measured at the end of every reporting period with the change in value reported in the statement of operations. During the three months ended March 31, 2018, as a result of the convertible notes issued that were accounted for as derivative liabilities, we determined that the fair value of the conversion feature of the convertible notes at issuance was $214,171, based upon a Binomial-Model calculation. We recorded the full value of the derivative as a liability at issuance with an offset to valuation discount, which will be amortized over the life of the convertible notes. During the three months ended March 31, 2018, the Company converted $50,000 in principal of convertible promissory notes, plus accrued interest of $16,979. As a result of the conversion of these notes and the change in fair value of the remaining notes, the Company recorded a loss on net change in derivative and conversion of debt in the amount of $11,797,873 in the statement of operations for the three months ended March 31, 2018. At March 31, 2018, the fair value of the derivative liability was $17,418,475. For purpose of determining the fair market value of the derivative liability for the embedded conversion, the Company used the Binomial lattice valuation model. The significant assumptions used in the Binomial lattice valuation model for the derivative are as follows: 3/31/2018 Risk free interest rate 1.63% - 2.56% Stock volatility factor 17.0% - 171.0% Weighted average expected option life 1 years - 5 years Expected dividend yield None

Options and Warrants

Options and Warrants	3 Months Ended
	Mar. 31, 2018
Options and Warrants [Abstract]
OPTIONS AND WARRANTS	6 . OPTIONS AND WARRANTS Options On June 14, 2013, the Board of Directors adopted a new OriginOil, Inc. 2013 Incentive Stock Option Plan (the “2013 Plan”) for the purposes of granting stock options to its employees and others providing services to the Company, which reserves and sets aside for the granting of options for 114,286 shares of common stock. Options granted under the 2013 Plan may be either incentive options or nonqualified options and shall be administered by the Company's Board of Directors. Each option shall state the number of shares to which it pertains. The exercise price will be determined by the holders’ percentage owned as follows: If the holder owns more than 10% of the total combined voting power or value of all classes of stock of the Company, then the exercise price will be no less than 110% of the fair market value of the stock as of the date of grant; if the person is not a 10% holder, then the exercise price will be no less than 100% of the fair market value of the stock as of the date of grant. Notwithstanding any other provision of the 2013 Plan or of any option agreement, each option shall expire on the date specified in the option agreement, which date shall not be later than the tenth (10th) anniversary from the date of grant. If the status of an employee terminates for any reason other than disability or death, then the optionee or their representative shall have the right to exercise the portion of any options which were exercisable as of the date of such termination, in whole or in part, not less than 30 days nor more than three (3) months after such termination. On September 29, 2015, the Board of Directors adopted a new OriginClear, Inc. 2015 Equity Incentive Stock Option Plan (the “2015 Plan”) for the purposes of granting stock options to its employees and others providing services to the Company, which reserves and sets aside for the granting of options for 3,315,714 shares of common stock. On October 2, 2015, the Board of Directors amended the number of shares to reserve for issuance to 4,571,429 shares. Options granted under the 2015 Plan may be either incentive options or nonqualified options and shall be administered by the Company's Board of Directors. Each option shall be exercisable to the nearest whole share, in installments or otherwise, as the respective option agreements may provide. Notwithstanding any other provision of the 2015 Plan or of any option agreement, each option shall expire on the date specified in the option agreement, which date shall not be later than the fifth (5th) anniversary from the effective date of grant. During the year ended December 31, 2016, the Company granted 31,429 shares of incentive stock options to employees, and 428,571 shares of non-statutory options to consultants. Each option shall be exercisable to the nearest whole share, in installments or otherwise, as the respective option agreements may provide. The stock options mature on March 29, 2021 and October 17, 2021, at prices of $0.29 and $1.31. With respect to non-statutory options granted to employees, directors or consultants, the Board of Directors or Committee of the Board of Directors may specify such period for exercise that the option shall automatically terminate following the termination of employment or services as to shares covered by the option as the Board of Directors or Committee of the Board of Directors deems reasonable and appropriate. A summary of the Company’s stock option activity and related information follows: March 31, 2018 Weighted Number of average exercise Options price Outstanding, beginning of period 3,697,495 $ 1.511 Granted - - Exercised - - Forfeited/Expired (17,858 ) $ 1.870 Outstanding, end of period 3,679,637 $ 1.502 Exercisable at the end of the period 2,719,697 $ 1.019 Weighted average fair value of options granted during the period $ - The weighted average remaining contractual life of options outstanding issued under the 2013 Plan and 2015 Plan as of March 31, 2018 was as follows: Weighted Average Stock Stock Remaining Exercisable Options Options Contractual Prices Outstanding Exercisable Life (years) $ 6.65 – 31.15 51,561 51,561 4.34 – 6.52 $ 14.35 - 15.40 32,362 32,362 5.46 $ 1.31 3,595,714 2,635,774 2.52 – 3.80 3,679,637 2,719,697 Stock-based compensation expense recognized during the year is based on the value of the portion of stock-based payment awards that is ultimately expected to vest. Stock-based compensation expense recognized in the financial statements of operations during the three months ended March 31, 2018 and 2017 were $13,032 and $34,600, respectively. Restricted Stock to CEO On May 12, 2016, the Company entered into a Restricted Stock Grant Agreement (the “RSGA”) with its Chief Executive Officer, Riggs Eckelberry, to create management incentives to improve the economic performance of the Company and to increase its value and stock price. All shares issuable under the RSGA are performance based shares and none have yet vested nor have any been issued. The RSGA provides for the issuance of up to 1,714,286 shares of the Company’s common stock to Mr. Eckelberry provided certain milestones are met in certain stages: a) if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period as reported in the Company’s quarterly or annual financial statements, the Company will issue up to 857,143 shares of its common stock and b) if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), On August 10, 2016, the Company entered into a Restricted Stock Grant Agreement (the “August RSGA”) with its Chief Executive Officer, Riggs Eckelberry, to create management incentives to improve the economic performance of the Company and to increase its value and stock price. All shares issuable under the August RSGA are performance based shares and none have yet vested nor have any been issued. The August RSGA provides for the issuance of up to 1,714,286 shares of the Company’s common stock to the CEO provided certain milestones are met in certain stages: a) if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period, the Company will issue up to 857,143 shares of its common stock and b) if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), period as reported as reported in the Company’s SEC Reports, the Company will issue up to 857,143 shares of its common stock. The Company has not recognized any costs associated with the milestones, due to not being able to estimate the probability of it being achieved. As the performance goals are achieved, the shares shall become eligible for vesting and issuance. Restricted Stock to Employees and Consultants On May 12, 2016, the Company entered into a Restricted Stock Grant Agreement (the “First Employee RSGA”) with an employee, to create management incentives to improve the economic performance of the Company and to increase its value and stock price. All shares issuable under the First Employee RSGA are performance based shares and none have yet vested nor have any been issued. The First Employee RSGA provides for the issuance of up to 857,143 shares of the Company’s common stock to the employee provided certain milestones are met in certain stages: a) if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period as reported in the Company’s quarterly or annual financial statements, the Company will issue up to 428,571 shares of its common stock and b) if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), On May 12, 2016, the Company entered into a Restricted Stock Grant Agreement (the “Second Employee RSGA”) with an employee, to create management incentives to improve the economic performance of the Company and to increase its value and stock price. All shares issuable under the Second Employee RSGA are performance based shares and none have yet vested nor have any been issued. The Second Employee RSGA provides for the issuance of up to 571,429 shares of the Company’s common stock to the employee provided certain milestones are met in certain stages: a) if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period as reported in the Company’s quarterly or annual financial statements, the Company will issue up to 285,714 shares of its common stock and b) if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), On August 10, 2016, the Company entered into a Restricted Stock Grant Agreement (together, the “Consultants RSGA”) with two of its consultants, to create management incentives to improve the economic performance of the Company and to increase its value and stock price. All shares issuable under the Consultants RSGA are performance based shares and none have yet vested nor have any been issued. The Consultants RSGA provides to each of the consultants the issuance of up to 285,714 shares of the Company’s common stock provided certain milestones are met in certain stages: a) if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period, the Company will issue to each of the consultants up to 142,857 shares of its common stock and b) if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), Warrants As of March 31, 2018, the Company issued no warrants during the period. A summary of the Company’s warrant activity and related information follows for the three months ended March 31, 2018: March 31, 2018 Weighted Number average of exercise Warrants price Outstanding -beginning of the period 53,562,961 $ 5.40 Granted - - Exercised - - Forfeited (12,631,430 ) $ (31.50 ) Outstanding - end of the period 40,931,531 $ 0.0336 At March 31, 2018, the weighted average remaining contractual life of warrants outstanding: Weighted Average Remaining Exercisable Warrants Warrants Contractual Prices Outstanding Exercisable Life (years) $ 5.25 - 22.75 457,143 457,143 0.24 - 0.70 $ 0.35 - 0.12 40,462,053 40,462,053 0.17 – 1.17 $ 8.75 - 22.75 12,335 12,335 0.05 – 0.97 40,931,531 40,931,531 At March 31, 2018, the aggregate intrinsic value of the warrants outstanding was $0.

Revenue from Contracts with Cus

Revenue from Contracts with Customers	3 Months Ended
	Mar. 31, 2018
Revenue from Contracts with Customers [Abstract]
REVENUE FROM CONTRACTS WITH CUSTOMERS	7. REVENUE FROM CONTRACTS WITH CUSTOMERS Equipment Contracts Revenues and related costs on equipment contracts are recognized as the performance obligations for work are satisfied over time in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. Under ASC 606, revenue and associated profit, will be recognized as the customer obtains control of the goods and services promised in the contract (i.e., performance obligations). All un-allocable indirect costs and corporate general and administrative costs are charged to the periods as incurred. However, in the event a loss on a contract is foreseen, the Company will recognize the loss as it is determined. The following table represents a disaggregation of revenue by type of good or service from contracts with customers for the three months ended March 31, 2018 and 2017. Three Months Ended March 31, 2018 2017 Equipment Contracts $ 984,754 $ 323,307 Component Sales 307,204 331,532 Service Sales 11,581 7,290 Licensing Fees 30,000 10,000 $ 1,333,539 $ 672,129 Revenue recognition for other sales arrangements, such as sales for components, service and licensing fees will remain materially consistent. Contract assets represents revenues recognized in excess of amounts billed on contracts in progress. Contract liabilities represents billings in excess of revenues recognized on contracts in progress. Assets and liabilities related to long-term contracts are included in current assets and current liabilities in the accompanying balance sheets, as they will be liquidated in the normal course of the contract completion. The cost in excess of billings for the three months ending March 31, 2018 was $214,067 and for the year ending December 31, 2017 was $88,589. The billing in excess of cost for the three months ending March 31, 2018 was $141,198 and for the year ending December 31, 2017 was $154,048.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2018
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	8. COMMITMENTS AND CONTINGENCIES Operating Lease – Related Party The Company entered into a month-to-month lease agreement with a shareholder of the Company for office space in McKinney, Texas at a base rent of $4,750 per month. Operating Lease – Equipment The Company entered into a five (5) year equipment lease in the amount of $45,440, which was recorded as a capital lease. There are no escalation or renewal options associated with this lease. The lease has a purchase option to buy the equipment at the end of the lease for one dollar ($1). The monthly lease payments are $757 per month. The future minimum lease payments due as of March 31, 2018 are $42,822. Warranty Reserve Generally, a PWT project is guaranteed against defects in material and workmanship for one year from the date of completion, while certain areas of construction and materials may have guarantees extending beyond one year. The Company has various insurance policies relating to the guarantee of completed work, which in the opinion of management will adequately cover any potential claims. A warranty reserve has been provided under PWT based on the opinion of management and based on Company history in the amount of $20,000 as of March 31, 2018.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2018
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	9 . SUBSEQUENT EVENTS Management has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has determined that there are the following subsequent events: On April 4, 2018, the Company entered into a securities purchase agreement with an accredited investor pursuant to which it sold and issued an unsecured convertible promissory note (the “Apr 4 Note”), in the aggregate principal face amount of $150,000. The Apr 4 Note matures 12 months from the date of issuance and bears interest at a rate of 10% per annum. The Apr 4 Note may be converted into shares of the Company’s common stock at a price per share equal to 50% of the lowest trade price of the Company’s common stock recorded during the twenty five prior trading days from receipt of the conversion notice (subject to adjustment for stock splits, dividends, combinations and other similar transactions). On April 13, 2018, the Company issued to two members of the Board of Directors an aggregate of 400,000 shares of the Company’s common stock for services in lieu of cash consideration. On April 13, 2018, the Company filed a Certificate of Amendment to its Articles of Incorporation, as amended, with the Secretary of State of the State of Nevada to effectuate an increase to the number of authorized shares of common stock of the Company to 2,000,000,000 from 900,000,000 and increased the number of authorized shares of all series of its preferred stock to 550,000,000 from 750,000. As a result of the increase of authorized shares of its common and preferred stock, the aggregate number of the Company’s authorized shares is 2,550,000,000. On April 13, 2018, the Company filed a Certificate of Designation (the “Series D Certificate of Designation”) for its Series D convertible preferred stock (the “Series D Preferred Stock”) with the Secretary of State of Nevada designating 400,000,000 shares of its authorized preferred stock as Series D Preferred Stock. The shares of Series D Preferred Stock have a par value of $0.0001 per share, do not have a dividend rate or liquidation preference and do not carry any voting rights. The shares of Series D Preferred Stock are convertible into the Company’s common stock at a conversion rate which shall be the greater of (A) one share of common stock and (B) the number of shares of common stock the holder of the Series D Preferred Stock would have received pursuant to each holders respective Subscription Agreement (as defined in the Series D Certificate of Designation) if the shares of Series D Preferred Stock were priced based on the average Closing Sale Price (as defined in the Series D Certificate of Designation) of the common stock during the three trading days prior to the date the holder requests a conversion, provided the lowest price for which an adjustment will be made is $0.005 (1/2 of one cent). In the event the Company does not conduct an Initial Coin Offering (as defined in the Series D Certificate of Designation) within one (1) year of the Initial Issuance Date (as defined in the Series D Certificate of Designation), the conversion rate shall be adjusted to read as follows: the greater of (A) one share of common stock and (B) the number of shares of common stock the holder of the Series D Preferred Stock would have received pursuant to each holders respective Subscription Agreement (as defined in the Series D Certificate of Designation) if the shares of Series D Preferred Stock were priced based on the average Closing Sale Price (as defined in the Series D Certificate of Designation) of the common stock during the three trading days prior to the date the holder requests a conversion, provided the lowest price for which an adjustment will be made is $0.01 (one cent). Notwithstanding anything to the contrary set forth in the Series D Certificate of Designation, at no time may all or a portion of the Series D Preferred Stock be converted if the number of shares of common stock to be issued pursuant to such conversion would exceed, when aggregated with all other shares of common stock owned by the holder at such time, the number of shares of common stock that would result in the holder beneficially owning (as determined in accordance with Section 13(d) of the Exchange Act and the rules thereunder) more than 4.99% of all of the common stock outstanding at such time, which amount may be increased to 9.99% at the holders discretion. On April 13, 2018, the Company filed a Certificate of Designation for its Series D-1 convertible preferred stock (the “Series D-1 Preferred Stock”) with the Secretary of State of Nevada designating 50,000,000 shares of its authorized preferred stock as Series D-1 Preferred Stock. The shares of Series D-1 Preferred Stock have a par value of $0.0001 per share, do not have a dividend rate or liquidation preference and do not carry any voting rights. Each share of Series D-1 Preferred Stock is convertible into one share of common stock. At no time may all or a portion of the Series D-1 Preferred Stock be converted if the number of shares of common stock to be issued pursuant to such conversion would exceed, when aggregated with all other shares of common stock owned by the holder at such time, the number of shares of common stock that would result in the holder beneficially owning (as determined in accordance with Section 13(d) of the Exchange Act and the rules thereunder) more than 4.99% of all of the common stock outstanding at such time, which amount may be increased to 9.99% at the holders discretion. On April 13, 2018, the Company began offering in a private placement (the “Offering”), units (“Units”), each Unit consisting of one share of Series D Preferred Stock, and one right to purchase future digital coins, or certain other securities, issued by the Company or WaterChain, Inc., our wholly owned subsidiary. The Company is offering up to a maximum of 50,000,000 Units at a purchase price of $0.02 per Unit for an aggregate offering amount of $1,000,000, provided, that the Company may increase the Offering amount to $2,000,000 at its sole discretion. Between April 13, 2018 and May 4, 2018, the Company entered into subscription agreements with certain accredited investors pursuant to which the Company sold an aggregate of 11,777,777 Units of the Company’s securities for an aggregate purchase price of $230,000. On April 30, 2018, the Company issued to consultants an aggregate of 709,034 shares of the Company’s common stock for services in lieu of cash considerations. On May 3, 2018, holders of convertible promissory notes converted an aggregate principal and interest amount of $51,763 into an aggregate of 5,751,476 shares of the Company’s common stock. On May 14, 2018, the Board of Directors of the Company approved an amendment to the transaction documents for the Offering providing for (i) an extension of the Offering period, (ii) an increase to the maximum Offering amount from $2,000,000 to $3,000,000 and (iii) two new discounts pursuant to which (a) investors purchasing Units for an aggregate purchase price of $1,000,000 or greater, but less than $2,000,000, will be entitled to a 40% discount, for a purchase price of $0.012 per Unit, and (b) investors purchasing Units for an aggregate purchase price of $2,000,000 or greater will be entitled to a 50% discount, for a purchase price of $0.01 per Unit. On May 16, 2018, the Board of Directors of the Company approved the issuance of an aggregate of 2,000,000 shares of the Company’s common stock to a consultant for services in lieu of cash considerations. On May 16, 2018, the Company entered into separate Restricted Stock Grant Agreements (the “May 2018 RSGAs”) with its Chief Executive Officer, Riggs Eckelberry, one employee and one consultant to create incentives to improve the economic performance of the Company and to increase its value and stock price. The May 2018 RSGAs provide for the issuance of 30,000,000 shares of common stock to Mr. Eckelberry and 2,000,000 shares to each of the employee and consultant, however all shares issuable under the May 2018 RSGAs are performance based shares and none have yet vested nor have any been issued. The May 2018 RSGAs provide for the issuance of the Company’s common stock provided certain milestones are met in certain stages with a) 50% of each employee’s or consultant’s respective award vesting if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period and b) 50% of each employee’s or consultant’s respective award vesting if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), In connection with certain one-time make good agreements, between April 30, 2018 and May 18, 2018, the Company issued an aggregate of 4,092,293 shares of its common stock to certain holders of its common stock.

Summary of Significant Accoun16

Summary of Significant Accounting Polices (Policies)	3 Months Ended
	Mar. 31, 2018
Summary of Significant Accounting Polices [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of OriginClear, Inc. and its wholly owned operating subsidiaries, Progressive Water Treatment, Inc. (“PWT”) and OriginClear Technology Limited. All material intercompany transactions have been eliminated upon consolidation of these entities.
Loss per Share Calculations	Loss per Share Calculations Basic loss per share calculations are computed by dividing income (loss) available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include securities or other contracts to issue common stock that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company has excluded 3,714,637 shares of common stock issuable pursuant to outstanding stock options, 40,931,531 shares of common stock issuable pursuant to outstanding warrants, shares of common stock issuable pursuant to outstanding convertible debt of $3,543,068 and shares of common stock issuable pursuant to outstanding convertible preferred stock for the three months ended March 31, 2018, because their impact on the loss per share is anti-dilutive. The Company has excluded 3,697,495 shares of common stock issuable pursuant to outstanding stock options, 506,026 shares of common stock issuable pursuant to outstanding warrants, shares of common stock issuable pursuant to outstanding convertible debt of $3,867,068 and shares of common stock issuable pursuant to outstanding convertible preferred stock for the three months ended March 31, 2017, because their impact on the loss per share is anti-dilutive.
Work-in-Process	Work-in-Process The Company recognizes as an asset the accumulated costs for work-in-process on projects expected to be delivered to customers. Work in Process includes the cost price of materials and labor related to the construction of equipment to be sold to customers.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates used to review the Company’s impairments and estimations of long-lived assets, revenue recognition on percentage of completion type contracts, allowances for uncollectible accounts, warranty reserves, inventory valuation, debt beneficial conversion features, valuations of non-cash capital stock issuances and the valuation allowance on deferred tax assets. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Stock-Based Compensation	Stock-Based Compensation The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the Financial Accounting Standards Board whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date.
Revenue Recognition	Revenue Recognition We recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. Revenues and related costs on construction contracts are recognized as the performance obligations for work are satisfied over time in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. Under ASC 606, revenue and associated profit, will be recognized as the customer obtains control of the goods and services promised in the contract (i.e., performance obligations). All un-allocable indirect costs and corporate general and administrative costs are charged to the periods as incurred. However, in the event a loss on a contract is foreseen, the Company will recognize the loss as it is determined. Revisions in cost and profit estimates during the course of the contract are reflected in the accounting period in which the facts which require the revision, become known. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in revisions to costs and income and are recognized in the period in which the revisions are determined. Contract receivables are recorded on contracts for amounts currently due based upon progress billings, as well as retention, which are collectible upon completion of the contracts. Accounts payable to material suppliers and subcontractors are recorded for amounts currently due based upon work completed or materials received, as are retention due subcontractors, which are payable upon completion of the contract. General and administrative expenses are charged to operations as incurred and are not allocated to contract costs.
Contract Receivable	Contract Receivable The Company bills its customers in accordance with contractual agreements. The agreements generally require billing to be on a progressive basis as work is completed. Credit is extended based on evaluation of clients financial condition and collateral is not required. The Company maintains an allowance for doubtful accounts for estimated losses that may arise if any customer is unable to make required payments. Management performs a quantitative and qualitative review of the receivables past due from customers on a monthly basis. The Company records an allowance against uncollectible items for each customer after all reasonable means of collection have been exhausted, and the potential for recovery is considered remote. The allowance for doubtful accounts was approximately $6,996 and $6,996 as of March 31, 2018 and December 31, 2017, respectively. The net contract receivable balance was $432,148 and $490,441 as of March 31, 2018 and December 31, 2017, respectively.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair Value of Financial Instruments, requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of March 31, 2018, the balances reported for cash, contract receivables, cost in excess of billing, prepaid expenses, accounts payable, billing in excess of cost, and accrued expenses approximate the fair value because of their short maturities. We adopted ASC Topic 820 for financial instruments measured as fair value on a recurring basis. ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The following table presents certain investments and liabilities of the Company’s financial assets measured and recorded at fair value on the Company’s balance sheets on a recurring basis and their level within the fair value hierarchy as of March 31, 2018. Total (Level 2) (Level 2) (Level 3) Derivative Liability $ 17,418,475 $ - $ - $ 17,418,475 Total liabilities measured at fair value $ 17,418,475 $ - $ - $ 17,418,475 The following is a reconciliation of the derivative liability for which level 3 inputs were used in determining the approximate fair value: Balance as of January 1, 2018 $ 5,531,183 Fair Value of derivative liabilities issued 214,171 Loss on conversion of debt and change in derivative liability 11,673,121 Balance as of March 31, 2018 17,418,475 For purpose of determining the fair market value of the derivative liability, the Company used Binomial lattice formula valuation model. The significant assumptions used in the Binomial lattice formula valuation of the derivative are as follows: 3/31/2018 Risk free interest rate 1.63% - 2.56% Stock volatility factor 17.0% - 171.0% Weighted average expected option life 6 months - 5 years Expected dividend yield None
Segment Reporting	Segment Reporting The Company’s business currently operates in one segment based upon the Company’s organizational structure and the way in which the operations are managed and evaluated.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-2, which creates ASC Topic 842, “Leases.” This update increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018. We are evaluating what impact, if any, the adoption of this guidance will have on our financial condition, results of operations, cash flows or financial disclosures. In August 2017, FASB issued accounting standards update ASU-2017-12, “D” (Topic 815) – “Targeted Improvements to Accounting for Hedging Activities”, to require an entity to present the earnings effect of the hedging instrument in the same statement line item in which the earnings effect of the hedged item is reported. The amendments in this update are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods with the fiscal years beginning after December 15, 2020. Early adoption is permitted in any interim period after issuance of the update. The Company is currently evaluating the impact of the adoption of ASU 2017-12 on the Company’s financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (ASC 606), to clarify the principles of recognizing revenue and create common revenue recognition guidance between U.S. GAAP and International Financial Reporting Standards. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services and is recognized at an amount that reflects the consideration expected to be received in exchange for such goods or services. In addition, ASC 606 requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The ASC is effective for fiscal years beginning after December 15, 2017. The Company has adopted ASC 606 beginning on January 1, 2018. The adoption of ASC 606 did not have a significant impact on the Company’s revenue recognition policies. See Note 7 for additional disclosures in accordance with the new revenue recognition standard. Management reviewed currently issued pronouncements during the period ended March 31, 2018, and does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying condensed financial statements.

Summary of Significant Accoun17

Summary of Significant Accounting Polices (Tables)	3 Months Ended
	Mar. 31, 2018
Summary of Significant Accounting Polices [Abstract]
Schedule of fair value of financial instruments	Total (Level 2) (Level 2) (Level 3) Derivative Liability $ 17,418,475 $ - $ - $ 17,418,475 Total liabilities measured at fair value $ 17,418,475 $ - $ - $ 17,418,475
Schedule of reconciliation of the derivative liability for which level 3 inputs	Balance as of January 1, 2018 $ 5,531,183 Fair Value of derivative liabilities issued 214,171 Loss on conversion of debt and change in derivative liability 11,673,121 Balance as of March 31, 2018 17,418,475
Schedule of fair market value of derivative liability assumptions	3/31/2018 Risk free interest rate 1.63% - 2.56% Stock volatility factor 17.0% - 171.0% Weighted average expected option life 6 months - 5 years Expected dividend yield None

Convertible Promissory Notes (T

Convertible Promissory Notes (Tables)	3 Months Ended
	Mar. 31, 2018
Convertible Promissory Notes [Abstract]
Schedule of outstanding convertible promissory notes	Convertible Promissory Notes, net of debt discount $ 3,645,469 Less current portion 877,417 Total long-term liabilities $ 2,768,052
Schedule of maturities of long-term debt	Period Ending March 31, Amount 2019 821,000 2020 1,822,052 2021 125,000 $ 2,043,052

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	3 Months Ended
	Mar. 31, 2018
Derivative Liabilities [Abstract]
Schedule of fair market value of the derivative liability	3/31/2018 Risk free interest rate 1.63% - 2.56% Stock volatility factor 17.0% - 171.0% Weighted average expected option life 1 years - 5 years Expected dividend yield None

Options and Warrants (Tables)

Options and Warrants (Tables)	3 Months Ended
	Mar. 31, 2018
Options and Warrants [Abstract]
Schedule of stock option activity and related information	March 31, 2018 Weighted Number of average exercise Options price Outstanding, beginning of period 3,697,495 $ 1.511 Granted - - Exercised - - Forfeited/Expired (17,858 ) $ 1.870 Outstanding, end of period 3,679,637 $ 1.502 Exercisable at the end of the period 2,719,697 $ 1.019 Weighted average fair value of options granted during the period $ -
Schedule of weighted average remaining contractual life of options outstanding issued under 2009 Plan, 2012 Plan, and 2013 Plan	Weighted Average Stock Stock Remaining Exercisable Options Options Contractual Prices Outstanding Exercisable Life (years) $ 6.65 – 31.15 51,561 51,561 4.34 – 6.52 $ 14.35 - 15.40 32,362 32,362 5.46 $ 1.31 3,595,714 2,635,774 2.52 – 3.80 3,679,637 2,719,697
Schedule of Company's warrant activity and related information	March 31, 2018 Weighted Number average of exercise Warrants price Outstanding -beginning of the period 53,562,961 $ 5.40 Granted - - Exercised - - Forfeited (12,631,430 ) $ (31.50 ) Outstanding - end of the period 40,931,531 $ 0.0336
Schedule of weighted average remaining contractual life of warrants outstanding	Weighted Average Remaining Exercisable Warrants Warrants Contractual Prices Outstanding Exercisable Life (years) $ 5.25 - 22.75 457,143 457,143 0.24 - 0.70 $ 0.35 - 0.12 40,462,053 40,462,053 0.17 – 1.17 $ 8.75 - 22.75 12,335 12,335 0.05 – 0.97 40,931,531 40,931,531

Revenue from Contracts with C21

Revenue from Contracts with Customers (Tables)	3 Months Ended
	Mar. 31, 2018
Revenue from Contracts with Customers [Abstract]
Schedule of disaggregation of revenue by type of good or service from contracts with customers	Three Months Ended March 31, 2018 2017 Equipment Contracts $ 984,754 $ 323,307 Component Sales 307,204 331,532 Service Sales 11,581 7,290 Licensing Fees 30,000 10,000 $ 1,333,539 $ 672,129

Summary of Significant Accoun22

Summary of Significant Accounting Polices (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Schedule of fair value of financial instruments
Derivative Liability	$ 17,418,475	$ 5,531,183
Total liabilities measured at fair value	17,418,475
(Level 1) [Member]
Schedule of fair value of financial instruments
Derivative Liability
Total liabilities measured at fair value
(Level 2) [Member]
Schedule of fair value of financial instruments
Derivative Liability
Total liabilities measured at fair value
(Level 3) [Member]
Schedule of fair value of financial instruments
Derivative Liability	17,418,475
Total liabilities measured at fair value	$ 17,418,475

Summary of Significant Accoun23

Summary of Significant Accounting Polices (Details 1) - Level 3 Inputs [Member]	3 Months Ended
	Mar. 31, 2018USD ($)
Schedule of reconciliation of the derivative liability for which level 3 inputs
Balance as of January 1, 2018	$ 5,531,183
Fair Value of derivative liabilities issued	214,171
Loss on conversion of debt and change in derivative liability	11,673,121
Balance as of March 31, 2018	$ 17,418,475

Summary of Significant Accoun24

Summary of Significant Accounting Polices (Details 2)	3 Months Ended
	Mar. 31, 2018
Schedule of fair market value of derivative liability assumptions
Expected dividend yield
Minimum [Member]
Schedule of fair market value of derivative liability assumptions
Risk free interest rate	1.63%
Stock volatility factor	17.00%
Weighted average expected option life	6 months
Maximum [Member]
Schedule of fair market value of derivative liability assumptions
Risk free interest rate	2.56%
Stock volatility factor	171.00%
Weighted average expected option life	5 years

Summary of Significant Accoun25

Summary of Significant Accounting Polices (Details Textual)	3 Months Ended
	Mar. 31, 2018USD ($)Segmentsshares	Mar. 31, 2017shares	Dec. 31, 2017USD ($)
Summary of Significant Accounting Polices (Textual)
Contract receivable | $	$ 432,148		$ 490,441
Allowance for doubtful accounts | $	$ 6,996		$ 6,996
Number of segment reporting | Segments	1
Convertible debt [Member]
Summary of Significant Accounting Polices (Textual)
Antidilutive securities excluded from computation of earnings per share	3,543,068	3,867,068
Stock options [Member]
Summary of Significant Accounting Polices (Textual)
Antidilutive securities excluded from computation of earnings per share	3,714,637	3,697,495
Warrants [Member]
Summary of Significant Accounting Polices (Textual)
Antidilutive securities excluded from computation of earnings per share	40,931,531	506,026

Capital Stock (Details)

Capital Stock (Details) - USD ($)	Mar. 14, 2017	Oct. 01, 2015	Mar. 31, 2018	Dec. 31, 2017
Capital Stock (Textual)
Preferred stock, par value			$ 0.0001	$ 0.0001
Preferred stock, shares authorized			750,000	750,000
Common stock, shares authorized			900,000,000	900,000,000
Convertible promissory notes [Member]
Capital Stock (Textual)
Fair value loss on settlement			$ 126,330
Series B preferred stock [Member]
Capital Stock (Textual)
Stock conversion basis, description		Company’s common stock on the last three (3) trading days prior to the date of conversion, provided, however, if the Average Closing Price is less than $0.35 per share, the adjusted conversion price shall be $0.35 per share
Preferred stock, shares outstanding			3,333	3,333
Conversion price		$ 1.05
Series C preferred Stock [Member]
Capital Stock (Textual)
Preferred stock, shares outstanding			1,000	1,000
Preferred stock, par value	$ 0.0001
Preferred stock, shares authorized	1,000
Total purchase price Series C preferred stock, shares	1,000
Common Stock [Member]
Capital Stock (Textual)
Common stock for settlement of convertible promissory notes			7,442,162
Aggregate principal amount			$ 50,000
Interest amount			$ 16,979
Common stock issued for services, shares			15,256,054
Common stock issued at fair value for services			$ 402,512
Share exchange agreement, description			One third (1/3) of the shares of Series B Preferred Stock received by the holder may be converted into common stock beginning one (1) year after the first date on which a share of Series B Preferred Stock was issued (the "Original Issue Date); one third (1/3) may be converted beginning two (2) years after the Original Issue Date; and the remaining one third (1/3) may be converted beginning three years after the Original Issue Date. The number of shares of common stock issuable for each share of converted Series B Preferred Stock shall be calculated by dividing the stated value by the market price, with the market price being the average of the closing trade prices of the twenty-five (25) days prior to the date of the conversion notice.
Common Stock [Member] | Maximum [Member]
Capital Stock (Textual)
Conversion price			$ 0.0329
Common Stock [Member] | Minimum [Member]
Capital Stock (Textual)
Conversion price			$ 0.0190

Convertible Promissory Notes (D

Convertible Promissory Notes (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Short-term Debt [Line Items]
Convertible Promissory Notes, net of debt discount	$ 3,645,469
Less current portion	877,417	$ 766,931
Total long-term liabilities	$ 2,768,052	$ 2,811,000

Convertible Promissory Notes 28

Convertible Promissory Notes (Details 1)	Mar. 31, 2018USD ($)
Maturities of long-term debt
2,019	$ 821,000
2,020	1,822,052
2,021	125,000
Total	$ 2,043,052

Convertible Promissory Notes 29

Convertible Promissory Notes (Details Textual) - USD ($)	Mar. 21, 2018	Feb. 20, 2018	Jan. 24, 2018	Dec. 22, 2017	Dec. 20, 2017	Feb. 23, 2018	Mar. 31, 2018	Dec. 31, 2017
Convertible Promissory Notes (Textual)
Convertible promissory notes							$ 2,768,052	$ 2,811,000
Remaining debt discount							375,349
Net balance							3,645,469
Converted an aggregate principal amount							193,309
Derivative liability							17,418,475	$ 5,531,183
Dec 2015 Note [Member]
Convertible Promissory Notes (Textual)
Aggregate remaining amount							$ 167,048
Description of debt instrument							Note has zero stated interest rate, and the conversion price shall be equal to 75% of the average three lowest last sale prices traded during the 25 trading days immediately prior to conversion.
Conversion of accounts payable into a convertible note							$ 432,048
Percentage of average of lowest closing prices							75.00%
Number of trading days previous to conversion							25 days
Sep 2016 Note [Member]
Convertible Promissory Notes (Textual)
Recognized interest expense							$ 46,333
Description of debt instrument							Note has zero stated interest rate, and the conversion price shall be equal to 75% of the average three lowest last sale prices traded during the 25 trading days immediately prior to conversion.
Conversion of accounts payable into a convertible note							$ 430,896
Convertible Promissory Notes [Member]
Convertible Promissory Notes (Textual)
Convertible promissory notes							$ 4,020,818
Debt instrument interest rate							10.00%
Converted an aggregate principal amount							$ 50,000
Number of shares converted into common stock							7,442,162
Aggregate remaining amount							$ 1,436,000
Accrued interest							$ 16,979
Conversion price per share of debt, description							50% of the lowest trade price on any trade day following issuance of the Notes.
Fair value loss on settlement							$ 126,330
Convertible Promissory Notes [Member] | Maximum [Member]
Convertible Promissory Notes (Textual)
Conversion price of debt							$ 4.90
Convertible Promissory Notes [Member] | Minimum [Member]
Convertible Promissory Notes (Textual)
Conversion price of debt							$ 2.10
OID Notes [Member]
Convertible Promissory Notes (Textual)
Debt instrument, maturity date							Dec. 31, 2017
Accrued interest							$ 13,334
Conversion price of debt							$ 15.31
Conversion price per share of debt, description							After an amendment to the OID Notes, the conversion price changed to the lesser of $2.80 per share, or b) fifty percent (50%) of the lowest trade price of common stock recorded since the original effective date of this note, or c) the lowest effective price per share granted to any person or entity after the effective date.
Original issue discount on promissory notes							$ 184,124
Unsecured convertible notes [Member]
Convertible Promissory Notes (Textual)
Debt instrument interest rate							10.00%
Debt instrument, maturity date							May 19, 2020
Aggregate remaining amount							$ 1,325,000
Conversion price per share of debt, description							50% of the lowest trade price on any trade day following issuance of the Notes.
Unsecured convertible notes [Member] | Maximum [Member]
Convertible Promissory Notes (Textual)
Conversion price of debt							$ 2.80
Unsecured convertible notes [Member] | Minimum [Member]
Convertible Promissory Notes (Textual)
Conversion price of debt							$ 0.70
Convertible promissory notes [Member]
Convertible Promissory Notes (Textual)
Fair value loss on settlement							$ 126,330
Dec 20 Note [Member]
Convertible Promissory Notes (Textual)
Debt instrument interest rate							10.00%
Debt instrument, maturity date							Dec. 20, 2018
Converted an aggregate principal amount					$ 150,000
Recognized interest expense							$ 2,126
Conversion price per share of debt, description							The Dec 20 Note may be converted into shares of the Company's common stock at a conversion price of the lesser of $0.03 per share or 50% of the lowest trade price during the twenty trading days immediately before the conversion.
Dec 22 Note [Member]
Convertible Promissory Notes (Textual)
Debt instrument interest rate							10.00%
Converted an aggregate principal amount				$ 75,000
Recognized interest expense							$ 11,078
Conversion price per share of debt, description							The Dec 22 Note may be converted into shares of the Company's common stock at a conversion price of the lesser of $0.05 per share or 50% of the lowest trade price during the twenty trading days upon default of the prepayment date.
Unsecured convertible notes 4 [Member]
Convertible Promissory Notes (Textual)
Debt instrument interest rate							10.00%
Debt instrument, maturity date	Mar. 21, 2019	Feb. 20, 2019	Feb. 20, 2019
Converted an aggregate principal amount	$ 174,000	$ 174,000	$ 174,000
Recognized interest expense							$ 15,169
Conversion price per share of debt, description							The Company's common stock at a variable conversion price of 61% of the lowest one (1) trading day during the ten (10) trading days prior to conversion.
Feb Notes [Member]
Convertible Promissory Notes (Textual)
Debt instrument interest rate							10.00%
Converted an aggregate principal amount						$ 157,500
Recognized interest expense							$ 4,252
Conversion price per share of debt, description							The second note shall initially be paid for by the issuance of an offsetting $78,750 secured note issued to the Company by the buyer. The first of the two Feb 2018 Notes was funded with cash and the Company must agree to the funding of the second note, before it can be funded with cash. The second of the Feb 2018 Notes is secured by assets of the buyer having a fair market value of at least $78,750, and provided that prior to conversion of the second Feb 2018 Note, the buyer must have paid off the buyer note in cash. The Feb 2018 Notes may be converted into shares of the Company's common stock at a conversion price of $0.03 or 50% discount of the lowest trading price during the twenty (20) trading days prior to conversion.

Derivative Liabilities (Details

Derivative Liabilities (Details)	3 Months Ended
	Mar. 31, 2018
Summary of significant assumptions used in the Binomial lattice valuation model for the derivative
Expected dividend yield
Minimum [Member]
Summary of significant assumptions used in the Binomial lattice valuation model for the derivative
Risk free interest rate	1.63%
Stock volatility factor	17.00%
Weighted average expected option life	6 months
Maximum [Member]
Summary of significant assumptions used in the Binomial lattice valuation model for the derivative
Risk free interest rate	2.56%
Stock volatility factor	171.00%
Weighted average expected option life	5 years
Derivative liability [Member]
Summary of significant assumptions used in the Binomial lattice valuation model for the derivative
Expected dividend yield
Derivative liability [Member] | Minimum [Member]
Summary of significant assumptions used in the Binomial lattice valuation model for the derivative
Risk free interest rate	1.63%
Stock volatility factor	17.00%
Weighted average expected option life	1 year
Derivative liability [Member] | Maximum [Member]
Summary of significant assumptions used in the Binomial lattice valuation model for the derivative
Risk free interest rate	2.56%
Stock volatility factor	171.00%
Weighted average expected option life	5 years

Derivative Liabilities (Detai31

Derivative Liabilities (Details Textual) - USD ($)	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Derivative Liabilities (Textual)
Principal amount of convertible promissory notes	$ 16,979
Fair value of the derivative liability	17,418,475	$ 5,531,183
Convertible promissory notes [Member]
Derivative Liabilities (Textual)
Fair value of conversion feature notes	50,000
Loss on net change in derivative and conversion of debt	$ 11,797,873

Options and Warrants (Details)

Options and Warrants (Details) - Stock options [Member]	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Options, Outstanding, beginning of period | shares	3,697,495
Number of Options, Granted | shares
Number of Options, Exercised | shares
Number of Options, Forfeited/Expired | shares	(17,858)
Number of Options, Outstanding, end of period | shares	3,679,637
Number of Options, Exercisable at the end of the period | shares	2,719,697
Weighted average exercise price, Outstanding, beginning of period	$ 1.511
Weighted average exercise price, Granted
Weighted average exercise price, Exercised
Weighted average exercise price, Forfeited/Expired	1.870
Weighted average exercise price, Outstanding, end of period	1.502
Weighted average exercise price, Exercisable at the end of the period	1.019
Weighted average fair value of options granted during the period

Options and Warrants (Details 1

Options and Warrants (Details 1) - Stock Options [Member] - 2015 Plan, and 2013 Plan [Member]	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding	3,679,637
Stock Options Exercisable	2,719,697
6.65 - 31.15 [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Exercisable Prices, Range Minimum | $ / shares	$ 6.65
Exercisable Prices, Range Maximum | $ / shares	$ 31.15
Stock Options Outstanding	51,561
Stock Options Exercisable	51,561
6.65 - 31.15 [Member] | Minimum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	4 years 4 months 2 days
6.65 - 31.15 [Member] | Maximum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	6 years 6 months 7 days
14.35 - 15.40 [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Exercisable Prices, Range Minimum | $ / shares	$ 14.35
Exercisable Prices, Range Maximum | $ / shares	$ 15.40
Stock Options Outstanding	32,362
Stock Options Exercisable	32,362
Weighted Average Remaining Contractual Life (years)	5 years 5 months 16 days
1.31 [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding	3,595,714
Stock Options Exercisable	2,635,774
Exercisable Prices | $ / shares	$ 1.31
1.31 [Member] | Minimum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	2 years 6 months 7 days
1.31 [Member] | Maximum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	3 years 9 months 18 days

Options and Warrants (Details 2

Options and Warrants (Details 2) - Warrants [Member]	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Warrants, Outstanding - beginning of the period | shares	53,562,961
Number of Warrants, Granted | shares
Number of Warrants, Exercised | shares
Number of Warrants, Forfeited | shares	(12,631,430)
Number of Warrants, Outstanding - end of the period | shares	40,931,531
Weighted average exercise price, Outstanding - beginning of the period | $ / shares	$ 5.40
Weighted average exercise price, Granted | $ / shares
Weighted average exercise price, Exercised | $ / shares
Weighted average exercise price, Forfeited | $ / shares	(31.50)
Weighted average exercise price, Outstanding - end of the period | $ / shares	$ 0.0336

Options and Warrants (Details 3

Options and Warrants (Details 3) - Warrants [Member]	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Warrants Outstanding	40,931,531
Warrants Exercisable	40,931,531
5.25 - 22.75 [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Exercisable Prices, Range Minimum | $ / shares	$ 5.25
Exercisable Prices, Range Maximum | $ / shares	$ 22.75
Warrants Outstanding	457,143
Warrants Exercisable	457,143
5.25 - 22.75 [Member] | Minimum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	2 months 27 days
5.25 - 22.75 [Member] | Maximum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	8 months 12 days
0.35 - 0.12 [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Exercisable Prices, Range Minimum | $ / shares	$ 0.35
Exercisable Prices, Range Maximum | $ / shares	$ 0.12
Warrants Outstanding	40,462,053
Warrants Exercisable	40,462,053
0.35 - 0.12 [Member] | Minimum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	2 months 1 day
0.35 - 0.12 [Member] | Maximum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	1 year 2 months 1 day
8.75 - 22.75 [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Exercisable Prices, Range Minimum | $ / shares	$ 8.75
Exercisable Prices, Range Maximum | $ / shares	$ 22.75
Warrants Outstanding	12,335
Warrants Exercisable	12,335
8.75 - 22.75 [Member] | Minimum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	18 days
8.75 - 22.75 [Member] | Maximum [Member]
Share-Based Compensation, Shares Authorized Under Stock Option Plans, Exercise Price Range [Line Items]
Weighted Average Remaining Contractual Life (years)	11 months 19 days

Options and Warrants (Details T

Options and Warrants (Details Textual) - USD ($)	Aug. 10, 2016	May 12, 2016	Jun. 14, 2013	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2016	Oct. 02, 2015	Sep. 29, 2015
Options and Warrants (Textual)
Stock options mature						Oct. 17, 2021
Stock options prices						$ 1.31
Stock based compensation				$ 13,032	$ 34,600
Aggregate intrinsic value of the warrants outstanding				$ 0
T. Riggs Eckelberry [Member] | Restricted Stock Grant Agreement ("RSGA") [Member]
Options and Warrants (Textual)
Issuance of common stock, shares	1,714,286	1,714,286
Restricted stock grant agreement, description	the Company’s common stock to the CEO provided certain milestones are met in certain stages: a) if the Company’s consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period, the Company will issue up to 857,143 shares of its common stock and b) if the Company’s consolidated operating profit ( Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), period as reported as reported in the Company’s SEC Reports, the Company will issue up to 857,143 shares of its common stock.	The Company's common stock to Mr. Eckelberry provided certain milestones are met in certain stages: a) if the Company's consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period as reported in the Company's quarterly or annual financial statements, the Company will issue up to 857,143 shares of its common stock and b) if the Company's consolidated operating profit (Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), calculated in accordance with generally accepted accounting principles, equals or exceeds $1,500,000 for the trailing twelve month period as reported in the Company's reports filed with the SEC (the "SEC Reports"), the Company will issue up to 857,143 shares of its common stock.
First Employee [Member]
Options and Warrants (Textual)
Issuance of shares						31,429
Stock options mature						Mar. 29, 2021
Stock options prices						$ 0.29
First Employee [Member] | Restricted Stock Grant Agreement ("RSGA") [Member]
Options and Warrants (Textual)
Issuance of common stock, shares	285,714	857,143
Restricted stock grant agreement, description	The Company's common stock provided certain milestones are met in certain stages: a) if the Company's consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period, the Company will issue to each of the consultants up to 142,857 shares of its common stock and b) if the Company's consolidated operating profit (Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), calculated in accordance with generally accepted accounting principles, equals or exceeds $1,500,000 for the trailing twelve month period as reported as reported in the Company's SEC Reports, the Company will issue up to 142,857 shares of common stock to each of the consultants.	The First Employee RSGA provides for the issuance of up to 857,143 shares of the Company's common stock to the employee provided certain milestones are met in certain stages: a) if the Company's consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period as reported in the Company's quarterly or annual financial statements, the Company will issue up to 428,571 shares of its common stock and b) if the Company's consolidated operating profit (Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), calculated in accordance with generally accepted accounting principles, equals or exceeds $1,500,000 for the trailing twelve month period as reported as reported in the Company's SEC Reports, the Company will issue up to 428,571 shares of its common stock.
Second Employee [Member] | Restricted Stock Grant Agreement ("RSGA") [Member]
Options and Warrants (Textual)
Issuance of common stock, shares		571,429
Restricted stock grant agreement, description		The employee provided certain milestones are met in certain stages: a) if the Company's consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period as reported in the Company's quarterly or annual financial statements, the Company will issue up to 285,714 shares of its common stock and b) if the Company's consolidated operating profit (Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), calculated in accordance with generally accepted accounting principles, equals or exceeds $1,500,000 for the trailing twelve month period as reported as reported in the Company's SEC Reports, the Company will issue up to 285,714 shares of its common stock.
2013 Incentive Stock Option Plan [Member]
Options and Warrants (Textual)
Common stock shares reserves and sets aside for the granting of options (in shares)			114,286
Employee termination, description			Not less than 30 days nor more than three (3) months after such termination.
Fair market value of stock grant, description			The exercise price will be determined by the holders' percentage owned as follows: If the holder owns more than 10% of the total combined voting power or value of all classes of stock of the Company, then the exercise price will be no less than 110% of the fair market value of the stock as of the date of grant; if the person is not a 10% holder, then the exercise price will be no less than 100% of the fair market value of the stock as of the date of grant.
2015 Equity Incentive Stock Option Plan [Member]
Options and Warrants (Textual)
Common stock shares reserves and sets aside for the granting of options (in shares)							4,571,429	3,315,714

Revenue from Contracts with C37

Revenue from Contracts with Customers (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenue from Contracts with Customers [Abstract]
Equipment Contracts	$ 984,754	$ 323,307
Component Sales	307,204	331,532
Service Sales	11,581	7,290
Licensing Fees	30,000	10,000
Sales	$ 1,333,539	$ 672,129

Revenue from Contracts with C38

Revenue from Contracts with Customers (Details Textual) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Revenue from Contracts with Customers (Textual)
Cost in excess of billings	$ 214,067	$ 88,589
Billing in excess of cost	$ 141,198	$ 154,048

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Commitments and Contingencies (Textual)
Warrant reserve	$ 20,000	$ 20,000
Equipment lease term	5 years
Capital lease amount	$ 45,440
Description of operating lease	There are no escalation or renewal options associated with this lease. The lease has a purchase option to buy the equipment at the end of the lease for one dollar ($1). The monthly lease payments are $757 per month.
Future minimum lease payments due	$ 42,822
McKinney [Member]
Commitments and Contingencies (Textual)
Base rent	$ 4,750

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	May 14, 2018	May 08, 2018	May 03, 2018	Apr. 30, 2018	Apr. 13, 2018	Apr. 04, 2018	May 16, 2018	May 04, 2018	Mar. 31, 2018	Dec. 31, 2017
Subsequent Events (Textual)
Preferred stock, par value									$ 0.0001	$ 0.0001
Preferred stock, shares authorized									750,000	750,000
Common stock, shares authorized									900,000,000	900,000,000
Subsequent Events [Member]
Subsequent Events (Textual)
Issue of common stock to certain holders		4,092,293		3,009,436
Common stock in lieu of cash consideration					400,000
Aggregate number of shares authorized					2,550,000,000
Offering, description					The Company is offering up to a maximum of 50,000,000 Units at a purchase price of $0.02 per Unit for an aggregate offering amount of $1,000,000, provided, that the Company may increase the Offering amount to $2,000,000 at its sole discretion.
Aggregate shares issued								11,777,777
Aggregate purchase price								$ 230,000
Subsequent Events [Member] | Board of Directors [Member]
Subsequent Events (Textual)
Offering, description	(i) an extension of the Offering period, (ii) an increase to the maximum Offering amount from $2,000,000 to $3,000,000 and (iii) two new discounts pursuant to which (a) investors purchasing Units for an aggregate purchase price of $1,000,000 or greater, but less than $2,000,000, will be entitled to a 40% discount, for a purchase price of $0.012 per Unit, and (b) investors purchasing Units for an aggregate purchase price of $2,000,000 or greater will be entitled to a 50% discount, for a purchase price of $0.01 per Unit.
Subsequent Events [Member] | Employee And Consultant [Member]
Subsequent Events (Textual)
Issuance of shares							2,000,000
Subsequent Events [Member] | Minimum [Member]
Subsequent Events (Textual)
Preferred stock, shares authorized					750,000
Common stock, shares authorized					900,000,000
Subsequent Events [Member] | Maximum [Member]
Subsequent Events (Textual)
Preferred stock, shares authorized					550,000,000
Common stock, shares authorized					2,000,000,000
Subsequent Events [Member] | Restricted Stock Grant Agreement ("RSGA") [Member]
Subsequent Events (Textual)
Issuance of shares					2,000,000
Subsequent Events [Member] | Restricted Stock Grant Agreement ("RSGA") [Member] | Chief Executive Officer [Member]
Subsequent Events (Textual)
Issuance of shares							30,000,000
Offering, description							The May 2018 RSGAs provide for the issuance of the Company's common stock provided certain milestones are met in certain stages with a) 50% of each employee's or consultant's respective award vesting if the Company's consolidated gross revenue, calculated in accordance with generally accepted accounting principles, consistently applied, equals or exceeds $15,000,000 for the trailing twelve month period and b) 50% of each employee's or consultant's respective award vesting if the Company's consolidated operating profit (Operating Profit = Operating Revenue - Cost of Goods Sold - Operating Expenses - Depreciation & Amortization), calculated in accordance with generally accepted accounting principles, equals or exceeds $1,500,000 for the trailing twelve months.
Subsequent Events [Member] | Securities purchase agreement [Member]
Subsequent Events (Textual)
Convertible promissory note, description						The Apr 4 Note matures 12 months from the date of issuance and bears interest at a rate of 10% per annum. The Apr 4 Note may be converted into shares of the Company's common stock at a price per share equal to 50% of the lowest trade price of the Company's common stock recorded during the twenty five prior trading days from receipt of the conversion notice (subject to adjustment for stock splits, dividends, combinations and other similar transactions).
Aggregate principal face amount						$ 150,000
Subsequent Events [Member] | Consultants [Member]
Subsequent Events (Textual)
Common stock in lieu of cash consideration				709,034			2,000,000
Subsequent Events [Member] | Series D preferred stock [Member]
Subsequent Events (Textual)
Convertible promissory note, description					The shares of Series D Preferred Stock are convertible into the Company's common stock at a conversion rate which shall be the greater of (A) one share of common stock and (B) the number of shares of common stock the holder of the Series D Preferred Stock would have received pursuant to each holders respective Subscription Agreement (as defined in the Series D Certificate of Designation) if the shares of Series D Preferred Stock were priced based on the average Closing Sale Price (as defined in the Series D Certificate of Designation) of the common stock during the three trading days prior to the date the holder requests a conversion, provided the lowest price for which an adjustment will be made is $0.005 (1/2 of one cent). In the event the Company does not conduct an Initial Coin Offering (as defined in the Series D Certificate of Designation) within one (1) year of the Initial Issuance Date (as defined in the Series D Certificate of Designation), the conversion rate shall be adjusted to read as follows: the greater of (A) one share of common stock and (B) the number of shares of common stock the holder of the Series D Preferred Stock would have received pursuant to each holders respective Subscription Agreement (as defined in the Series D Certificate of Designation) if the shares of Series D Preferred Stock were priced based on the average Closing Sale Price (as defined in the Series D Certificate of Designation) of the common stock during the three trading days prior to the date the holder requests a conversion, provided the lowest price for which an adjustment will be made is $0.01 (one cent).
Preferred stock, par value					$ 0.0001
Preferred stock, shares authorized					400,000,000
Subsequent Events [Member] | Series D preferred stock [Member] | Certificate of Designation [Member]
Subsequent Events (Textual)
Preferred stock, par value					$ 0.0001
Preferred stock, shares authorized					50,000,000
Subsequent Events [Member] | Convertible promissory notes [Member]
Subsequent Events (Textual)
Conversion into common stock			5,751,476
Aggregate principal and interest amount			$ 51,763