Epoxy (EPXY) 10-K 14 Apr 16 2015 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2015	Apr. 13, 2016	Jun. 30, 2015
Document and Entity Information:
Entity Registrant Name	Epoxy, Inc.
Document Type	10-K
Document Period End Date	Dec. 31, 2015
Trading Symbol	epxy
Amendment Flag	false
Entity Central Index Key	1,428,816
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		321,404,050
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	FY
Entity Public Float			$ 12,011,760

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Current
Cash	$ 5,883	$ 63,953
Accounts receivable	880	880
Prepaid expenses	4,558	0
Deferred financing costs	9,638	0
Total Current Assets	20,959	64,833
Vehicle	9,436	20,758
Trademark and Patent	7,695	7,695
Total Assets	38,090	93,286
Current
Accounts payable and accrued liabilities	146,433	104,213
Loans payable	32,000	32,000
Derivative liabilities	296,090	2,251,429
Convertible notes, net of unamortized discounts	277,255	105,067
Total Current Liabilities	751,778	2,492,709
Total Liabilities	751,778	2,492,709
STOCKHOLDERS' DEFICIT
Preferred Stock, $0.00001 par value;Authorized: 35,000,000 Series A Preferred shares, 25,080,985 issued and outstanding as of December 31, 2015 and December 31, 2014	251	251
Preferred Stock, $0.00001 par value;Authorized: 15,000,000 Series B Preferred shares, 1,000,000 and 0 shares issued and outstanding as of December 31, 2015 and December 31, 2014, respectively	10	0
Common Stock, $0.00001 par value;authorized: 850,000,000 shares, 226,253,317 and 176,594,121 shares issued and outstanding as of December 31, 2015 and December 31, 2014, respectively	2,263	1,766
Additional paid-in capital	2,397,946	(168,477)
Accumulated deficit	(3,114,158)	(2,232,963)
Total Stockholders' Deficit	(713,688)	(2,399,423)
Total Liabilities and Stockholders' Deficit	$ 38,090	$ 93,286

CONSOLIDATED BALANCE SHEETS PAR

CONSOLIDATED BALANCE SHEETS PARENTHETICALS - $ / shares	Dec. 31, 2015	Dec. 31, 2014
Parenthetical
Preferred stock, par value	$ 0.00001	$ 0.00001
Series A Preferred shares authorized	35,000,000	35,000,000
Series A Preferred shares issued	25,080,985	25,080,985
Series A Preferred shares outstanding	25,080,985	25,080,985
Series B Preferred shares authorized	15,000,000	15,000,000
Series B Preferred shares issued	1,000,000	0
Series B Preferred shares outstanding	1,000,000	0
Common stock par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	850,000,000	850,000,000
Common stock, shares issued	226,253,317	176,594,122
Common stock shares outstanding	226,253,317	176,594,122

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Revenue
Revenue	$ 30,398	$ 25,896
Operating Expenses
Depreciation	11,322	1,887
Software research and development	152,471	28,310
General and administrative expenses	1,249,667	342,985
Total operating expenses	1,413,460	373,182
Loss from operations	(1,383,062)	(347,286)
Other Income (Expenses):
Gain (loss) on change in fair value of derivative liabilities	606,898	(1,332,900)
Gain (loss) on debt settlement	496,212	(120,804)
Interest expenses	(601,243)	(146,883)
Total other income (expenses)	501,867	(1,600,587)
Net income (loss)	$ (881,195)	$ (1,947,873)
Net income (loss) per share - basic	$ 0	$ (0.01)
Weighted average shares outstanding - basic	198,573,462	171,376,249

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($)	Series A Preferred shares	Series A Preferred shares Par Value	Series B Preferred shares	Series B Preferred shares Par Value	Common Stock Shares	Common Stock Par Value	Additional Paid- in Capital	Accumulated Deficit	Total Paid-in Equity
Balance at Dec. 31, 2013	25,080,985	251			168,824,706	1,688	152,689	(285,090)	(130,462)
Private placement for common shares					933,333	9	27,991		28,000
Shares issued as financing costs					807,482	8	23,992		24,000
Shares issued for debt settlement					2,528,600	26	83,165		83,191
Stock award granted					3,500,000	35	74,515		74,550
Stock option granted							9,832		9,832
Beneficial conversion feature from amended convertible notes							$ 125,000		$ 125,000
Recognition of derivative associated with tainted instruments							(669,741)		(669,741)
Imputed interest							$ 4,080		4,080
Net loss								$ (1,947,873)	$ (1,947,873)
Balance. at Dec. 31, 2014	25,080,985	251			176,594,121	1,766	(168,477)	(2,232,963)	(2,399,423)
Preferred shares issued for services			$ 1,000,000	$ 10			$ 866,090		$ 866,100
Derivative liabilities reclassify as additional paid in capital due to conversion							$ 1,198,945		$ 1,198,945
Shares issued for conversion of debt and accrued interest					45,929,848	460	443,625		444,085
Shares issued for loss on debt settlement					2,489,435	25	16,158		16,183
Shares issued for services					1,239,913	12	40,905		40,917
Imputed interest							$ 700		$ 700
Net loss								$ (881,195)	$ (881,195)
Balance at Dec. 31, 2015	25,080,985	251	1,000,000	10	226,253,317	2,263	2,397,946	(3,114,158)	(713,688)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Cash flows from Operating Activities
Net loss	$ (881,195)	$ (1,947,873)
Adjustments to reconcile net loss to net cash used in operations:
Depreciation	11,322	1,887
Share issuance for financing costs	0	24,000
Share issuance for services	40,917	74,550
Serial B preferred shares issuance for stock-based compensation	866,100	0
Stock option granted for consulting fees	0	9,832
(Gain) loss on extinguishment of debt	(496,212)	120,804
(Gain) loss on change in fair value of derivative liabilities	(606,898)	1,332,900
Amortization of discounts on convertible notes	518,085	122,692
Amortization of deferred financing costs	47,362	0
Imputed interest	700	4,080
Foreign exchange in loan payable	0	(1,001)
Changes in operating assets and liabilities:
Accounts receivables	0	1,450
Prepaid expenses	(4,558)	0
Accounts payable and accrued expenses	61,307	39,810
Net cash used in operating activities	(443,070)	(216,869)
Cash flows from Investing Activities
Costs for vehicle purchase	0	(22,645)
Net cash provided by (used in) investing activities	0	(22,645)
Cash flows from Financing Activities
Proceeds from sale of common stock	0	28,000
Proceeds from convertible notes	442,000	225,000
Deferred financing costs	(57,000)	0
Proceeds from loan payable	0	20,000
Net cash provided by financing activities	385,000	273,000
Net decrease in cash during the period	(58,070)	33,486
Cash, beginning of period	63,953	30,467
Cash, end of period	5,883	63,953
Cash paid for:
Interest	0	2,986
Income taxes	0	0
Supplemental non-cash investing activities:
Debt discount on convertible debt due to beneficial conversion feature	0	125,000
Debt discount due to derivative	0	225,000
Derivative liability due to tainting of amended convertible notes	$ 0	$ 669,741
Shares issued for the settlement of debt	0	83,191
Debt principal converted to shares	425,000	0
Accrued interest converted to shares	19,085	0
Derivative liability reclassified as additional paid-in capital	$ 1,198,945	$ 0
Derivative liability - debt discount	$ 442,000	$ 0

Description of business and bas

Description of business and basis of presentation	12 Months Ended
	Dec. 31, 2015
Description of business and basis of presentation
Description of business and basis of presentation	Note 1 – Description of business and basis of presentation Organization and nature of business Epoxy, Inc. (the “Company”) was incorporated in the State of Nevada on November 13, 2007 as Rioridge Resources Corp. On July 22, 2008, the Company changed its name to Neohydro Technologies Corp. On August 1, 2014, the Company’s name changed from NeoHydro Technologies Corp. to Epoxy, Inc. in furtherance of actions taken on May 23, 2014, when the Board of Directors of the Company (the “ Board On March 16, 2016 pursuant to approval by the Board of Directors and shareholders, the Company filed an Amendment to its Articles of Incorporation increasing the authorized shares to 900,000,000 with 850,000,000 common and 50,000,000 preferred shares. This action has been retroactively applied in the body of these financial statements. The Company, through its wholly owned subsidiary, Couponz, Inc., is the developer of Epoxy app, an application or "app" for iPhone iOS and Android operating systems. Epoxy is an innovative smart phone application designed and created to conveniently connect business owners and consumers in order to ease marketing frustrations. The mobile app gives loyal customers the ease of keeping track of rewards and punch cards all in one place while also giving opportunities to review and share businesses with friends. In turn, Epoxy provides businesses the ability to reward customers, share offers, and deliver information about special events with their customers.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2015
Summary of Significant Accounting Policies:
Summary of Significant Accounting Policies	Note 2 - Summary of Significant Accounting Policies Principal of Consolidation These consolidated financial statements include the accounts of Epoxy, Inc. and its wholly-owned subsidiary, Couponz, Inc. All intercompany balances and transactions have been eliminated in consolidation. Estimates In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the statements of financial condition, and revenues and expenses for the years then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to, the assumptions used to calculate stock-based compensation, derivative liabilities, debt discounts and common stock issued for assets, services or in settlement of obligations. Cash and Cash Equivalents For purposes of reporting within the statements of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents. Property and Equipment Property and equipment are recorded at cost. Depreciation and amortization on property and equipment are determined using the straight-line method over the three to five year estimated useful lives of the assets. Capitalized Software Costs Software costs incurred internally in creating computer software products are expensed until technological feasibility has been established upon completion of a detailed program design. Thereafter, all software development costs are capitalized until the point that the product is ready for sale, and are subsequently reported at the lower of unamortized cost or net realizable value. The Company periodically reviews capitalized software costs for impairment where the fair value is less than the carrying value. As of December 31, 2015 and 2014, all capitalized software costs related to the development of the application were expensed because development was complete. Research and Development Costs The Company charges research and development costs with respect to software improvements to expense when incurred in accordance with FASB ASC 730, “Research and Development”. Research and development costs were $152,471 and $28,310 for the years ended December 31, 2015 and 2014, respectively. Trademark and Patent (Intangible assets) Trademark and patent are recorded at cost. Amortization on trademark and patent are determined by their economic life. Revenue Recognition The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. This typically occurs when customers are invoiced for their monthly membership fee. Participants in the program pay a monthly subscription fee per retail location, at the start of each month, which amount is immediately recorded as revenue. A notice period of 30 days is required to terminate any services with no refunds payable. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. During the years ended December 31, 2015and 2014, there was no impairment of long-lived assets. Allowance for Doubtful Accounts We establish an allowance for bad debts through a review of several factors including historical collection experience, current aging status of the customer accounts, and financial condition of our customers. We do not generally require collateral for our accounts receivable. Our allowance for doubtful accounts was $0 as of December 31, 2015 and 2014. Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. FASB ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level of input that is significant to the fair value measurement of the instrument. The following table provides a summary of the fair value of our derivative liabilities as of December 31, 2015 and December 31, 2014: Fair value measurements on a recurring basis Level 1 Level 2 Level 3 As of December 31, 2015: Liabilities Derivative liabilities $ - $ - $ 296,090 As of December 31, 2014: Liabilities Derivative liabilities $ - $ - $ 2,251,429 Income Taxes The Company accounts for income taxes in accordance with Accounting Standards Codification (“ASC”) Topic 740, Income Taxes, which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. Stock based compensation We account for stock based compensation in accordance with ASC 718 which requires companies to measure the cost of employee services received in exchange for an award of an equity instrument based on the grant-date fair value of the award. For stock-based awards granted on or after January 1, 2006, stock-based compensation expense is recognized on a straight-line basis over the requisite service period. In prior years, we accounted for stock-based awards under APB No. 25, “Accounting for Stock Issued to Employees.” We account for non-employee share-based awards in accordance with ASC 505-50. Loss per Common Share In accordance with ASC Topic 280 – “Earnings Per Share”, the basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted loss per common share is computed similar to basic loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Reclassification Certain reclassifications have been made to the prior period’s financial statements to conform to the current period’s presentation. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2015
Going Concern
Going Concern	Note 3 – Going Concern The Company has incurred net losses since inception and had a working capital deficit of $730,819 at December 31, 2015. These conditions raise substantial doubt as to the Company’s ability to continue as a going concern. The Company expects cash flows from operating activities to improve, primarily as a result of an increase in revenue, although there can be no assurance thereof. The accompanying consolidated financial statements do not include any adjustments that might be necessary should we be unable to continue as a going concern. If we fail to generate positive cash flow or obtain additional financing, when required, we may have to modify, delay, or abandon some or all of our business and expansion plans.

Loans Payable

Loans Payable	12 Months Ended
	Dec. 31, 2015
Loans Payable {1}
Loans Payable	Note 4- Loans Payable During the month of July 2014, the Company entered into two 5% one-year promissory notes for a total of $20,000. During the month of August 2013, the Company entered into a 10% one-year promissory notes for a total of $5,000. At December 31, 2015, the Company is indebted to one unrelated third parties in amount of $7,000 (December 31, 2014 - $7,000). The loans are non-interest bearing and due on demand after maturity. During the year ended December 31, 2015, the Company recorded imputed interest of $700 in respect of these loans.

Convertible Notes

Convertible Notes	12 Months Ended
	Dec. 31, 2015
Convertible Notes
Convertible Notes	Note 5- Convertible Notes (1) Convertible notes originally due on November 27, 2015: On November 27, 2012, the Company entered into certain convertible loan agreements with four (4) investors. The Company received a total of $125,000 which bears interest at 10% per annum and is due on November 27, 2015. Interest shall accrue from the advancement date and shall be payable quarterly. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.0005 per share. The Company recognized the intrinsic value of the embedded beneficial conversion feature of $125,000 as additional paid-in capital and reduced the carrying value of the convertible debenture to $nil. The carrying value will be accreted over the term of the convertible debentures up to its face value of total of $125,000. On August 1, 2014 the Company successfully amended the terms of certain convertible loan agreements with four (4) investors for a total of $125,000 due and payable on November 27, 2015. Under the amended terms, a total of $125,000 originally available for conversion into a total of 250,000,000 shares of common stock at $0.0005 per share has been amended to reflect a price of $0.005 per share for a total of 25,000,000 shares of common stock, if converted. The Company analyzed the above amendment under ASC 470-60 and concluded that the amendment to the conversion terms qualified as a substantial modification and as such the unamortized discount of $88,184 was recorded as loss on extinguishment of debt. The Company recalculated the intrinsic value of the embedded beneficial conversion feature of $125,000 this has been recorded at the discount on the convertible note. The carrying value will be accreted over the term of the convertible debentures up to its face value of total of $125,000. During August 2014, the conversion options in these notes became tainted upon the issuance of other variable rate convertible debt. Accordingly, the conversion options in these notes were accounted for as derivative liabilities. On July 16, 2015, the Company amended the terms of the certain convertible loan agreements with four investors for a total of $125,000 due and payable on April 16, 2016. Under the amended terms, a total of $125,000 convertible notes which comes due and payable on November 27, 2015 were extended to the maturity date of April 16, 2016. In addition, the notes were modified whereby they do not become convertible until maturity. The Company analyzed the conversion feature of above Convertible Notes for derivative accounting consideration under FASB ASC 470 and determined that the conversion feature did not create embedded derivatives. The Company analyzed the above amendment under ASC 470-60 and concluded that the amendment to the conversion terms qualified as a substantial modification and as such the unamortized discount of $79,103 was recorded as loss on extinguishment of debt. In addition, the fair value of the derivative liabilities associated with the pre modification conversion option in these notes of $591,496 was extinguished resulting in a gain of $591,496. The net gain on extinguishment of liabilities during the year ended December 31, 2015 resulting from this substantial modification was $512,393. The carrying value of these convertible notes is as follows: August 1, 2014 Recalculation December 31, 2014 December 31, 2015 Face value of certain convertible notes $ 125,000 $ 125,000 $ 125,000 Less: unamortized discount (125,000 ) (116,702 ) - Carrying value $ - 8,298 $ 125,000 As at December 31 2015, the carrying values of the convertible debenture and accrued convertible interest thereon were $125,000 and $12,500, respectively. Amortization of the discounts associated with these notes was $37,599 during the year ended December 31, 2015. (2) Convertible note due on August 22, 2015 (CN#1) On August 22, 2014, the Company entered into a convertible loan agreement with an investor (the “CN#1”), where under the Company has issued two 8% convertible redeemable notes in the aggregate principal amount of $250,000 with the first note being $125,000 and the second note being $125,000, convertible into shares of the Company’s common stock upon the terms. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price equal to 52% of the lowest trading price of the Common Stock as reported on the OTCQB exchange for the twelve (12) prior trading days including the day upon which a Notice of Conversion is received by the Company. On August 22, 2014, the Company received net proceeds totaling $106,250 in respect to the first of the two notes in the totaling gross amount of $125,000. Financing fees of $12,500 and legal fees of $6,250 were paid in respect of the back end note which is due and payable on August 22, 2015. On January 15, 2015 and February 26, 2015 respectively the Company received net proceeds from an investor totaling $63,750 and $42,500 in respect to the second of the two notes in the total gross amount of $125,000. Financing fees of $12,500 and legal fees of $6,250 were paid in respect of the back end note which is due and payable on August 22, 2015. The following table reflects the issuance of 17,846,932 shares in respect of Conversion Notices received for a total of $250,000 in principal and $9,570 in accrued interest from CN#1 during the year ended December 31, 2015: Conversion Date Original Principal Amount ($) Accrued interest payable ($) Conversion Price ($) Number of shares issued February 27, 2015 40,000 1,613 0.0364520 1,141,587 April 17, 2015 15,000 766 0.0239200 659,114 April 29, 2015 20,000 1,074 0.0208000 1,013,171 May 7, 2015 25,000 1,386 0.0130000 2,029,715 May 21, 2015 25,000 1,463 0.0130000 2,035,616 June 2, 2015 25,983 547 0.0141445 1,875,620 June 8, 2015 29,017 649 0.0141440 2,097,405 June 29, 2015 18,000 485 0.0145600 1,269,592 July 7, 2015 19,000 546 0.00936 2,088,197 July 20, 2015 33,000 1,041 0.00936 3,636,915 Total 250,000 9,570 17,846,932 As of December 31, 2015, the principal amount and all accrued interest payable with respect to CN#1 was paid in full with issuance of common stock. (3) Convertible note due on April 16, 2015 (CN#2) On September 17, 2014, the Company entered into a convertible loan agreement with an investor (the “CN#2). The Company received net proceeds totaling $88,000 from a note in the gross amount of $100,000 which bears interest at 10% per annum and is due on April 16, 2015. Financing fees of $10,500 and legal fees of $2,000 were paid in respect of the note which is due and payable on April 16, 2015. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of the lower of (1) a 50% discount to the average of the three lowest daily trading prices for the previous twenty (20) trading days to the date of conversion; or (2) a 50% discount to the average of the three lowest daily trading prices for the previous twenty (20) trading days before the date that this note was executed. The following table reflects the details of the issuance of 9,180,180 shares in respect of Conversion Notices received for a total of $100,000 in principal and $5,582 in accrued interest from CN#2 during the year ended December 31, 2015: Conversion Date Original Principal Amount ($) Accrued interest payable ($) Conversion Price ($) Number of shares issued March 26, 2015 6,775 - 0.0115167 588,235 April 1, 2015 50,000 - 0.0115000 4,347,826 April 22, 2015 43,225 5,582 0.0115000 4,244,119 Total 100,000 5,582 9,180,180 As of December 31, 2015, the principal amount and all accrued interest payable with respect to CN#2 was paid in full with issuance of common stock. (4) Convertible note due on January 13, 2016 (CN#3) On January 13, 2015 the Company entered into a Securities Purchase Agreement (“SPA”) with Adar Bays, LLC (“Adar”) a Florida Limited Liability company where under the Company has issued two 8% convertible redeemable notes in the aggregate principal amount of $150,000 with the first note being $75,000 and the second note being $75,000, convertible into shares of the Company’s common stock with a maturity date one year after issuance or January 13, 2016. The first of the two notes (the “First Note”) shall be paid for by Adar upon execution of the SPA, and the second note (the “Second Note”) shall initially be paid for by the issuance of an offsetting $75,000 secured note issued to the Company by Adar (“Buyer Note”), provided that prior to conversion of the Second Note, Adar must have paid off the Buyer Note in cash. Under the terms of the First Note, at any time after 180 days, the holder may elect to convert all or part of the face value of the note into shares of the Company’s common stock without restrictive legend at a price (“Conversion Price”) for each share of Common Stock equal to 52% of the lowest trading price of the Company’s common stock for the twelve prior trading days including the day upon which a Notice of Conversion is received by the Company. If the shares are not delivered in 3 business days, to the holder, the Notice of Conversion may be rescinded. Under the terms of the Second Note, the holder is entitles at its option, after the expiration of the requisite Rule 144 holding period and after full cash payment for the promissory note issued by the holder to the Company simultaneously with the issuance by the Company of this note (the “Holder Issued Note”) to convert all or part of the Note then outstanding into shares of the Company’s common stock equal to 52% of the lowest trading price of the Company’s common stock for the twelve prior trading days including the day upon which a Notice of Conversion is received by the Company. If the shares are not delivered in 3 business days, to the holder, the Notice of Conversion may be rescinded. With respect to the First and Second Notes, in the event that the Company experiences a DTC “Chill” on its shares the conversion price shall be decreased to 42% instead of 52% while the “Chill” is in effect, and in no event shall the holder be allowed to effect a conversion, if such conversion, along with other shares of the Company common stock beneficially owned by the holder and its affiliates would exceed 9.9% of the outstanding shares of the common stock of the Company. Further, with respect to the Second note, in the event the Company is not “Current” in its SEC filings at the time the note is cash funded, the discount shall be decreased to 40% instead of 52%. In respect of the First and Second notes interest on any unpaid principal balance of the Notes shall be paid by the Company in common stock (the “Interest Shares”). The Holder may at any time send a Notice of Conversion for Interest Shares based on the aforementioned formula for all or part of interest payable. During the first 180 days the Company may redeem the First Note by paying to the holder an amount as follows: (i) if the redemption is in the first 90 days the note is in effect an amount equal to 125% of the unpaid principal amount of the note along with accrued interest; (ii) if the redemption is after the 91st day the note is in effect then the Company may redeem the note in an amount equal to 135% of unpaid principal and interest. The note is not redeemable after 180 days. The Second Note may not be prepaid, except that if the First Note is redeemed by the Company within 6 months of the issuance date of such note, the obligations of the Company under the Second Note will be automatically deemed satisfied and the Second Note and the Holder Note will be deemed canceled and of no further force or effect. Upon funding of each Note the Company shall pay $3,750 in legal fees and fees to Carter, Terry & Company of $7,500. On January 15, 2015 the Company received net proceeds from Adar totaling $63,750 with respect to the First Note in the total gross amount of $75,000. Financing fees of $7,500 and legal fees of $3,750 were paid. The following table reflects the details of the issuance of 18,902,736 shares in respect of Conversion Notices received for a total of $75,000 in principal and $3,934 in accrued interest from CN#3 during the year ended December 31, 2015: Conversion Date Original Principal Amount ($) Accrued interest payable ($) Conversion Price ($) Number of shares issued July 20, 2015 5,000 - 0.00936 534,188 July 23, 2015 15,000 - 0.00936 1,602,564 August 13, 2015 7,000 - 0.00832 841,346 August 27, 2015 8,000 - 0.005772 1,386,001 September 8, 2015 7,000 - 0.005252 1,332,826 September 16, 2015 10,000 - 0.0052 1,923,077 October 13, 2015 12,000 - 0.0052 2,307,692 November 6, 2015 6,000 - 0.001664 3,605,769 December 1, 2015 5,000 3,934 0.001664 5,369,273 Total 75,000 3,934 18,902,736 As of December 31, 2015, the principal amount and all accrued interest payable with respect to CN#3 was paid in full with issuance of common stock. On December 1, 2015, the Company issued 2,489,435 additional shares of common stock to the Note holder and recorded a loss on debt settlement in the amount of $16,183. (ref Note 6 below). (5) Convertible note due on January 14, 2016 (CN#4) On July 14, 2015, the Company entered into a convertible loan agreement with an investor. The Company received net proceeds totaling $90,000 from total loan proceeds of $102,000, which bears interest at 8% per annum and is due on January 14, 2016. Financing fees of $10,000 and legal fees of $2,000 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of a 45% discount to the lowest trading prices for the previous twenty (20) trading days to the date of conversion. As of December 31, 2015, the outstanding principal balance under this note was $102,000. (6) Convertible note due on July 29, 2016 (CN#5) On July 29, 2015 the Company entered into a convertible loan agreement with an investor. The Company received new proceeds totaling $75,000 from total loan proceeds of $84,000 which bears interest at 8% per annum and is due on July 29, 2016. An original issue discount of $6,000 and legal fees of $3,000 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at 58% multiplied by the lowest intra-day trade price in the twenty (20) Trading Days immediately preceding the applicable Conversion, provided that if at any time the lowest intra-day trade price in the twenty (20) Trading Days immediately preceding any date of measurement is below $0.01, then in such event the then-current Conversion Factor shall be reduced by 5% for all future Conversions. As of December 31, 2015, the outstanding principal balance under this note was $84,000. (7) Convertible note due on August 3, 2016 (CN#6) On August 3, 2015, the Company entered into a convertible loan agreement with an investor. The Company received net proceeds totaling $50,000 from total loan proceeds of $56,000, which bears interest at 8% per annum and is due on August 3, 2016. Financing fees of $3,500 and legal fees of $2,500 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of a 45% discount to the lowest trading prices for the previous twenty (20) trading days to the date of conversion. As of December 31, 2015, the outstanding principal balance under this note was $56,000. In our evaluation of the financing arrangement, we concluded that the conversion features were not afforded the exemption as a conventional convertible instrument and it did not otherwise meet the conditions set forth in current accounting standards for equity classification. Accordingly, they do not meet the conditions necessary to obtain equity classification and are required to be carried as derivative liabilities. (See footnote 11 for derivative disclosure) Additionally, the Company evaluated the convertible notes in note 5 (1) above and concluded that these were tainted due to the variable conversion rate of the above the convertible notes and as such they do not meet the conditions necessary to obtain equity classification and are required to be carried as derivative liabilities. They were removed from the derivative liabilities upon their substantial modification and extinguishment. (See footnote 9 for derivative disclosure) The carrying value of certain convertible notes (CN#1, CN#2 and CN#3) are as follows CN#1 CN#2 CN#3 Total Carrying value, December 31, 2013 $ - $ - $ - $ - Add: Face value of certain convertible notes 125,000 100,000 - 225,000 Less: unamortized discount (79,860 ) (48,371 ) (128,231 ) Carrying value, December 31, 2014 45,140 51,629 - 96,769 Add: Face value of certain convertible notes 125,000 - 75,000 200,000 Total Face value of certain convertible notes 250,000 100,000 75,000 425,000 Less: converted face value to shares (250,000 ) (100,000 ) (75,000 ) (425,000 ) Less: unamortized discount - - - - Carrying value, December 31, 2015 $ - - $ - - The carrying value of certain convertible notes (CN#4 CN#5 and CN#6) are as follows CN#4 CN#5 CN#6 Total Carrying value, December 31, 2014 $ - $ - $ - $ - Add: Face value of certain convertible notes 102,000 84,000 56,000 242,000 Total Face value of certain convertible notes 102,000 84,000 56,000 242,000 Less: converted face value to shares - - - - Less: unamortized discount (8,270 ) (48,426 ) (33,049 ) (89,745 ) Carrying value, December 31, 2015 $ 93,730 35,574 $ 22,951 $ 152,255 Amortization of the discount over the year ended December 31, 2015 totaled $518,085, which amount has been recorded as interest expense. The unamortized discount of $89,745 associated with above notes (CN #1 to CN#6) will be expensed in future periods.

Common Stock and Stock-Based Co

Common Stock and Stock-Based Compensation	12 Months Ended
	Dec. 31, 2015
Common Stock and Stock-Based Compensation
Common Stock and Stock-Based Compensation	Note 6 – Common Stock and Stock-Based Compensation On March 16, 2016 pursuant to approval by the Board of Directors and shareholders, the Company filed an Amendment to its Articles of Incorporation increasing the authorized shares to 900,000,000 with 850,000,000 common and 50,000,000 preferred shares of which 35,000,000 have been designated Series A Preferred Stock and 15,000,000 have been designated Series B Preferred Stock all with par value of $0.00001 per share. This action has been retroactively applied in the body of these financial statements. Common stock Shares issued in current period ended December 31, 2015: Issuances Date Conversion Price/FMV ($) Number of shares issued Amount ($) February 27, 2015 Conversion of debt 0.0364520 1,141,587 41,613 March 26, 2015 Conversion of debt 0.0115167 588,235 6,775 April 1, 2015 Conversion of debt 0.0115000 4,347,826 50,000 April 17, 2015 Conversion of debt 0.0239200 659,114 15,766 April 22, 2015 Conversion of debt 0.0115000 4,244,119 48,807 April 29, 2015 Conversion of debt 0.0208000 1,013,171 21,074 May 7, 2015 Conversion of debt 0.0130000 2,029,715 26,386 May 21, 2015 Conversion of debt 0.0130000 2,035,616 26,463 June 2, 2015 Conversion of debt 0.0141445 1,875,620 26,530 June 8, 2015 Conversion of debt 0.0141440 2,097,405 29,666 Issuances Date Conversion Price/FMV ($) Number of shares issued Amount ($) June 18, 2015 Services rendered 0.0330000 1,239,913 40,917 June 29, 2015 Conversion of debt 0.0145600 1,269,592 18,485 July 7, 2015 Conversion of debt 0.00936 2,088,197 19,546 July 20, 2015 Conversion of debt 0.00936 4,171,103 39,041 July 23, 2015 Conversion of debt 0.00936 1,602,564 15,000 August 13, 2015 Conversion of debt 0.00832 841,346 7,000 August 27, 2015 Conversion of debt 0.005772 1,386,001 8,000 September 8, 2015 Conversion of debt 0.005252 1,332,826 7,000 September 16, 2015 Conversion of debt 0.0052 1,923,077 10,000 October 13, 2015 Conversion of debt 0.0052 2,307,692 12,000 November 6, 2015 Conversion of debt 0.001664 3,605,769 6,000 December 1, 2015 Conversion of debt 0.001664 5,369,273 8,934 December 1, 2015 Shares issued for cash proceeds at $0.003615 per share* 0.0065 2,489,435 16,182 Total 49,659,196 501,185 *On December 1, 2015, upon receipt of a conversion notice from one of its convertible note holders, the Company issued 2,489,435 shares of common stock to the Note holder. Subsequent to the fiscal year end the Company advised the note holder of an error in their calculations and it was agreed the Note holder would provide additional cash proceeds of $9,000 in respect of the purchase price of the shares. As a result of the error during fiscal 2015, the Company recorded a loss on debt settlement in the amount of $16,183 in respect to this over issuance of shares. Shares issued in the fiscal year ended December 31, 2014 On April 30, 2014, the Company received the final $28,000 installment in respect of a funding agreement entered into on June 17, 2013 (ref: Note 10) for a total of $100,000. The Company accepted a subscription for 933,333 shares of common stock at $0.03 per share for cash proceeds of $28,000 and the Company also agreed to issue a 2-year warrant entitling the holder to acquire an additional 93,333 and shares of common stock at an exercise price of $0.30 per share. On August 8, 2014 the Company agreed to issue 500,000 fully paid for and earned restricted shares of the Company’s common stock under an agent agreement with Carter, Terry & Company (“C&T”). The Company recorded $15,000 as financing costs, which was the fair market value of the shares on the agreement date. On August 22, 2014, the Company settled certain unrelated third party debt in the amount of $50,572 by way of the issuance of 2,528,600 shares of the Company’s common stock at $0.02 per share with a fair value of $83,192. The Company recognized loss on the debt settlement in the amount of $32,620. During the period ended September 30, 2014 the Company agreed to issue a total of 307,482 restricted shares of the Company’s common stock under an agent agreement with C&T, which equal to the 4% of $225,000 capital raised divided by the closing price of the stock on the date of close. On October 17, 2014, the Company issued 3,500,000 shares of the Company’s common stock at $0.0213 per share with a fair value of $74,550 as stock awards to officers and directors of the Company. As of December 31, 2015 and December 31, 2014, there were a total of 226,253,317 and 176,594,122 shares issued and outstanding, respectively. Series A Preferred Shares As at December 31, 2015 and 2014 the Company had 25,080,985 Series A Preferred Shares issued and outstanding each carrying conversion rights of 2.5 common shares to each 1 share of Series A Preferred Stock and voting rights of 15 to 1, compared to common stock. Series B Preferred shares On September 16, 2015 pursuant to approval by the Board of Directors, the registrant filed a Certificate of Designation for its Class B preferred shares under which it was designated that there should be 15,000,000 Class B preferred shares with par value of $0.00001 each of which shall have voting rights of 1,000 to 1 as compared to common stock but no conversion rights. On October 6, 2015, the Board of Directors authorized the issuance of 1,000,000 Class B preferred shares to David Gasparine, the CEO, for services rendered to the corporation. The shares issued to David Gasparine are not registered under the Securities Act. These shares will be issued relying upon the exemption from the registration requirements provided under Sections 4(a) or 3(b) of the Securities Act. The Company obtained a third party valuation of the preferred stock and recorded stock-based compensation of $866,100 during the year ended December 31, 2015. The third party valuation report was based on the following inputs as at October 6, 2015: (1) price per share of common stock of $0.0179; (2) market capitalization based on 212,481,148 common shares outstanding; no “in the money” warrants; 25,080,985 Series A Preferred shares (converts at 2.5 to 1 and voting rights of 15 to1); and the new issuance of 1,000,000 Series B Preferred shares with voting rights of 1,000 to 1; (3) a 17.58% premium for the voting preference; (4) 1,588,695,923 total voting shares/rights on valuation date and based on management’s 240,000,000 Series A and 1,000,000,000 Series B rights which cumulatively represented 78.051% of the total voting rights at valuation date; (5) the conversion value is $0 as there are no rights of conversion associated with the Series B preferred shares. Stock award and stock option On October 17, 2014 the Company’s Board of Directors approved a 2014 Stock Option and Award Plan. Under the Stock Option and Award Plan, the Company awarded Mr. Woywod, director of the Company, 500,000 common shares and Mr. Harney, director of the Company, 3,000,000 common shares, all of which were fully vested on the date of issue. The Company also granted Mr. Woywod 500,000 incentive stock options at an exercise price of $0.03 per share for a term of 2 years from the date of grant, which options also vested immediately. Stock Award As a result of the stock awards granted, the Company recorded stock based compensation expenses totaling $74,550 as consulting fees during the year ended December 31, 2014. Stock Option The following tables summarize the information concerning stock options outstanding as of December 31, 2015 and December 31, 2014: December 31, 2015 December 31, 2014 Shares Weighted Average Exercise Price $ Shares Weighted Average Exercise Price $ Outstanding at beginning of the year 500,000 0.03 - - Granted - - 500,000 0.03 Exercised - - - - Expired or cancelled - - - - Outstanding at the period 500,000 0.03 500,000 0.03 Exercise Price Number Outstanding Weighted Average Remaining Contractual Life Number Subject to Exercise $ 0.03 500,000 0.80 500,000 The Company recognized stock-based compensation of $9,832 as consulting fees during the year ended December 31, 2014 in respect of the aforementioned stock option. Valuation Assumptions The following table presents the range of the weighted average fair value of options granted and the related assumptions used in the Black-Scholes model for stock option grants made during the year ended December 31, 2014: Options Granted October 17, 2014 Fair value of options granted $ 0.021 Assumptions used: Expected life (years) (a) 2 Risk free interest rate (b) 0.39 % Volatility (c) 261 % Dividend yield (d) 0.00 % a) Expected life b) Risk-free interest rate c) Volatility: d) Dividend yield Share Purchase Warrants During the year ended December 31, 2014 the Company issued a 2-year warrant entitling the holders to acquire an additional 93,333 shares of common stock at an exercise price of $0.30 per share. As December 31, 2015 and December 31, 2014, the following share purchase warrants were outstanding: Warrants Weighted Average Exercise Price Outstanding - December 31, 2013 856,667 0.12 Granted 93,333 0.30 Forfeited/Canceled/Expired - - Exercised - - Outstanding – December 31, 2014 950,000 0.14 Forfeited/Canceled/Expired (856,667 ) 0.12 Exercised - - Outstanding – December 31, 2015 93,333 0.30 Exercisable – December 31, 2015 93,333 0.30 The intrinsic value of these warrants was $0 and $0 at December 31, 2015 and December 31, 2014.

Derivative Liabilities

Derivative Liabilities	12 Months Ended
	Dec. 31, 2015
Derivative Liabilities:
Derivative Liabilities	Note 7 - Derivative Liabilities (1) Derivative liabilities from convertible notes On August 22, 2014, the Company entered On August 22, 2014, the Company entered into a convertible loan agreement with an investor (the “CN#1”). The Company received a total of $125,000 which bears interest at 8% per annum and is due on August 22, 2015. During the period ended June 30, 2015 the Company further received a total of $125,000 in respect to the backend note from CN#1. Interest shall accrue from the advancement date and shall be payable on August 22, 2015. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price equal to 52% of the lowest trading price of the Common Stock as reported on the OTCQB exchange for the twelve (12) prior trading days including the day upon which a Notice of Conversion is received by the Company. On September 17, 2014, the Company entered into a convertible loan agreement with an investor (the “CN#2). The Company received a total of $100,000 which bears interest at 10% per annum and is due on April 16, 2015. Interest shall accrue from the advancement date and shall be payable on April 16, 2015. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of the lower of (1) a 50% discount to the average of the three lowest daily trading prices for the previous twenty (20) trading days to the date of conversion; or (2) a 50% discount to the average of the three lowest daily trading prices for the previous twenty (20) trading days before the date that this note was executed. On January 13, 2015, the Company entered into a convertible loan agreement with an investor (the “CN#3”). The Company received a total of $75,000 which bears interest at 8% per annum and is due on January 13, 2016. Interest shall accrue from the advancement date and shall be payable on August 22, 2015. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price equal to 52% of the lowest trading price of the Common Stock as reported on the OTCQB exchange for the twelve (12) prior trading days including the day upon which a Notice of Conversion is received by the Company. On July 14, 2015, the Company entered into a convertible loan agreement with an investor (the “CN#4”). The Company received net proceeds totaling $90,000 from total loan proceeds of $102,000, which bears interest at 8% per annum and is due on January 14, 2016. Financing fees of $10,000 and legal fees of $2,000 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of a 45% discount to the lowest trading prices for the previous twenty (20) trading days to the date of conversion. On July 29, 2015 the Company entered into a convertible loan agreement with an investor (the “CN#5”). The Company received cash proceeds of $75,000 from total loan proceeds of $84,000 which bears interest at 8% per annum and is due on July 29, 2016. An original issue discount of $6,000 and legal fees of $3,000 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at 58% multiplied by the lowest intra-day trade price in the twenty (20) Trading Days immediately preceding the applicable Conversion, provided that if at any time the lowest intra-day trade price in the twenty (20) Trading Days immediately preceding any date of measurement is below $0.01, then in such event the then-current Conversion Factor shall be reduced by 5% for all future Conversions. On August 3, 2015, the Company entered into a convertible loan agreement with an investor (the “CN#6). The Company received net proceeds totaling $50,000 from total loan proceeds of $56,000, which bears interest at 8% per annum and is due on August 3, 2016. Financing fees of $3,500 and legal fees of $2,500 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of a 45% discount to the lowest trading prices for the previous twenty (20) trading days to the date of conversion. Since equity classification is not available for the conversion feature, we were required to bifurcate the embedded conversion feature and carry it as a derivative liability, at fair value. Derivative financial instruments are carried initially and subsequently at their fair values. We estimated the fair value of the derivative on the inception dates, and subsequently, using the Black-Scholes Merton valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk free rates) that are necessary to fair value complex derivate instruments. (2) Derivative liabilities from share purchase warrants On August 22, 2014, the Company entered As a result of the application of ASC No. 815 in period ended December 31, 2015 the fair value of the conversion feature is summarized as follows: Balance at December 31, 2013 $ 23,790 Derivative addition associated with convertible notes 225,000 Recognition of derivative associated with tainted instruments 669,741 December 31, 2014 loss on change in fair value 1,332,898 Balance at December 31, 2014 2,251,429 Derivative additions associated with convertible notes 442,000 Extinguishment of derivative liabilities (591,496 ) Derivative liability reclassified as additional paid-in capital associated with conversion of debt (1,198,945 ) Loss on change in fair value during the period (606,898 ) Balance at December 31, 2015 $ 296,090 The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of December 31, 2015 and commitment date: Commitment Date December 31, 2014 December 31, 2015 Expected dividends 0 0 0 Expected volatility 196.14 ~ 219.26 % 192.59 % 265~ 268 % Expected term 0.59 ~ 1 years 0.29~0.64 years 0.04~0.59 Risk free interest rate 0.10~0.19 % 0.12 % 0.14 ~ 0.48 %

Commitments

Commitments	12 Months Ended
	Dec. 31, 2015
Commitments:
Commitments	Note 8 - Commitments (1) Agency Agreement with Cater, Terry & Company On August 8, 2014 the Company entered into an Agency Agreement (the “Agreement”) with Carter, Terry & Company (“C&T”) where under C&T will act as the Company’s exclusive Financial Advisor, Investment Bank and Placement Agent, on a "best efforts" basis for an initial period of 30 days, and then reverting to a non-exclusive financial advisor for the next twelve consecutive (12) months. Under the terms of the Agreement, C&T will receive 500,000, fully paid for and earned restricted shares of the Company’s common stock. In addition, in respect of any introductions those results in financing for the Company C&T shall receive fees as follows: a. 10% of the amount for any equity or hybrid equity capital raised up to $2,000,000 b. 8% of the amount for any equity or hybrid equity capital raised up to $5,000,000 c. 6% of the amount for any equity or hybrid equity capital raised over $5,000,000 And; an amount of restricted shares equal to 4% of capital raised divided by the closing price of the stock on the date of close. On August 8, 2014, the Company issued 500,000 shares of the Company’s common stock in consideration of $15,000 as financing costs pursuant the Agreement. On August 22, 2014 and September 17, 2014 the Company raised $125,000 and $100,000, respectively, under two convertible notes (CN#1 and CN#2) and paid to C&T cash consideration of $22,500 as financing costs and issued 307,482 shares of the Company’s common stock in consideration of $9,000 as financing costs. During the year ended December 31, 2015 the Company raised $125,000 and $75,000, respectively, under two convertible notes (CN#1 and CN#3) and paid to C&T cash consideration of $20,000 as deferred financing costs. During the year ended December 31, 2015 the Company raised $102,000 and $56,000, respectively, under two convertible notes (CN#4 and CN#6) and paid to C&T cash consideration of $13,500 as deferred financing costs. (2) Independent Contractor Agreement with Sherf Corporation On January 15, 2015, the Company entered into an Independent Contractor Agreement (the “Agreement”) with Scherf Corporation (“Scherf”) of Las Vegas, Nevada for the provision of public relations services to the Company for an initial term of one year, expiring on December 31, 2015, with an option to renew for successive one (1) year terms upon mutual agreement of both parties. Under the terms of the Agreement Scherf will provide communications with shareholders, drafting and placing press announcements and articles pertaining to the Company’s business and introduction to venture capital firms, hedge funds and other potential investors. In consideration for services provided, exclusive of venture capital introduction) Scherf shall receive compensation equal to 0.5% of the increase in the market cap of the Company from one fiscal quarter to the next. The compensation shall be paid in the form of common shares of the Company determined by the average closing price of the Company’s common stock over the last ten trading days of the fiscal quarter to be compensated for. Such compensation shall be paid within fifteen (15) days of the close of each fiscal quarter. Further the Company shall compensate Scherf for all venture capital introduction ate a rate of 3% of any and all funds received as investments by any venture capital, hedge fund or other investor introduced by Scherf. The compensation shall be paid in the form of common shares of the Company determined by the average closing price of the Company’s common stock over the last ten trading days of the fiscal quarter to be compensated for. Such compensation shall be paid within fifteen (15) days of the close of each fiscal quarter. (2) Independent Contractor Agreement with Sherf Corporation (continued) Further by resolution of the Board it was determined that Scherf shall receive additional compensation in the form of 1,000,000 restricted shares of the Company’s common stock as consideration for the translation of the Company’s website, and mobile application into German. On June 18, 2015, 1,039,913 restricted shares were issued in respect of the translation services provided and the quarterly compensation for the period ended March 31, 2015 as required under the terms of the agreement. During the period ended June 30, 2015 the contract with Scherf was terminated by mutual agreement of the parties thereto. (3) Service Agreement with Wheat Creative LLC On February 1, 2015 the Company entered into a Services Agreement (the “Agreement”) with Wheat Creative LLC (the “Consultant”), a Nevada Limited Liability Company. Under the terms of the Agreement, the Consultant shall be engaged to redesign the Company’s mobile app for both iOS and Android. As consideration for services rendered, the Consultant shall receive a total of 200,000 shares of the Company’s restricted common shares, deliverable upon completion and delivery of the redesign of the Company’s mobile app for both iOS and Android. On June 18, 2015, 200,000 shares were issued upon completion of services rendered as compensation. (4) Office Lease On March 16, 2015 the Company entered into a six-month lease commencing April 1, 2015 with certain other third parties in respect of a shared office and residential premises located in San Diego, California. The Company’s obligation under the terms of the lease is a total of $875 per month plus utilities. The Company paid a security deposit of $875 and the first month’s rent totaling $1,750 upon signing of the contract.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2015
Related Party Transactions:
Related Party Transactions	Note 9 – Related Party Transactions On August 28, 2014, the Company entered into an employment agreement with David Gasparine, president of the Company, for management services. The employment agreement became effective as of September 1, 2014. Under the employment agreement, the base salary is of $36,000 per annum, paid monthly. The amount of base salary shall be determined by the Board of Directors and may be increased, but not decreased, from time to time by the Board of Directors of the Company. In addition to the base salary, Mr. Gasparine shall be eligible for periodic bonuses in amounts to be determined by the Board of Directors. In January 2015 the board agreed to increase Mr. Gasparine’s salary to $57,600 per year, with a further salary increase to $72,000 per annum effective October 1, 2015. During the year ended December 31, 2015, the Company paid $61,200 to Mr. Gasparine (December 31, 2014 - $44,457). On October 6, 2015, the Board of Directors authorized the issuance of 1,000,000 Class B preferred shares valued at $866,100 to David Gasparine, the CEO, for services rendered to the corporation. The shares which will be issued to David Gasparine Corporation are not registered under the Securities Act. These shares will be issued relying upon the exemption from the registration requirements provided under Sections 4(a) or 3(b) of the Securities Act.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2015
Income Taxes:
Income Taxes	Note 10 – Income Taxes The Company uses the liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. During 2015 and 2014, the Company incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is approximately $2,181,388 and $2,134,580 at December 31, 2015 and 2014, respectively, and will begin to expire in the year 2031. The Company had deferred income tax assets as of December 31, 2015, and 2014 as follows: December 31, 2015 December 31, 2014 Loss carryforwards $ 741,700 $ 725,700 Less - valuation allowance (741,700 ) (725,700 ) Total net deferred tax assets $ - $ -

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2015
Subsequent Events:
Subsequent Events	Note 10 – Subsequent events On January 25, 2016, the Company entered into a convertible loan agreement with an investor. The Company received net proceeds totaling $30,000 from total loan proceeds of $35,000, which bears interest at 8% per annum and is due on January 25, 2017. Financing fees of $3,000 and legal fees of $2,000 were paid in respect of the note. Interest shall accrue from the advancement date and shall be payable on maturity. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of 52% of the lowest trading prices for the previous twelve (12) trading days to the date of conversion. On March 8, 2016, the Company received $9,000 from an investor in order to acquire 2,489,435 Subsequent to December 31, 2015 the Company issued a total of 95,150,733 shares in respect of conversion notices received for a total of $120,118 in principal and interest related to various convertible notes as discussed in Note 5 above.

Significant Accounting Policies

Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2015
Significant Accounting Policies (Policies):
Principal of Consolidation	Principal of Consolidation These consolidated financial statements include the accounts of Epoxy, Inc. and its wholly-owned subsidiary, Couponz, Inc. All intercompany balances and transactions have been eliminated in consolidation.
Estimates	Estimates In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the statements of financial condition, and revenues and expenses for the years then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to, the assumptions used to calculate stock-based compensation, derivative liabilities, debt discounts and common stock issued for assets, services or in settlement of obligations.
Cash and Cash Equivalents	Cash and Cash Equivalents For purposes of reporting within the statements of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents.
Property and Equipment	Property and Equipment Property and equipment are recorded at cost. Depreciation and amortization on property and equipment are determined using the straight-line method over the three to five year estimated useful lives of the assets.
Capitalized Software Costs	Capitalized Software Costs Software costs incurred internally in creating computer software products are expensed until technological feasibility has been established upon completion of a detailed program design. Thereafter, all software development costs are capitalized until the point that the product is ready for sale, and are subsequently reported at the lower of unamortized cost or net realizable value. The Company periodically reviews capitalized software costs for impairment where the fair value is less than the carrying value. As of December 31, 2015 and 2014, all capitalized software costs related to the development of the application were expensed because development was complete.
Research and Development Costs, Policy	Research and Development Costs The Company charges research and development costs with respect to software improvements to expense when incurred in accordance with FASB ASC 730, “Research and Development”. Research and development costs were $152,471 and $28,310 for the years ended December 31, 2015 and 2014, respectively.
Trademark and Patent (Intangible assets)	Trademark and Patent (Intangible assets) Trademark and patent are recorded at cost. Amortization on trademark and patent are determined by their economic life.
Revenue Recognition, Policy	Revenue Recognition The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. This typically occurs when customers are invoiced for their monthly membership fee. Participants in the program pay a monthly subscription fee per retail location, at the start of each month, which amount is immediately recorded as revenue. A notice period of 30 days is required to terminate any services with no refunds payable.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. During the years ended December 31, 2015and 2014, there was no impairment of long-lived assets.
Allowance for Doubtful Accounts	Allowance for Doubtful Accounts We establish an allowance for bad debts through a review of several factors including historical collection experience, current aging status of the customer accounts, and financial condition of our customers. We do not generally require collateral for our accounts receivable. Our allowance for doubtful accounts was $0 as of December 31, 2015 and 2014.
Fair Value of Financial Instruments, Policy	Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. FASB ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level of input that is significant to the fair value measurement of the instrument. The following table provides a summary of the fair value of our derivative liabilities as of December 31, 2015 and December 31, 2014: Fair value measurements on a recurring basis Level 1 Level 2 Level 3 As of December 31, 2015: Liabilities Derivative liabilities $ - $ - $ 296,090 As of December 31, 2014: Liabilities Derivative liabilities $ - $ - $ 2,251,429
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with Accounting Standards Codification (“ASC”) Topic 740, Income Taxes, which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized.
Stock based compensation	Stock based compensation We account for stock based compensation in accordance with ASC 718 which requires companies to measure the cost of employee services received in exchange for an award of an equity instrument based on the grant-date fair value of the award. For stock-based awards granted on or after January 1, 2006, stock-based compensation expense is recognized on a straight-line basis over the requisite service period. In prior years, we accounted for stock-based awards under APB No. 25, “Accounting for Stock Issued to Employees.” We account for non-employee share-based awards in accordance with ASC 505-50.
Loss per Common Share	Loss per Common Share In accordance with ASC Topic 280 – “Earnings Per Share”, the basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted loss per common share is computed similar to basic loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.
Reclassification, Policy	Reclassification Certain reclassifications have been made to the prior period’s financial statements to conform to the current period’s presentation.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2015
Fair Value Measurements (Tables):
Fair Value Measurements (Tables)	The following table provides a summary of the fair value of our derivative liabilities as of December 31, 2015 and December 31, 2014: Fair value measurements on a recurring basis Level 1 Level 2 Level 3 As of December 31, 2015: Liabilities Derivative liabilities $ - $ - $ 296,090 As of December 31, 2014: Liabilities Derivative liabilities $ - $ - $ 2,251,429

Convertible Notes (Tables)

Convertible Notes (Tables)	12 Months Ended
	Dec. 31, 2015
Convertible Notes (Tables):
Carrying value of certain convertible notes is as follows	The carrying value of these convertible notes is as follows: August 1, 2014 Recalculation December 31, 2014 December 31, 2015 Face value of certain convertible notes $ 125,000 $ 125,000 $ 125,000 Less: unamortized discount (125,000 ) (116,702 ) - Carrying value $ - 8,298 $ 125,000
Issuance of shares in respect of Conversion Notices	The following table reflects the issuance of 17,846,932 shares in respect of Conversion Notices received for a total of $250,000 in principal and $9,570 in accrued interest from CN#1 during the year ended December 31, 2015: Conversion Date Original Principal Amount ($) Accrued interest payable ($) Conversion Price ($) Number of shares issued February 27, 2015 40,000 1,613 0.0364520 1,141,587 April 17, 2015 15,000 766 0.0239200 659,114 April 29, 2015 20,000 1,074 0.0208000 1,013,171 May 7, 2015 25,000 1,386 0.0130000 2,029,715 May 21, 2015 25,000 1,463 0.0130000 2,035,616 June 2, 2015 25,983 547 0.0141445 1,875,620 June 8, 2015 29,017 649 0.0141440 2,097,405 June 29, 2015 18,000 485 0.0145600 1,269,592 July 7, 2015 19,000 546 0.00936 2,088,197 July 20, 2015 33,000 1,041 0.00936 3,636,915 Total 250,000 9,570 17,846,932
Issuance of shares in respect of Conversion Notices received for total	The following table reflects the details of the issuance of 9,180,180 shares in respect of Conversion Notices received for a total of $100,000 in principal and $5,582 in accrued interest from CN#2 during the year ended December 31, 2015: Conversion Date Original Principal Amount ($) Accrued interest payable ($) Conversion Price ($) Number of shares issued March 26, 2015 6,775 - 0.0115167 588,235 April 1, 2015 50,000 - 0.0115000 4,347,826 April 22, 2015 43,225 5,582 0.0115000 4,244,119 Total 100,000 5,582 9,180,180
The following table reflects the issuance of shares in respect of Conversion Notices	The following table reflects the details of the issuance of 18,902,736 shares in respect of Conversion Notices received for a total of $75,000 in principal and $3,934 in accrued interest from CN#3 during the year ended December 31, 2015: Conversion Date Original Principal Amount ($) Accrued interest payable ($) Conversion Price ($) Number of shares issued July 20, 2015 5,000 - 0.00936 534,188 July 23, 2015 15,000 - 0.00936 1,602,564 August 13, 2015 7,000 - 0.00832 841,346 August 27, 2015 8,000 - 0.005772 1,386,001 September 8, 2015 7,000 - 0.005252 1,332,826 September 16, 2015 10,000 - 0.0052 1,923,077 October 13, 2015 12,000 - 0.0052 2,307,692 November 6, 2015 6,000 - 0.001664 3,605,769 December 1, 2015 5,000 3,934 0.001664 5,369,273 Total 75,000 3,934 18,902,736
The carrying value of certain convertible notes are as follows	The carrying value of certain convertible notes (CN#1, CN#2 and CN#3) are as follows CN#1 CN#2 CN#3 Total Carrying value, December 31, 2013 $ - $ - $ - $ - Add: Face value of certain convertible notes 125,000 100,000 - 225,000 Less: unamortized discount (79,860 ) (48,371 ) (128,231 ) Carrying value, December 31, 2014 45,140 51,629 - 96,769 Add: Face value of certain convertible notes 125,000 - 75,000 200,000 Total Face value of certain convertible notes 250,000 100,000 75,000 425,000 Less: converted face value to shares (250,000 ) (100,000 ) (75,000 ) (425,000 ) Less: unamortized discount - - - - Carrying value, December 31, 2015 $ - - $ - - The carrying value of certain convertible notes (CN#4 CN#5 and CN#6) are as follows CN#4 CN#5 CN#6 Total Carrying value, December 31, 2014 $ - $ - $ - $ - Add: Face value of certain convertible notes 102,000 84,000 56,000 242,000 Total Face value of certain convertible notes 102,000 84,000 56,000 242,000 Less: converted face value to shares - - - - Less: unamortized discount (8,270 ) (48,426 ) (33,049 ) (89,745 ) Carrying value, December 31, 2015 $ 93,730 35,574 $ 22,951 $ 152,255

Common Stock and Stock-Based 21

Common Stock and Stock-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2015
Common Stock and Stock-Based Compensation (Tables):
Shares issued in current period ended September 30, 2015:	Shares issued in current period ended December 31, 2015: Issuances Date Conversion Price/FMV ($) Number of shares issued Amount ($) February 27, 2015 Conversion of debt 0.0364520 1,141,587 41,613 March 26, 2015 Conversion of debt 0.0115167 588,235 6,775 April 1, 2015 Conversion of debt 0.0115000 4,347,826 50,000 April 17, 2015 Conversion of debt 0.0239200 659,114 15,766 April 22, 2015 Conversion of debt 0.0115000 4,244,119 48,807 April 29, 2015 Conversion of debt 0.0208000 1,013,171 21,074 May 7, 2015 Conversion of debt 0.0130000 2,029,715 26,386 May 21, 2015 Conversion of debt 0.0130000 2,035,616 26,463 June 2, 2015 Conversion of debt 0.0141445 1,875,620 26,530 June 8, 2015 Conversion of debt 0.0141440 2,097,405 29,666 Issuances Date Conversion Price/FMV ($) Number of shares issued Amount ($) June 18, 2015 Services rendered 0.0330000 1,239,913 40,917 June 29, 2015 Conversion of debt 0.0145600 1,269,592 18,485 July 7, 2015 Conversion of debt 0.00936 2,088,197 19,546 July 20, 2015 Conversion of debt 0.00936 4,171,103 39,041 July 23, 2015 Conversion of debt 0.00936 1,602,564 15,000 August 13, 2015 Conversion of debt 0.00832 841,346 7,000 August 27, 2015 Conversion of debt 0.005772 1,386,001 8,000 September 8, 2015 Conversion of debt 0.005252 1,332,826 7,000 September 16, 2015 Conversion of debt 0.0052 1,923,077 10,000 October 13, 2015 Conversion of debt 0.0052 2,307,692 12,000 November 6, 2015 Conversion of debt 0.001664 3,605,769 6,000 December 1, 2015 Conversion of debt 0.001664 5,369,273 8,934 December 1, 2015 Shares issued for cash proceeds at $0.003615 per share* 0.0065 2,489,435 16,182 Total 49,659,196 501,185
The following tables summarize the information concerning stock options outstanding	The following tables summarize the information concerning stock options outstanding as of December 31, 2015 and December 31, 2014: December 31, 2015 December 31, 2014 Shares Weighted Average Exercise Price $ Shares Weighted Average Exercise Price $ Outstanding at beginning of the year 500,000 0.03 - - Granted - - 500,000 0.03 Exercised - - - - Expired or cancelled - - - - Outstanding at the period 500,000 0.03 500,000 0.03 Exercise Price Number Outstanding Weighted Average Remaining Contractual Life Number Subject to Exercise $ 0.03 500,000 0.80 500,000
The following table presents the range of the weighted average fair value of options granted	The following table presents the range of the weighted average fair value of options granted and the related assumptions used in the Black-Scholes model for stock option grants made during the year ended December 31, 2014: Options Granted October 17, 2014 Fair value of options granted $ 0.021 Assumptions used: Expected life (years) (a) 2 Risk free interest rate (b) 0.39 % Volatility (c) 261 % Dividend yield (d) 0.00 %
Share Purchase Warrants	As December 31, 2015 and December 31, 2014, the following share purchase warrants were outstanding: Warrants Weighted Average Exercise Price Outstanding - December 31, 2013 856,667 0.12 Granted 93,333 0.30 Forfeited/Canceled/Expired - - Exercised - - Outstanding – December 31, 2014 950,000 0.14 Forfeited/Canceled/Expired (856,667 ) 0.12 Exercised - - Outstanding – December 31, 2015 93,333 0.30 Exercisable – December 31, 2015 93,333 0.30

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	12 Months Ended
	Dec. 31, 2015
Derivative Liabilities (Tables)
The fair value of the conversion feature is summarized as follows	As a result of the application of ASC No. 815 in period ended December 31, 2015 the fair value of the conversion feature is summarized as follows: Balance at December 31, 2013 $ 23,790 Derivative addition associated with convertible notes 225,000 Recognition of derivative associated with tainted instruments 669,741 December 31, 2014 loss on change in fair value 1,332,898 Balance at December 31, 2014 2,251,429 Derivative additions associated with convertible notes 442,000 Extinguishment of derivative liabilities (591,496 ) Derivative liability reclassified as additional paid-in capital associated with conversion of debt (1,198,945 ) Loss on change in fair value during the period (606,898 ) Balance at December 31, 2015 $ 296,090
Schedule of derivative liabilities management assumptions	The fair value at the commitment and re-measurement dates for the Company’s derivative liabilities were based upon the following management assumptions as of December 31, 2015 and commitment date: Commitment Date December 31, 2014 December 31, 2015 Expected dividends 0 0 0 Expected volatility 196.14 ~ 219.26 % 192.59 % 265~ 268 % Expected term 0.59 ~ 1 years 0.29~0.64 years 0.04~0.59 Risk free interest rate 0.10~0.19 % 0.12 % 0.14 ~ 0.48 %

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2015
Income Taxes (Tables):
Income Taxes (Tables)	The Company had deferred income tax assets as of December 31, 2015, and 2014 as follows: December 31, 2015 December 31, 2014 Loss carryforwards $ 741,700 $ 725,700 Less - valuation allowance (741,700 ) (725,700 ) Total net deferred tax assets $ - $ -

Organization and nature of busi

Organization and nature of business (Details)	Mar. 16, 2016shares
Organization and nature of business
Total authorized shares after increase	900,000,000
Authorized common shares after increase	850,000,000
Authorized preferred shares after increase	50,000,000

Going Concern (Details)

Going Concern (Details)	Dec. 31, 2015USD ($)
Going Concern.
Company had a working capital deficit	$ 730,819

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Level 1 Liabilities
Level 1 Derivative liabilities	$ 0	$ 0
Level 2 Liabilities
Level 2 Derivative liabilities	0	0
Level 3 Liabilities
Level 3 Derivative liabilities	$ 296,090	$ 2,251,429

Loans Payable (Details)

Loans Payable (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014	Jul. 31, 2014	Aug. 01, 2013
Loans Payable Details
Interest rate of promissory notes			5.00%	10.00%
Duration of promissory notes			1	1
Promissory notes			$ 20,000	$ 5,000
Unrelated Third Parties notes	$ 20,000	$ 20,000
Two unrelated third parties notes	12,000	$ 12,000
Imputed interest	$ 700

The carrying value of certain c

The carrying value of certain convertible notes (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014	Aug. 01, 2014
The carrying value of certain convertible notes
Face value of certain convertible notes	$ 125,000	$ 125,000	$ 125,000
Less: unamortized discount		(116,702)	$ (125,000)
Carrying value	$ 125,000	$ 8,298

Convertible notes issued (Detai

Convertible notes issued (Details) - USD ($)	Dec. 31, 2015	Jul. 16, 2015	Aug. 01, 2014	Nov. 27, 2012
Convertible notes issued
Company entered into certain convertible loan agreements with four investors and received a total amount				$ 125,000
These notes bears interest at a rate per annum and is payable quarterly				10.00%
Notes conversion price per share				$ 0.0005
Company recognized the intrinsic value of the embedded beneficial conversion feature				$ 125,000
Originally available shares of common stock for conversion before the amendement at a conversion price of 0.0005			250,000,000
Available shares of common stock for conversion after the amendement at a conversion price of 0.005			25,000,000
Company amended the terms of the certain convertible loan agreements with four investors for a total		$ 125,000
The carrying values of the convertible debenture	$ 125,000
The carrying values of the accrued convertible interest	$ 12,500

Convertible notes (Details texu

Convertible notes (Details texuals)	12 Months Ended
	Dec. 31, 2015USD ($)
Convertible notes Details texuals
Unamortized discount of note recorded as loss on extinguishment of debt	$ 79,103
Fair value of the derivative liabilities associated with the pre modification conversion option in these notes	591,496
The gain on extinguishment of liabilities	591,496
The net gain on extinguishment of liabilities	512,393
Amortization of the discounts associated with these notes	$ 37,599

Convertible note (CN#1) (Detail

Convertible note (CN#1) (Details texuals) - USD ($)	Feb. 26, 2015	Jan. 15, 2015	Aug. 22, 2014
Convertible note (CN#1) Details texuals
Company entered into a convertible loan agreements with an investor and issued two convertible redeemable notes (CN#1)			$ 250,000
Rate of interest per annum on convertible redeemable notes (CN#1)			8.00%
Conversion price option on note equal to a percent of the lowest trading price of the Common Stock (CN#1)			52.00%
Company received net proceeds of the note (CN#1)	$ 42,500	$ 63,750	$ 106,250
Financing fees paid in respect of the back end note (CN#1)		12,500	12,500
Legal fees paid in respect of the back end note (CN#1)		$ 6,250	$ 6,250

Convertible note (CN#1) (Deta32

Convertible note (CN#1) (Details) - USD ($)	Dec. 31, 2015	Jul. 20, 2015	Jul. 07, 2015	Jun. 29, 2015
Convertible note (CN#1)
Original Principal Amount converted (CN#1)		$ 33,000	$ 19,000	$ 18,000
Accrued interest payable converted (CN#1)		$ 1,041	$ 546	$ 485
Conversion Price of note converted (CN#1)		$ 0.00936	$ 0.00936	$ 0.0145600
Number of shares issued on conversion (CN#1)		3,636,915	2,088,197	1,269,592
Total Original Principal Amount converted (CN#1)	$ 250,000
Total Accrued interest payable converted (CN#1)	$ 9,570
Total Number of shares issued on conversion (CN#1)	17,846,932

Convertible note (CN# 2) (Detai

Convertible note (CN# 2) (Details texuals)	Sep. 17, 2014USD ($)$ / shares
Convertible note (CN# 2) Details texuals
Company entered into a convertible loan agreements with an investor (CN# 2)	$ 100,000
Rate of interest per annum on convertible note (CN#2)	10.00%
Conversion price option on note equal to a percent of the lowest trading price of the Common Stock (CN# 2) | $ / shares	$ 0.5000
Company received net proceeds of the note (CN# 2)	$ 88,000
Financing fees paid in respect of the back end note (CN# 2)	10,500
Legal fees paid in respect of the back end note (CN# 2)	$ 2,000

Convertible note (CN# 2) (Det34

Convertible note (CN# 2) (Details) - USD ($)	Dec. 31, 2015	Apr. 22, 2015	Apr. 01, 2015	Mar. 26, 2015
Convertible note (CN# 2)
Original Principal Amount converted (CN# 2)		$ 43,225	$ 50,000	$ 6,775
Accrued interest payable converted (CN# 2)		$ 5,582	$ 0	$ 0
Conversion Price of note converted (CN# 2)		$ 0.0115000	$ 0.0115000	$ 0.0115167
Number of shares issued on conversion (CN# 2)		4,244,119	4,347,826	588,235
Total Original Principal Amount converted (CN# 2)	$ 100,000
Total Accrued interest payable converted (CN# 2)	$ 5,582
Total Number of shares issued on conversion (CN# 2)	9,180,180

Convertible note (CN# 3) (Detai

Convertible note (CN# 3) (Details texuals) - USD ($)	Jan. 15, 2015	Jan. 13, 2015
Convertible note (CN# 3) Details texuals
Company entered into a convertible loan agreements with an investor and issued two convertible redeemable notes (CN# 3)		$ 150,000
Rate of interest per annum on convertible redeemable notes (CN# 3)		8.00%
First note principal amount		$ 75,000
Second note principal amount		$ 75,000
Conversion price option on note equal to a percent of the lowest trading price of the Common Stock (CN# 3)		52.00%
Company received net proceeds of the note (CN# 3)	$ 63,750
Financing fees paid in respect of the back end note (CN# 3)	7,500	$ 7,500
Legal fees paid in respect of the back end note (CN# 3)	$ 3,750	$ 3,750
In the event that the Company experiences a DTC "Chill" on its shares the conversion price shall be decreased to a percent		42.00%
Company may redeem the First Note at a percent in the first 90 days of the note		125.00%
Company may redeem the First Note at a percent after 90 days of the note		135.00%

Convertible note (CN# 3) (Det36

Convertible note (CN# 3) (Details) - USD ($)	Aug. 27, 2015	Aug. 13, 2015	Jul. 23, 2015	Jul. 20, 2015
Convertible note (CN# 3)
Original Principal Amount converted (CN# 3)	$ 8,000	$ 7,000	$ 15,000	$ 5,000
Accrued interest payable converted (CN# 3)	$ 0	$ 0	$ 0	$ 0
Conversion Price of note converted (CN# 3)	$ 0.005772	$ 0.00832	$ 0.00936	$ 0.00936
Number of shares issued on conversion (CN# 3)	1,386,001	841,346	1,602,564	534,188

Convertible note (CN# 4) (Detai

Convertible note (CN# 4) (Details texuals) - USD ($)	Dec. 31, 2015	Jul. 14, 2015
Convertible note (CN# 4) Details texuals
Company entered into a convertible loan agreements with an investor (CN# 4)		$ 102,000
Rate of interest per annum on convertible note (CN# 4)		8.00%
Conversion price option on note equal to a percent of the lowest trading price of the Common Stock (CN# 4)		45.00%
Company received net proceeds of the note (CN# 4)		$ 90,000
Financing fees paid in respect of the back end note (CN# 4)		10,000
Legal fees paid in respect of the back end note (CN# 4)		$ 2,000
Outstanding principal balance under note (CN# 4)	$ 102,000

Convertible note (CN# 5) (Detai

Convertible note (CN# 5) (Details texuals) - USD ($)	Dec. 31, 2015	Jul. 29, 2015
Convertible note (CN# 5) Details texuals
Company entered into a convertible loan agreements with an investor (CN# 5)		$ 84,000
Rate of interest per annum on convertible note (CN# 5)		8.00%
Conversion price option on note equal to a percent of the lowest trading price of the Common Stock (CN# 5)		58.00%
Company received net proceeds of the note (CN# 5)		$ 75,000
Financing fees paid in respect of the back end note (CN# 5)		6,000
Legal fees paid in respect of the back end note (CN# 5)		$ 3,000
Outstanding principal balance under note (CN# 5)	$ 84,000

Convertible note (CN# 6) (Detai

Convertible note (CN# 6) (Details texuals) - USD ($)	Dec. 31, 2015	Aug. 03, 2015
Convertible note (CN# 6) Details texuals
Company entered into a convertible loan agreements with an investor (CN# 6)		$ 56,000
Rate of interest per annum on convertible note (CN# 6)		8.00%
Conversion price option on note equal to a percent of the lowest trading price of the Common Stock (CN# 6)		45.00%
Company received net proceeds of the note (CN# 6)		$ 50,000
Financing fees paid in respect of the back end note (CN# 6)		3,500
Legal fees paid in respect of the back end note (CN# 6)		$ 2,500
Outstanding principal balance under note (CN# 6)	$ 56,000

Shares Issued In Current Period

Shares Issued In Current Period (Details Textuals 1) - USD ($)	Jun. 08, 2015	Jun. 02, 2015	May. 21, 2015	May. 07, 2015	Apr. 29, 2015	Apr. 22, 2015	Apr. 17, 2015	Apr. 01, 2015	Mar. 26, 2015	Feb. 27, 2015
Shares Issued In Current Period
Shares issued conversion price	$ 0.0141440	$ 0.0141445	$ 0.0130000	$ 0.0130000	$ 0.0208000	$ 0.0115000	$ 0.0239200	$ 0.0115000	$ 0.0115167	$ 0.0364520
Number of shares issued	2,097,405	1,875,620	2,035,616	2,029,715	1,013,171	4,244,119	659,114	4,347,826	588,235	1,141,587
Amount of Convertible debt	$ 29,666	$ 26,530	$ 26,463	$ 26,386	$ 21,074	$ 48,807	$ 15,766	$ 50,000	$ 6,775	$ 41,613

Shares Issued In Current Peri41

Shares Issued In Current Period (Details Textuals 2) - USD ($)	Dec. 31, 2015	Dec. 01, 2015	Nov. 06, 2015	Oct. 13, 2015	Sep. 16, 2015	Sep. 08, 2015	Aug. 27, 2015	Aug. 13, 2015	Jul. 23, 2015	Jul. 20, 2015	Jul. 07, 2015	Jun. 29, 2015	Jun. 18, 2015
Shares Issued In Current Period {1}
Shares issued conversion price	$ 0.0065	$ 0.001664	$ 0.001664	$ 0.0052	$ 0.0052	$ 0.005252	$ 0.005772	$ 0.00832	$ 0.00936	$ 0.00936	$ 0.00936	$ 0.0145600	$ 0.0330000
Number of shares issued	2,489,435	5,369,273	3,605,769	2,307,692	1,923,077	1,332,826	1,386,001	841,346	1,602,564	4,171,103	2,088,197	1,269,592	1,239,913
Amount of Convertible debt	$ 16,182	$ 8,934	$ 6,000	$ 12,000	$ 10,000	$ 7,000	$ 8,000	$ 7,000	$ 15,000	$ 39,041	$ 19,546	$ 18,485	$ 40,917
Total Number of shares issued	49,659,196
Total Amount of Convertible debt	$ 501,185

Shares issued in the fiscal yea

Shares issued in the fiscal year ended December 31, 2014 (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014	Oct. 17, 2014	Aug. 22, 2014	Apr. 30, 2014
Shares issued in the fiscal year ended December 31, 2014
Company received the final installment in respect of a funding agreement					$ 28,000
Total amount received in respect of a funding agreement					$ 100,000
Company accepted a subscription for shares of common stock at $0.03 per share					933,333
Cash proceeds of subscription for shares of common stock					$ 28,000
Note holder can acquire additional shares of common stock at an exercise price of $0.30 per share.					93,333
Company settled certain unrelated third party debt in the amount				$ 50,572
Number of shares issued to settle unrelated third party debt at $0.02 per share				2,528,600
Fair value of shares issued to settle unrelated third party debt				$ 83,192
The Company recognized loss on the debt settlement in the amount				$ 32,620
Company issued shares of the Company's common stock at $0.0213 per share as stock awards to officers and directors of the Company			3,500,000
Fair value of stock awards issued to officers and directors of the Company			$ 74,550
Common Shares issued and outstanding	226,253,317	176,594,122

Agent agreement with Carter, Te

Agent agreement with Carter, Terry and Company (Details) - USD ($)	Sep. 30, 2014	Aug. 08, 2014
Agent agreement with Carter, Terry and Company
Company agreed to issue restricted shares of the Company's common stock	307,482	500,000
Company recorded an amount as financing costs		$ 15,000
Company agreed to issue restricted shares of the Company's common stock equal to the 4% of capital raised	225,000

Preferred Shares (Details)

Preferred Shares (Details)	Dec. 31, 2015USD ($)shares	Sep. 16, 2015shares	Dec. 31, 2014shares
Series A Preferred Shares
Series A Preferred Shares issued and outstanding	25,080,985		25,080,985
Each Series A Preferred Share carrying conversion rights	2.5		2.5
Each Series A Preferred Share carrying Voting rights	15		15
Series B Preferred shares
Number of shares designated as Class B preferred shares with par value of $0.00001		15,000,000
Each Class B Preferred Share carrying Voting rights		1,000
Company obtained a third party valuation of the preferred stock and recorded stock-based compensation | $	$ 866,100

Stock award and stock option (D

Stock award and stock option (Details) - USD ($)	Dec. 31, 2014	Oct. 17, 2014
Stock award and stock option
Company awarded Mr. Woywod, director of the Company, common shares		500,000
Company awarded Mr. Harney, director of the Company, common shares		3,000,000
The Company granted Mr. Woywod incentive stock options at an exercise price of $0.03 per share		500,000
Company recorded stock based compensation expenses totaling as consulting fees	$ 74,550

Summary of stock options outsta

Summary of stock options outstanding (Details) - $ / shares	Dec. 31, 2015	Dec. 31, 2014
Shares
Outstanding at beginning of the year	500,000	500,000
Granted	0	0
Exercised	0	0
Expired or cancelled	0	0
Outstanding at the period	500,000	500,000
Weighted Average Exercise Price
Weighted Average Exercise Price - Outstanding at beginning of the year	$ 0.03	$ 0.03
Weighted Average Exercise Price - Outstanding at the period	$ 0.03	$ 0.03

Summary of stock options (Detai

Summary of stock options (Details)	Dec. 31, 2015$ / sharesshares	Dec. 31, 2014USD ($)
Summary of stock options
Exercise Price | $ / shares	$ 0.03
Number Outstanding	500,000
Weighted Average Remaining Contractual Life	0.80
Number Subject to Exercise	500,000
Company recognized stock-based compensation as consulting fees | $		$ 9,832

Fair Value Of Options Granted A

Fair Value Of Options Granted And Assumptions Used In Black-Scholes Model (Details)	12 Months Ended
	Dec. 31, 2014USD ($)
Fair Value Of Options Granted And Assumptions Used In Black-Scholes Model
Fair value of options granted	$ 0.021
Assumptions used:
Expected life (years) (a)	2
Risk free interest rate (b)	0.39%
Volatility (c)	261.00%
Dividend yield (d)	0.00%

Share Purchase Warrants (Detail

Share Purchase Warrants (Details) - $ / shares	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Warrants
Outstanding Warrants	93,333	950,000	856,667
Granted Warrants			93,333
Forfeited/Canceled/Expired Warrants		(856,667)
Exercised Warrants	0
Exercisable Warrants	93,333
Weighted Average Exercise Price.
Weighted Average Exercise Price. - Outstanding Warrants	$ 0.30	$ 0.14	$ 0.12
Weighted Average Exercise Price. - Granted Warrants			$ 0.30
Weighted Average Exercise Price. - Forfeited/Canceled/Expired Warrants		0.12
Weighted Average Exercise Price. - Exercisable Warrants	0.30
The intrinsic value of these warrants	$ 0	$ 0

Derivative Liabilities (Details

Derivative Liabilities (Details) - USD ($)	Aug. 03, 2015	Jul. 29, 2015	Jul. 14, 2015	Jun. 30, 2015	Jan. 13, 2015	Sep. 17, 2014	Aug. 22, 2014
Derivative Instruments
Face value of convertible notes				$ 125,000	$ 75,000	$ 100,000	$ 125,000
Debt instrument, interest rate					8.00%	10.00%	8.00%
Company at a conversion price equal to lowest trading price on the OTCQB exchange for twelve 12 and 20 prior trading days					52.00%	50.00%	52.00%
Company received net proceeds	$ 50,000	$ 75,000	$ 90,000
Total loan proceeds	$ 56,000	$ 84,000	$ 102,000
Interest rate per annum	8.00%	8.00%	8.00%
Financing fees	$ 3,500	$ 6,000	$ 10,000
Legal fees	$ 2,500	$ 3,000	$ 2,000
Company conversion price at a discount to the lowest trading prices for twenty (20) trading days	45.00%		45.00%
Company multiplied by the lowest intra-day trade price in the twenty (20) Trading Days		58.00%
Conversion Factor shall be reduced by all future Conversions		5.00%

Fair Value Of Conversion Featur

Fair Value Of Conversion Feature (Details)	Dec. 31, 2015USD ($)
Fair Value Of Conversion Feature
Balance at December 31 2013	$ 23,790
Derivative addition associated with convertible notes	225,000
Recognition of derivative associated with tainted instruments	669,741
December 31 2014 loss on change in fair value	1,332,898
Balance at December 31 2014	2,251,429
Derivative additions associated with convertible notes	442,000
Extinguishment of derivative liabilities	(591,496)
Derivative liability reclassified as additional paid-in capital associated with conversion of debt	(1,198,945)
Loss on change in fair value during the period	(606,898)
Balance at December 31 2015	$ 296,090

Management assumptions (Details

Management assumptions (Details) - $ / shares	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Management assumptions
Expected dividends	$ 0	$ 0	$ 0
Expected volatility range minimum	265.00%	192.59%	196.14%
Expected volatility range maximum	268.00%		219.26%
Expected term minimum	0.04	0.29	0.59
Expected term maximum	0.59	0.64	1
Risk free interest rate range minimum	0.14%	0.12%	0.10%
Risk free interest rate range maximum	0.48%		0.19%

Commitments (Details)

Commitments (Details) - USD ($)	Jun. 18, 2015	Mar. 16, 2015	Feb. 01, 2015	Jan. 15, 2015	Sep. 17, 2014	Aug. 22, 2014	Aug. 08, 2014
Commitments Details
C&T will receive fully paid and earned restricted shares of common stock							500,000
10% of amount for any equity or hybrid equity capital raised							$ 2,000,000
8% of amount for any equity or hybrid equity capital raised							5,000,000
6% of amount for any equity or hybrid equity capital raised							$ 5,000,000
Restricted shares equal to capital raised							4.00%
Company issued shares of common stock in consideration of financing costs					307,482		500,000
Company issued shares of common stock in consideration of financing costs value					$ 9,000		$ 15,000
Company raised under two convertible notes					$ 100,000	$ 125,000
Paid to C&T cash consideration as financing costs						$ 22,500
Receive compensation of the increase in the market cap				0.50%
Venture capital at rate				3.00%
Receive additional compensation in form of restricted shares of common stock				1,000,000
Restricted shares were issued	1,039,913
Total restricted common shares			200,000
Shares were issued upon completion of services rendered as compensation	200,000
Total lease per month plus utilities		$ 875
Security deposit		875
First month rent totaling upon signing of contract		$ 1,750

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Dec. 31, 2015	Oct. 06, 2015	Oct. 01, 2015	Jan. 31, 2015	Dec. 31, 2014	Aug. 28, 2014
Related Party Transaction Details
Base salary for management services to Mr. Gasparine						$ 36,000
Increase in salary for management services to Mr. Gasparine			$ 72,000	$ 57,600
Company paid to Mr. Gasparine an amount	$ 61,200				$ 44,457
Board of Directors authorized the issuance of Class B preferred shares to David Gasparine		1,000,000
Value of Class B preferred shares issuable to David Gasparine		$ 866,100

Deferred tax assets and liabili

Deferred tax assets and liabilities (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Deferred tax assets and liabilities
Loss carryforwards	$ 741,700	$ 725,700
Less - valuation allowance	(741,700)	(725,700)
Total net deferred tax assets	0	0
Cumulative net operating loss carry-forward	$ 2,181,388	$ 2,134,580

Subsequent Transactions (Detail

Subsequent Transactions (Details) - USD ($)	Mar. 31, 2016	Mar. 08, 2016	Jan. 25, 2016
Subsequent Transactions
Company entered into a convertible loan agreement with an investor and received net proceeds			$ 30,000
Total loan proceeds of convertible loan			$ 35,000
Rate of interest per annum on convertible loan agreement with an investor			8.00%
Financing fees paid as per convertible loan agreement			$ 3,000
Legal fees paid as per convertible loan agreement			$ 2,000
Option of conversion price of of the lowest trading prices for the previous twelve (12) trading days to the date of conversion.			52.00%
Company received a part of the loanfrom an investor		$ 9,000
Total loan receivable as per agreement		$ 2,489,435
Company issued a total of shares in respect of conversion notices received	95,150,733
Value of principal and interest related to various convertible notes converted	$ 120,118