Echo Automotive (ECAU) 10-Q/A 2 Jun 14 2014 Q1 Quarterly report (amended) Financial data

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
	Mar. 31, 2014	20-May-14
Document And Entity Information	'	'
Entity Registrant Name	'Echo Automotive, Inc.	'
Entity Central Index Key	'0001453420	'
Document Type	'10-Q	'
Document Period End Date	31-Mar-14	'
Amendment Flag	'true	'
Amendment Description	'	'
	This Amendment No. 1 (the “Amendment”) to Echo Automotive Inc.’s (the “Company”) Quarterly Report on Form 10-Q/A for the quarter ended March 31, 2014 amends and restates the Company’s Quarterly Report on Form 10-Q filed on May 20, 2014 (the “Initial 10-Q”).
Current Fiscal Year End Date	'--12-31	'
Entity a Well-known Seasoned Issuer	'No	'
Entity a Voluntary Filer	'No	'
Entity's Reporting Status Current	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	93,888,127
Document Fiscal Period Focus	'Q1	'
Document Fiscal Year Focus	'2014	'

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (Unaudited) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Current assets:	'	'
Cash	$253,623	$47,916
Other current assets	29,798	85,095
Total current assets	283,421	133,011
Property and equipment, net	767,923	779,233
Intangibles, net	3,154,815	3,234,355
Deferred loan fees, net	101,036	26,200
Total assets	4,307,195	4,172,799
Current liabilities:	'	'
Accounts payable	1,212,576	1,186,562
Accounts payable - related party	27,073	27,073
Accrued liabilities	504,178	489,055
Derivative Liability	9,640,069	'
Related party advances	111,603	111,603
Current portion of notes payable, net of debt discount of $751,580 and $247,439 for March 31, 2014 and December 31, 2013, respectively	1,264,420	737,561
Total current liabilities	12,759,919	2,551,854
Long-term portion of notes payable, net of current portion and debt discount of $862,826 and $559,100 for March 31, 2014 and December 31, 2013, respectively	1,026,341	940,900
Total liabilities	13,786,260	3,492,754
Contingencies and commitments	'	'
Stockholders' equity (deficit):	'	'
Common stock, par value $.001, 650,000,000 shares authorized; 91,577,278 and 87,796,524 issued and outstanding at March 31, 2014 and December 31, 2013, respectively	91,578	87,797
Additional paid in capital	9,751,630	9,702,505
Accumulated deficit	-19,322,273	-9,110,257
Total stockholders' equity (deficit)	-9,479,065	680,045
Total liabilities and stockholders' equity (deficit)	$4,307,195	$4,172,799

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Statement of Financial Position [Abstract]	'	'
Notes payable discount - current portion	$751,580	$247,439
Notes payable - current portion of debt and discount	$862,826	$559,100
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares authorized	650,000,000	650,000,000
Common stock, shares issued	91,577,278	87,796,524
Common stock, shares outstanding	91,577,278	87,796,524

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended		52 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014
Income Statement [Abstract]	'	'	'
Revenue	'	$600	$133,456
Operating expenses:	'	'	'
General and administrative	1,835,470	842,049	10,623,656
Selling and marketing	22,004	4,779	147,396
Total operating expenses	1,857,474	846,828	10,771,052
Operating loss	-1,857,474	-846,228	-10,637,596
Other income and expense:	'	'	'
Interest expense	14,205,454	-25,711	14,535,589
Loss on debt extinguishment	147,671	'	147,671
Gain on change in fair value of derivative	-6,123,583	'	-6,123,583
Other expense	125,000	'	125,000
Total other income and expense	8,354,542	-25,711	8,684,677
Loss before income tax provision	-10,212,016	-871,939	-19,322,273
Income tax provision	'	'	'
Net loss	($10,212,016)	($871,939)	($19,322,273)
Net loss per share	'	'	'
Basic and diluted (in dollars per share)	($0.11)	($0.01)	'
Weighted average common shares outstanding	'	'	'
Basic and diluted (in shares)	89,216,962	75,000,000	'

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) (Unaudited) (USD $)	Common Stock [Member]	Additional Paid In Capital [Member]	Stock Subscriptions [Member]	Accumulated Deficit [Member]	Total
Beginning balance at Nov. 25, 2009	'	'	'	'	'
Beginning balance (in shares) at Nov. 25, 2009	'	'	'	'	'
Member contributions	800	2,524	'	'	3,324
Member contributions (in shares)	800,288	'	'	'	'
Net loss	'	'	'	-5,555	-5,555
Ending balance at Dec. 31, 2009	800	2,524	'	-5,555	-2,231
Ending balance (in shares) at Dec. 31, 2009	800,288	'	'	'	'
Member contributions	10,810	34,090	'	'	44,900
Member contributions (in shares)	10,810,148	'	'	'	'
Member withdrawals	-722	-2,278	'	'	-3,000
Member withdrawals (in shares)	-722,282	'	'	'	'
Net loss	'	'	'	-38,600	-38,600
Ending balance at Dec. 31, 2010	10,888	34,336	'	-44,155	1,069
Ending balance (in shares) at Dec. 31, 2010	10,888,154	'	'	'	'
Member contributions	15,128	47,707	'	'	62,835
Member contributions (in shares)	15,128,188	'	'	'	'
Net loss	'	'	'	-300,542	-300,542
Ending balance at Dec. 31, 2011	26,016	82,043	'	-344,697	-236,638
Ending balance (in shares) at Dec. 31, 2011	26,016,342	'	'	'	'
Member contributions	26,484	83,516	'	'	110,000
Member contributions (in shares)	26,483,658	'	'	'	'
Common stock of Canterbury	22,500	1,777,532	'	'	1,800,032
Common stock of Canterbury (in shares)	22,500,000	'	'	'	'
Stock subscriptions assumed in the merger	'	'	-434,507	'	-434,507
Extinguishment of related party payable	'	91,761	'	'	91,761
Issuance of warrants	'	25,565	'	'	25,565
Net loss	'	'	'	-2,362,922	-2,362,922
Ending balance at Dec. 31, 2012	75,000	2,060,417	-434,507	-2,707,619	-1,006,709
Ending balance (in shares) at Dec. 31, 2012	75,000,000	'	'	'	'
Financing agreements	5,000	495,000	'	'	500,000
Financing agreements (in shares)	5,000,000	'	'	'	'
Recognition of share issued in exchange for assets acquired	6,528	4,402,417	'	'	4,408,945
Recognition of share issued in exchange for assets acquired (in shares)	6,527,778	'	'	'	'
Stock based compensation	'	24,961	'	'	24,961
Stock subscription receivable	'	1,500,000	-1,500,000	'	'
Receipt of funds on stock subscriptions	'	'	1,934,507	'	1,934,507
Recognition of contingent beneficial conversion feature and warrants	'	893,871	'	'	893,871
Shares issued for services	1,269	325,839	'	'	327,108
Shares issued for services (in shares)	1,268,746	'	'	'	'
Net loss	'	'	'	-6,402,638	-6,402,638
Ending balance at Dec. 31, 2013	87,797	9,702,505	'	-9,110,257	680,045
Ending balance (in shares) at Dec. 31, 2013	87,796,524	'	'	'	'
Stock based compensation	'	10,921	'	'	10,921
Shares issued for services	1,293	316,167	'	'	317,460
Shares issued for services (in shares)	1,293,334	'	'	'	1,293,344
Shares issued for conversion and settlement of debts	2,488	510,697	'	'	513,185
Shares issued for conversion and settlement of debts (in shares)	2,487,420	'	'	'	'
Equity instruments reclassified to derivative liabilities	'	-788,660	'	'	-788,660
Net loss	'	'	'	-10,212,016	-10,212,016
Ending balance at Mar. 31, 2014	$91,578	$9,751,630	'	($19,322,273)	($9,479,065)
Ending balance (in shares) at Mar. 31, 2014	91,577,278	'	'	'	'

Condensed_Consolidated_Stateme2

Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	3 Months Ended		52 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014
Cash flows from operating activities:	'	'	'
Net loss	($10,212,016)	($871,939)	($19,322,273)
Adjustments to reconcile net loss to net cash used in operating activities:	'	'	'
Depreciation and amortization	148,569	19,028	611,880
Amortization of debt discount	377,434	4,863	490,331
Amortization of deferred loan fees	15,916	'	17,716
Non-cash stock compensation	10,921	'	35,882
Gain on change in fair value of warrant liability	-6,123,583	'	-6,123,583
Shares issuable for services rendered	150,960	'	476,799
Loss on extinguishment of debt	147,671	'	147,671
Interest expense related to beneficial conversion feature and warrants issued	13,769,305	'	13,769,305
Changes in operating assets and liabilities:	'	'	'
Other current assets	180,297	-10,967	95,202
Accounts payable	179,714	31,771	1,355,762
Accounts payable - related party	'	27,073	27,073
Bank overdraft	'	-37,616	'
Accrued liabilities	97,688	11,034	561,743
Related party advance	'	23,000	111,603
Net cash used in operating activities	-1,257,124	-803,753	-7,744,889
Cash flows from investing activities:	'	'	'
Purchases of intangibles	'	'	-50,000
Purchases of property and equipment	-57,719	-79,120	-550,673
Net cash used in investing activities	-57,719	-79,120	-600,673
Cash flows from financing activities	'	'	'
Proceeds from stock subscriptions	'	434,507	3,402,307
Proceeds from issuances of notes payable	1,611,300	'	4,294,300
Principal repayments on notes payable	'	-31,000	-88,000
Proceeds from financing agreement	'	500,000	507,797
Proceeds from shares issued in exchange for assets acquired	'	'	493,472
Advances from Company officers	'	'	159,250
Repayments to Company officers on advances	'	'	-159,250
Deferred loan costs	-90,750	'	-118,750
Capital withdrawals	'	'	-3,000
Capital contributions	'	'	111,059
Net cash provided by financing activities	1,520,550	903,507	8,599,185
Increase (decrease) in cash	205,707	20,634	253,623
Cash, beginning of period	47,916	1,879	'
Cash, end of period	253,623	22,513	253,623
Supplemental cash flow information	'	'	'
Cash paid for interest	'	473	'
Original issue discounts	44,167	'	'
Extinguishment of related party payable	50,000	'	'
Non cash transactions:	'	'	'
Discount arising from conversion features and warrants	1,250,343	21,956	'
Discount reduced upon conversion of debt	67,237	'	'
Conversion of convertible debt	82,800	'	'
Extinguished debt	275,000	'	'
Accrued interest removed through debt extinguishement	27,386	'	'
Accrued expense paid through issuance of common stock	55,179	'	'
Derivative liability removed through conversion of debt	85,879	'	'
Debt paid through issuance of common stock	$175,000	'	'

Description_of_Business

Description of Business	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Description of Business	'
	Note 1 – Description of Business
	Canterbury Resources, Inc. (“Canterbury”) was organized under the laws of the State of Nevada on September 2, 2008. Canterbury’s initial business plan was to acquire and explore mineral properties.
	Exchange Agreement
	On September 21, 2012 Echo Automotive LLC (“Echo”) and DBPJ Stock Holding, LLC, sole member of Echo (the “Echo Member”) entered into an exchange agreement (the “Exchange Agreement”) with Canterbury. The Exchange Agreement resulted in the Echo Member receiving a total of 52,500,000 shares of common stock of Canterbury in exchange for 100% of the issued and outstanding units of Echo. In accordance with the terms of the Exchange Agreement, the shares received by the Echo Member represented 70% of the issued and outstanding common stock of Canterbury at the time of the Exchange Agreement. As part of the exchange, Canterbury changed its name to Echo Automotive, Inc.
	Operations
	Echo Automotive, Inc. (the Company) is developing a set of technologies that it believes will reduce overall fuel expenses in commercial fleet vehicles by augmenting existing powertrains with highly efficient electrical energy delivered by electric motors powered by Echo’s modular plug-in battery modules. Echo believes this technology will achieve an immediate return on investment for each individual vehicle in a fleet.
	The Company’s operations have previously been funded by advances and subsequent equity conversions by the majority stockholders. Future funding is expected to be provided in part by equity investments from other accredited investors. There can be no assurance that any of these strategies will be achieved on terms attractive to us.

Basis_of_Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Basis of Presentation	'
	Note 2 – Basis of Presentation
	As a result of the Exchange Agreement, Canterbury merged with Echo, with Echo being the accounting acquirer thus resulting in a reverse merger. Therefore, the accompanying financial statements are on a consolidated basis subsequent to September 21, 2012, but only reflect the operations of Echo up to September 21, 2012.
	In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments, consisting of only normal recurring accruals, necessary for a fair statement of financial position, results of operations, and cash flows. The information included in this Quarterly Report on Form 10-Q/A should be read in conjunction with the consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2013. The accounting policies are described in the “Notes to the Consolidated Financial Statements” in the 2013 Annual Report on Form 10-K and updated, as necessary, in this Form 10-Q/A. The year-end condensed consolidated balance sheet data presented for comparative purposes was derived from audited consolidated financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the operating results for the full year or for any other subsequent interim period.
	The Company is a development stage company and has incurred significant losses during the three months ended March 31, 2014 and 2013 and for the period from inception (November 25, 2009) through March 31, 2014 and has experienced negative cash flows from operations since inception. These circumstances result in substantial doubt as to the ability of the Company to continue as a going concern as noted in Note 11.

Summary_of_Significant_Account

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Summary of Significant Accounting Policies	'
	Note 3 – Summary of Significant Accounting Policies
	Principles of Consolidation
	The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Echo Automotive, LLC and Advanced Technical Asset Holdings, LLC, beginning with their respective dates of acquisition. All significant intercompany accounts and transactions have been eliminated.
	Fair Value
	ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It 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. 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. The standard describes three levels of inputs that may be used to measure fair value:
	Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
	Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.
	Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.
	As of March 31, 2014 the significant inputs to the Company’s derivative liability calculation were Level 3 inputs.
	The following schedule summarizes the valuation of financial instruments at fair value in the balance sheets as of March 31, 2014 and December 31, 2013:
		Fair Value Measurements as of March 31, 2014
		Level 1			Level 2		Level 3
	Assets
	None	$	—		$	—	$	—
	Total assets		—			—		—
	Liabilities
	Derivative liability		—			—		9,640,069
	Total liabilities		—			—		9,640,069
			Fair Value Measurements as of December 31, 2013
			Level 1			Level 2		Level 3
	Assets
	None	$	—		$	—	$	—
	Total assets		—			—		—
	Liabilities
	Derivative liability		—			—		—
	Total liabilities		—			—		—
	The following table sets forth a reconciliation of changes in the fair value of financial assets and liabilities classified as Level 3 in the fair value hierarchy:
		Significant Unobservable
		Inputs
		(Level 3)
		Three Months Ended March 31,
		2014			2013
	Beginning balance	$	—		$	—
	Total (gains) losses		(6,123,583	)		—
	Settlements		(88,813	)		—
	Additions		15,852,465			—
	Ending balance	$	9,640,069		$	—
	Change in unrealized gains(losses) included in earnings relating to derivatives still held as of March 31, 2014 and 2013	$	(6,123,583	)	$	—

Balance_Sheet_Information

Balance Sheet Information	3 Months Ended
	Mar. 31, 2014
Balance Sheet Related Disclosures [Abstract]	'
Balance Sheet Information	'
	Note 4: Balance Sheet Information
	Balance sheet information is as follows:
		March 31,			December 31,
		2014			2013
	Property and equipment, net:
	Office equipment/computer	$	113,769		$	113,769
	Prototype vehicles		615,945			615,945
	Equipment and tools		332,686			274,966
			1,062,400			1,004,680
	Less: Accumulated depreciation		(294,477	)		(225,447	)
		$	767,923		$	779,233
			March 31,			December 31,
			2014			2013
	Intangible assets, net:
	Intangible assets	$	3,474,719		$	3,474,719
	Less:  Accumulated amortization		(319,904	)		(240,364	)
		$	3,154,815		$	3,234,355
			March 31,			December 31,
			2014			2013
	Accrued liabilities:
	Accrued expenses	$	311,561		$	282,886
	Accrued interest		192,617			206,169
		$	504,178		$	489,055

Related_Party_Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2014
Related Party Transactions [Abstract]	'
Related Party Transactions	'
	Note 5: Related Party Transactions
	During the year ended December 31, 2013, shareholders of the Company made net advances of $111,603 for working capital purposes. The advances are due on demand, non-interest bearing, and classified within related party advances in the accompanying condensed consolidated balance sheet as of March 31, 2014 and December 31, 2013.
	The Company paid consulting fees to certain shareholders and directors of the Company that amounted to $30,000, $70,000, and $1,037,238 for the three months ended March 31, 2014 and 2013 and for the period from inception (November 25, 2009) through March 31, 2014, respectively.
	The Company incurred interest expense with related parties of $45,205, $4,458, and $140,223 for the three months ended March 31, 2014 and 2013 and for the period from inception (November 25, 2009) through March 31, 2014, respectively. The Company has accrued interest on related party notes payable of $126,973 and $96,117 recorded within accrued liabilities in the accompanying condensed consolidated balance sheets as of March 31, 2014 and December 31, 2013, respectively.
	The shareholder associated with the $2,000,000 financing agreement discussed within Note 6 overpaid the Company $16,559 when making the final payment on the stock subscription in January 2013. Additionally, this shareholder paid for $10,514 of legal expenses on behalf of the Company. The total of these two transactions, $27,073, is included within accounts payable – related party in the accompanying condensed consolidated balance sheets as of March 31, 2014 and December 31, 2013.
	During the three months ended March 31, 2014, the Company entered into a financing arrangement with GEL Properties, LLC whereby the 7 percent note payable with BK Family Trust was repaid.  Additionally, the Company issued common stock to BK Family Trust to repay accrued interest on the 7 percent note payable.  BK Family Trust’s trustee and beneficiary is an immediate family member of the Company’s Chief Executive Officer.  See Note 6.
	During the three months ended March 31, 2014, the Company entered into a financing arrangement with William W. Kennedy, an immediate family member of the Company’s Chief Executive Officer.  The financing arrangement included the issuance of warrants to purchase 100,000 shares of the Company’s common stock at an exercise price of $0.01 per share, exercisable over an eighteen (18) month term.  See Note 6.

Notes_Payable

Notes Payable	3 Months Ended
	Mar. 31, 2014
Debt Instruments [Abstract]	'
Notes Payable	'
	Note 6: Notes Payable
	Notes payable consisted of the following as of March 31, 2014 and December 31, 2013:
			March 31,			December 31,
			2014			2013
	7% note payable issued March 30, 2011, principal and interest due December 31, 2013.  (8)		$	50,000		$	50,000
	7%  convertible note payable with related party issued March 31, 2012, principal and interest due January 1, 2014. (11)			—			50,000
	7% convertible note payable with related party issued July 27, 2012, principal and interest due July 27, 2014. (1)			150,000			150,000
	12% convertible note payable issued October 25, 2012, principal and interest due July 1, 2015. (10)			25,000			25,000
	12% convertible note payable with related party issued April 11, 2012, principal and interest due			100,000			100,000
	April 11, 2014.  (9)
	12% convertible note payable issued November 11, 2011, principal and interest due January 1, 2014.  (13)			—			100,000
	12% note payable issued December 1, 2011, principal and interest due December 31, 2012. (4)			100,000			100,000
	18% convertible note payable issued May 30, 2012, principal and interest due January 1, 2014. (12)			—			60,000
	21% note payable with related party issued July 13, 2012, principal and interest due January 1, 2014,			10,000			10,000
	containing a warrant feature which requires the Company to issue warrants to purchase 100,000
	shares of the Company's common stock at no more than $0.01 per share with a term of five years. (3)
	21% note payable issued July 13, 2012, principal and interest due January 1, 2014. (2)			—			65,000
	8% convertible note payable issued in 9 installments. For each $0.55 of cash, the company issued a			1,500,000			1,500,000
	warrant to purchase 1.25 shares of stock at $0.65 with a term of 18 months (increased to 5 years during the
	quarter ending March 31, 2014).  The exercise price was lowered to $0.35 subsequent to March 31, 2014.
	Principal and interest due June 15, 2018.  (5)
	8% convertible note payable issued July 8, 2013, principal and interest due June 20, 2018.  (6)			—			175,000
	15% note payables issued December 31, 2013, principal and interest due June 1, 2014. (7)			100,000			100,000
	12% note payable issued January 9, 2014, principal and interest due July 3, 2014.  (14)			375,000			—
	15% note payable issued January 28, 2014, principal and interest due June 1, 2014.  (15)			110,000			—
	12% convertible note payable issued February 6, 2014, principal and interest due February 6, 2016. (16)			166,667			—
	10% convertible note payable issued February 12, 2014, principal and interest due February 11, 2015. (17)			55,000			—
	8% convertible note payable issued February 21, 2014, prinicpal and interest due February 20, 2015. (18)			65,000			—
	8% convertible note payable issued February 21, 2014, prinicpal and interest due February 20, 2015. (18)			50,000			—
	10% convertible note payable issued February 28, 2014, principal and interest due October 27, 2015. (19)			222,500			—
	8% convertible note payable issued March 6, 2014, principal and interest due February 20, 2015. (20)			50,000			—
	8% convertible note payable issued March 10, 2014, principal and interest due February 20, 2015. (20)			37,500			—
	8% convertible note payable issued March 7, 2014, principal and interest due March 7, 2015. (21)			50,000			—
	7% note payable issued March 11, 2014, principal and interest due April 10, 2014.  (22)			110,000			—
	8% convertible note payable issued March 17, 2014, principal and interest due November 12, 2014. (23)			78,500			—
	15% convertible note payable issued March 26, 2014, principal and interest due June 1, 2014. (24)			500,000			—
				3,905,167			2,485,000
	Less debt discount			(1,614,406	)		(806,539	)
	Less current portion of notes payable			(1,264,420	)		(737,561	)
	Long-term notes payable		$	1,026,341		$	940,900
	-1	The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014.  Upon conversion of the note, for every share issued to the lender, the lender will receive one additional warrant to purchase one share of the Company’s common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.
	-2	The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.375 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on February 21, 2014, the note payable principal balance was bought out by a third party (see (18) below).  The Company issued 124,730 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date.  The terms of the original note provided that, upon conversion of the note, for every $10 outstanding at the end of each calendar month, the Company would issue the lender one warrant to purchase one share of the Company’s common stock at no more than $0.01 per share with no vesting requirement and a term of five years. Accordingly, in February 2014, the Company issued the lender a warrant totaling 253,500 shares, at a strike price of $0.01 with a term of 5 years.  Foregoing warrants are included within warrants granted in Note 8.
	-3	For every $10 outstanding at the end of each calendar month, the Company will issue the lender one warrant to purchase one share of the Company’s common stock at no more than $0.01 per share with no vesting requirement and a term of five years.  The note was issued for $50,000 and the Company subsequently repaid $20,000 in 2012, with $10,000 payments in both November and December 2012, and the Company repaid $20,000 in 2013, with two $10,000 repayments made in January 2013.  Accordingly, the lender received 5,000 warrants each month from issuance through October 2012, 4,000 warrants in November 2012, 3,000 warrants in December 2012, and 1,000 warrants per month thereafter. Foregoing warrants are included within warrants granted in Note 8. The Company is currently negotiating an extension for this note.
	-4	The note payable agreement is convertible into 395,000 shares of the Company’s common stock. However, the lender is disputing the conversion terms of the agreement. Additionally, the Company is in default with regards to the note, as the outstanding balance is past due, and has offered to repay the lender in full. The Company is attempting to utilize on-going dialogue with the lender to resolve the dispute and cure the default.
	-5	Pursuant to the terms and conditions of this agreement, United Fleet Financing, LLC, (“UFF”), of which the sole member is a related party, has agreed to provide the Company $1,500,000 of financing for working capital. The financing was provided to the Company during 2013 in several installments. Each installment payment has a term of 5 years from first installment of funding. Pursuant to the agreement, UFF has the option to convert any amounts paid to the Company pursuant to the financing agreement, into common stock at a conversion price of $0.55 per share.  The agreement also provided UFF the right to receive up to 2,727,272 warrants, each to purchase 1.25 shares of common stock at a per share exercise price of $0.65 with a term of 18 months; accordingly, the Company has issued UFF a total of 3,409,093 warrants in connection with this arrangement.  During January, 2014, the Company agreed to extend the warrant term to 5 years. Foregoing warrants are included within warrants granted in Note 8.  As of March 31, 2014, the Company has received $1,500,000 in cash related to this agreement. A debt discount of $596,169 was recorded to reflect a beneficial conversion feature and warrants associated with the cash received. The debt discount is being amortized to interest expense until maturity or its earlier repayment or conversion. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.
	-6	On June 20, 2013, the Company entered into a financing and security agreement and a secured convertible promissory note (the “Emerald Note”) in the amount of $200,000 with Emerald Private Equity Fund, LLC (“Emerald”). Pursuant to the terms of the Emerald Note, Emerald provided the Company with $200,000 upon execution. In connection with this financing, Emerald received a warrant to purchase 714,286 shares of the Company’s common stock at an exercise price of $0.65 per share, exercisable over a five (5) year term. The Emerald Note has a maturity date of five (5) years and bears interest at eight percent (8%) annually. The unpaid outstanding balance on the Emerald Note may be converted at the option of either party a rate of two (2) shares of the Company’s restricted common stock for each $0.70.  As of December 31, 2013 the Company received $200,000 under this private placement, repaid Emerald $25,000, and issued the related warrants. During the period ending March 31, 2014, the Company issued a total of 1,142,858 shares of its common stock to Emerald relating to this agreement. The Emerald Note was considered to be in default because the Company’s S-1 filing was not cleared within the time frame required in the Emerald Note; as such, during the period ending March 31, 2014, the parties agreed to a revised due date for the Emerald Note of June 1, 2014, and the Company increased the number of the shares under the warrant by 285,714 to 1,000,000. Foregoing warrants are included within warrants granted in Note 8.
	-7	On December 31, 2013, the Company entered into two promissory note agreements in the amount of $40,000 and $60,000 with UFF. Pursuant to the terms and conditions of these agreements, UFF provided the Company with $100,000 and UFF received a warrant to purchase 800,000 shares of the Company’s common stock at an exercise price of $0.55 per share, exercisable over a five (5) year term.  Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share. The promissory notes, as amended, have a maturity date of June 1, 2014. The stated interest rate is equal to 15% per year.
	-8	On March 13, 2014, this note agreement was modified to extend the due date to January 1, 2015.  Subsequent to March 31, 2014, the Company repaid this note and all accrued interest on the note through the issuance of 489,171 shares of its common stock.
	-9	The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.50 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014.  Upon conversion of the note, the Company shall issue the lender 150,000 warrants, each of which allows the lender to purchase one share of the Company’s common stock at $0.01, with a term of 18 months. The Company is currently negotiating an extension for this note.
	-10	On March 19, 2014, this note agreement was modified to extend the due date to July 1, 2015.  The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.50 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014.  Upon conversion of the note, the Company shall issue the lender 30,000 warrants, each of which allows the lender to purchase one share of the Company’s common stock at $0.01, with a term of 18 months.
	-11	The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 7, 2014, the note payable principal balance was bought out by a third party (see (20) below).  The Company issued 37,849 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date.  The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company’s common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months.  Accordingly, in March 2014, the Company issued the lender a warrant totaling 161,240 shares, at a strike price of $0.75 and extended the contractual warrant term from a term of 18 months to a term of 5 years. Foregoing warrants are included within warrants granted in Note 8.
	(12)	The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 10, 2014, the note payable principal balance was bought out by a third party (see (21) below).  The Company issued 99,668 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date.  The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company’s common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months.  Accordingly, in March 2014, the Company issued the lender a warrant totaling 271,097 shares, at a strike price of $0.75 extended the contractual warrant term from a term of 18 months to a term of 5 years. Foregoing warrants are included within warrants granted in Note 8.
	-13	On February 20, 2014 the Company issued 337,855 shares of its common stock to satisfy its obligation in connection with its 12% convertible note payable issued November 11, 2011 totaling $100,000, including accrued interest on this obligation. Additionally, in connection with this transaction, the Company issued a warrant to purchase 506,782 shares of the Company’s common stock at an exercise price of $0.01 per share, exercisable over a five (5) year term. Foregoing warrants are included within warrants granted in Note 8. The transaction was analyzed for extinguishment accounting and the company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-14	On January 9, 2014, the Company received gross proceeds of $250,000 via a financing arrangement with Hanover Holdings I, LLC. The principal balance of $375,000 includes a $125,000 prepaid contingent expense that the Company became subject to by (i) failing to file a S-1 registration statement (covering the resale of the underlying common stock pertaining to this financing arrangement) by February 18, 2014 ($40,000); and (ii) failing to have the S-1 registration statement become effective by May 3, 2014  ($85,000).  Neither of these criteria were met by the Company. The terms of this financing arrangement bears interest at twelve percent (12%) annually, and has a maturity date of July 3, 2014. The unpaid outstanding balance may be converted at the option of the investor a rate of one (1) share of the Company’s restricted common stock for each $0.15223, subject to adjustment.  On February 17, 2014 the Company expensed the registration right penalties.  The note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument. Subsequent to March 31, 2014, the conversion feature of the financing arrangement was modified whereby the unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) sixty percent (60%) of the lowest trade price in the 10 days prior to conversion; or (ii) the original conversion price as stated in the January, 2014 financing arrangement.
	-15	On January 28, 2014, the Company received gross proceeds of $110,000 via a financing arrangement with UFF. The terms of this financing arrangement, as amended, bears interest at fifteen percent (15%) annually, and has a maturity date of June 1, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 800,000 shares of the Company’s common stock at an exercise price of $0.55 per share, exercisable over a five (5) year term. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.
	-16	On February 6, 2014, the Company received gross proceeds of $150,000 via a financing arrangement with JMJ Financial. The principal balance of $166,666 includes a $16,666 original issue discount. The terms of this financing arrangement bears interest at twelve percent (12%) annually, and has a maturity date of February 6, 2016. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of the Company’s restricted common stock for each $0.23, or (ii) sixty percent (60%) of the lowest trade price in the 25 days prior to conversion.  The variable conversion feature qualifies the note as a derivative instrument and tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt.  See further discussion below in Derivative Liabilities- Convertible Notes.
	-17	On February 12, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Vista Capital Investments, LLC. The principal balance of $55,000 includes a $5,000 original issue discount.  The terms of this financing arrangement bears interest at ten percent (10%) annually, and has a maturity date of February 11, 2015. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.35, or (ii) seventy percent (70%) of the lowest trade price in the 20 days prior to conversion.  The variable conversion feature qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.
	-18	On February 21, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with LG Capital Funding, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on February 21, 2014, LG Capital Funding, LLC paid off the 21 percent note payable issued July 13, 2012 totaling $65,000 (see (2) above), on the Company’s behalf, and, accordingly, the Company agreed to repay LG Capital Funding, LLC a total of $65,000 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the 10 days prior to conversion.  The variable conversion feature of the replacement note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  The transaction was analyzed for extinguishment accounting and the Company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-19	On February 28, 2014, the Company received gross proceeds of $200,000 via a financing arrangement with Typenex Co-Investment, LLC. The principal balance of $222,500 includes a $22,500 original issue discount. The terms of this financing arrangement bears interest at ten percent (10%) annually, and has a maturity date of October 27, 2015. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.27, or (ii) seventy percent (70%) of the lowest trade price in the fifteen (15) days prior to conversion.  The note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.
	-20	On March 6, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with GEL Properties, LLC, The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 7, 2014, GEL Properties, LLC paid off the 7 percent note payable with a related party issued March 31, 2012 totaling $50,000 (see (11) above), on the Company’s behalf, and, accordingly, the Company agreed to repay GEL Properties, LLC a total of $52,500 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion.  During the period ending March 31, 2014, GEL Properties, LLC elected to convert $15,000 of principal balance under the terms of the replacement note, and received a total of 164,935 shares of the Company’s common stock.  The variable conversion feature of the replacement note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  The transaction was analyzed for extinguishment accounting and the Company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-21	On March 10, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Union Capital, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of March 7, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 10, 2014, Union Capital, LLC paid off the 18 percent note payable issued May 30, 2012 totaling $60,000 (see (12) above), on the Company’s behalf, and, accordingly, the Company agreed to repay Union Capital, LLC a total of $67,800 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of March 7, 2015. The replacement note‘s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. During the period ending March 31, 2014, Union Capital, LLC elected to convert its principal balance under the terms of the replacement note, and received a total of 579,525 shares of the Company’s common stock.  The variable conversion feature of the note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  The transaction was analyzed for extinguishment accounting and the Company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-22	On March 11, 2014, the Company received gross proceeds of $110,000 via a financing arrangement with William W. Kennedy, of whom Mr. William D. Kennedy, our CEO, is an immediate family member. The terms of this financing arrangement bears interest at seven percent (7%) annually, and has a maturity date of April 10, 2014. In connection with this financing arrangement, we issued warrants to purchase 100,000 shares of the Company’s common stock at an exercise price of $0.01 per share, exercisable over an eighteen (18) month term. Foregoing warrants are included within warrants granted in Note 8.  The Company is currently negotiating an extension for this note.
	-23	On March 17, 2014, the Company received gross proceeds of $78,500 via a financing arrangement with Asher Enterprises, Inc. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of November 12, 2014. The unpaid outstanding balance may be converted at sixty-nine percent (69%) of the lowest trade price in the ten (10) days prior to conversion.  The variable conversion feature of the note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  Additionally, the note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.
-24	On March 26, 2014, the Company received gross proceeds of $500,000 via a financing arrangement with UFF. The terms of this financing arrangement bears interest at fifteen percent (15%) annually, and has a maturity date of June 1, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 1,428,571 shares of the Company’s common stock at an exercise price of $0.35 per share, exercisable over a five (5) year term.  Foregoing warrants are included within warrants granted in Note 8.
Interest expense incurred on all debt, which excludes the expense related to the accretion of the debt discount and excludes the expense related to the change in the valuation of derivative instruments, was $69,014, $25,711, and $278,274 for the three months ended March 31, 2014 and 2013 and for the period from inception (November 25, 2009) through March 31, 2014, respectively. Of the total interest expense incurred on all debt, approximately $45,205, $4,458, and $140,223 pertained to related party notes payable for the three months ended March 31, 2014 and 2013 and for the period from inception (November 25, 2009) through March 31, 2014, respectively. Included within interest expense in the accompanying condensed consolidated statement of operations for the three months ended March 31, 2014, 2013, and the period from inception (November 25, 2009) through March 31, 2014, is $218,269, $2,597 and $399,213 of expense related to the accretion of the debt discount recorded due to the issuance of the warrants associated with the notes payable. Included within interest expense in the accompanying condensed consolidated statement of operations for the three months ended March 31, 2014, 2013, and the period from inception (November 25, 2009) through March 31, 2014, is $13,918,171, $0 and $13,918,171 of expense related to the valuation of the notes payable and warrants classified as derivative liability.
Derivative Liabilities- Convertible Notes
The embedded conversion and anti-dilution features in the convertible debt instruments and warrants issued in the three months ending March 31, 2014 qualify certain notes as derivative instruments since the number of shares issuable under the notes are indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt.
The valuation of the derivative liability attached to the convertible debt was arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the noteholder converts upon receiving a redemption notice; the noteholder converts the note; the issuer redeems the note; or the Company defaults on the note.
The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the note based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability of $10,340,351 at either issuance date or tainting date. The Company recorded the change in the fair value of the derivative liability as a gain of $4,146,356 to reflect the value of the derivative liability as $6,105,182 as of March 31, 2014. The Company also recorded settlements of $88,813 related to conversions of three of their convertible notes.
Extinguishments and Settlements
During the three months ending March 31, 2014, the Company entered into certain debt transactions (see footnotes 13, 18, 20, and 21 to debt schedule above) in which extinguishment accounting was applied. As a result, a loss on extinguishment of debt of $147,671 was recorded as a loss on debt extinguishment in other income and expense related to these extinguishments.

Equity

Equity	3 Months Ended
	Mar. 31, 2014
Equity [Abstract]	'
Equity	'
	Note 7: Equity
	In January, 2014, the Company issued 1,142,858 shares of its common stock to Emerald in connection with the Emerald Note (see Note 6). No proceeds were received in connection with this common stock issuance. The common stock was issued to reduce the Emerald Note’s principal balance and accrued interest. The Emerald Note was considered to be in default because the Company’s S-1 filing was not cleared within the time frame required in the Emerald Note, so in response the parties agreed to an accelerated due date for the Emerald Note, and agreed to increase the number of the shares under the warrant by 285,714 to 1,000,000.
	On February 20, 2014, the Company issued 337,855 shares of its common stock to satisfy its obligation in connection with its 12% convertible note payable issued November 11, 2011 totaling $100,000 (see Note 6). Additionally, in connection with this transaction, the Company issued a warrant to purchase 506,782 shares of the Company’s common stock at an exercise price of $0.01 per share, exercisable over a five (5) year term. In connection with the Company’s financing arrangement with LG Capital Funding, LLC, whereby LG Capital Funding, LLC repaid the 21% convertible note payable issued July 13, 2012 totaling $65,000, on February 20, 2014, the Company issued 124,730 shares of its common stock to the same lender to satisfy accrued interest on the repaid, extinguished obligation.
	In connection with the Company’s financing arrangement with GEL Properties, LLC, whereby GEL Properties, LLC repaid the 7% convertible note payable with a related party issued March 31, 2012 totaling $50,000, on March 7, 2014, the Company issued 37,849 shares of its common stock to the related party to satisfy accrued interest on the repaid, extinguished obligation. Furthermore, GEL Properties, LLC, elected to convert a portion of their principal balance to common stock as permitted in connection with the replacement note payable, and, accordingly, on March 11, 2014, the Company issued 164,935 shares of its common stock to GEL Properties, LLC to reduce the obligation under the replacement note payable by a total of $15,000.
	In connection with the Company’s financing arrangement with Union Capital, LLC, whereby Union Capital, LLC repaid the 18% convertible note payable issued May 30, 2012 totaling $60,000, on March 10, 2014, the Company issued 99,668 shares of its common stock to the same lender to satisfy accrued interest on the repaid, extinguished obligation. Furthermore, Union Capital, LLC, elected to convert their principal balance to common stock as permitted in connection with the replacement note payable, and, accordingly, on March 10, 2014 and March 14, 2014, the Company issued 359,858 and 219,667 shares of its common stock, respectively, to Union Capital, LLC to fully extinguish the obligation under the replacement note payable.
	During the three months ending March 31, 2014, the Company issued a total of 1,293,344 shares of its common stock to various service providers in a series of transactions related to consulting and professional services rendered during 2013 and 2014. The total operating expense related to these transactions was $317,460; of which $166,500 was included in accrued liabilities at December 31, 2013.
	During the three months ending March 31, 2014, the Company recorded stock based compensation expense of $10,921.
	The embedded conversion and anti-dilution features in the convertible debt instruments issued in the three months ending March 31, 2014 qualify certain notes as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt. The Company determined that there was a total fair value of $788,660 related to tainted warrants classified as equity that were reclassified during the period and recorded as a derivative liability.

Warrants

Warrants	3 Months Ended
	Mar. 31, 2014
Equity [Abstract]	'
Warrants	'
	Note 8: Warrants
	As discussed in Note 6, the Company issued warrants during the three months ended March 31, 2014. The following summarizes the warrant activity for the three months ended March 31, 2014:
			Number of		Weighted- Average	Weighted- Average		Intrinsic value
			Units		Exercise Price	Remaining
						Contractual Term
						(in years)
	Outstanding at December 31, 2013		13,764,472	$	0.66
		Grants	31,609,124		0.06
	Outstanding at March 31, 2014		45,373,596	$	0.23	4.6	$	5,913,522
	Exercisable at March 31, 2014		45,373,596	$	0.23	4.6	$	5,913,522
	During the three months ended March 31, 2014 and 2013, the Company entered into several note payable agreements that included detachable warrants with no vesting requirements, as discussed in Note 6. The weighted-average grant date fair value for the three months ended March 31, 2014, equaled $0.16 per share. The total fair value of warrants granted and vested during the three months ended March 31, 2014 and 2013 was $5,131,613 and $25,565, of which an allocated portion was recorded as a debt discount. During the three months ended March 31, 2014 and 2013, $375,239 and $16,351 of the discount was accreted to interest expense. The grant-date fair value of the warrants, and thus the debt discount, was valued using a Monte Carlo model.
	Derivative Liabilities- Warrants
	The embedded conversion and anti-dilution features in the convertible debt instruments and warrants issued in the three months ending March 31, 2014 qualify certain notes as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt.
	The valuation of the derivative liability of the warrants was determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. "payoff") of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option.
	Using this model, the Company determined a fair value of $5,512,114 at either issuance date or tainting date, including the warrants previously classified in equity which had a value at tainting of $788,660 (see Note 7). The Company recorded the change in the fair value of the derivative liability as a gain of $1,977,227 to reflect the value of the derivative liability as $3,534,887 as of March 31, 2014.

Stock_Options

Stock Options	3 Months Ended
	Mar. 31, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]	'
Stock Options	'
	Note 9: Stock Options
	On December 10, 2013, the Company’s Board of Directors (the “Board”), after careful consideration, unanimously approved the 2013 Equity Incentive Plan (the “Equity Incentive Plan”), pursuant to which the Company reserved for issuance thereunder 8,000,000 shares of the Company’s outstanding Common Stock. The Company’s stockholders approved the Equity Incentive Plan and it became effective in January 2014.
	From time to time, the Company grants stock option awards to officers and employees. Such awards are valued based on the grant date fair value of the instruments, net of estimated forfeitures, using a Black-Scholes option pricing model.
	Stock option awards are expensed on a straight-line basis over the requisite service period. During the three months ended March 31, 2014 and 2013, the Company recognized compensation expense of $10,921 and $0, respectively, associated with stock option awards. At March 31, 2014, future stock compensation expense (net of estimated forfeitures) not yet recognized was $213,731 and will be recognized over a weighted average remaining vesting period of 3.63 years.
	The following summarizes stock option activity for the three months ended March 31, 2014:
					Weighted		Weighted
					Average		Average
		Number of			Exercise		Remaining
		Shares			Price		Contractual Life		Intrinsic Value
	Outstanding at December 31, 2013		1,000,000		$	0.26
	Granted		—			—
	Exercised		—			—
	Forfeited		—			—
	Outstanding at March 31, 2014		1,000,000		$	0.26		9.74	$	—
	Exercisable at March 31, 2014		143,750		$	0.26		9.74	$	—
	The following table summarizes information about the Company’s non-vested shares as of March 31, 2014:
					Weighted-Average
		Number of			Grant-Date
		Shares			Fair Value
	Nonvested at December 31, 2013		900,000		$	0.25
	Granted		—			—
	Vested		(43,750	)		0.25
	Nonvested at March 31, 2014		856,250		$	0.25
	The Company has issued shares of its common stock registered in connection with its Form S-8 filing to certain consultants and service providers. See Notes 7 and 13.

Basic_and_Diluted_Net_Loss_Per

Basic and Diluted Net Loss Per Share	3 Months Ended
	Mar. 31, 2014
Net loss per share	'
Basic and Diluted Net Loss Per Share	'
	Note 10: Basic and Diluted Net Loss Per Share
	Net loss per share was computed by dividing the net loss by the weighted average number of common shares outstanding during the period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. For the three months ended March 31, 2014 and 2013, the assumed exercise of exercisable warrants and conversion of convertible notes payable are anti-dilutive due to the Company’s net loss and are excluded from the determination of net loss per common share – diluted. Accordingly, net loss per common share – diluted equals net loss per common share – basic in all periods presented.
	The following table summarizes the potential shares of common stock that were excluded from diluted net loss per share, because the effect of including these potential shares was antidilutive:
		March 31,
		2014		2013
	Convertible notes payable		76,669,368		1,654,524
	Warrants		45,373,596		5,364,500
	Stock Options		143,750		—

Going_Concern

Going Concern	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Going Concern	'
	Note 11: Going Concern
	The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. For the three months ended March 31, 2014, the Company had a net loss of $10,212,016 as compared to a net loss of $871,939 for the three months ended March 31, 2013.  Additionally, the Company has incurred a net loss of $19,322,273 for the period from inception (November 25, 2009) to March 31, 2014.  As of March 31, 2014, the Company had not emerged from the development stage. These circumstances result in substantial doubt as to the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to begin operations and achieve a level of profitability. The Company intends to finance operations by issuing additional common stock, warrants and through bridge and long term financing. The failure to achieve the necessary levels of profitability and obtain the additional funding would be detrimental to the Company. The condensed consolidated financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

Commitments_and_Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]	'
Commitments and Contingencies	'
	Note 12:  Commitments and Contingencies
	Litigation
	The Company may from time to time be involved in legal proceedings arising from the normal course of business.
	Note Payable Default and Dispute
	On August 16, 2013, the Company received notice of a lawsuit filed in the District Court of Clark County, Nevada filed by Portofino Investments II Limited Partnership (“Portofino”) against the Company regarding a convertible loan in the principal amount of $100,000.  The lawsuit alleges that the Company has failed to repay the loan amount and interest that were due to Portofino under the convertible loan and that Portofino is entitled to judgment in the full amount due under such convertible loan, in addition to costs and expenses relating to the cause of action. The Company has filed an answer to the complaint and Portofino has subsequently filed an amended complaint. The Company is currently working on a response, and is simultaneously negotiating with Portofino as to a potential settlement.
	Former Service Provider Dispute
	A former service provider of the Company has asserted various claims regarding the Company relating to activities that took place during 2012 and 2013.  The Company has concluded an independent investigation, performed by a third party legal firm, into the merit of these claims and determined that they were either without merit or immaterial.  The Company does not believe that any amounts that may potentially be paid as a result of any of these claims would have a material effect on its condensed consolidated financial statements.

Subsequent_Events

Subsequent Events	3 Months Ended
	Mar. 31, 2014
Subsequent Events [Abstract]	'
Subsequent Events	'
	Note 13: Subsequent Events
	Subsequent to March 31, 2014, the Company received gross proceeds of $35,000 via an advance from Mindnest LLC. The terms of this advance incurs a total of $2,000 of interest, and has a maturity date of May 31, 2014.
	Subsequent to March 31, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Mr. Mark Brooks. The terms of this financing arrangement bears interest at twenty-one percent (21%) annually, and had a maturity date of May 11, 2014. The Company repaid the loan plus accrued interest on May 9, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 100,000 shares of our common stock at an exercise price of $0.10 per share, exercisable over an eighteen (18) month term.
	Subsequent to March 31, 2014, the Company received gross proceeds of $124,300 via a financing arrangement with Blue Citi, LLC.  The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of May 5, 2015.  The unpaid outstanding balance may be converted at fifty-eight percent (58%) of the lowest trade price in the twenty (20) days prior to conversion. Additionally, subsequent to March 31, 2014, Blue Citi, LLC repaid the 12 percent note payable issued April 11, 2012 totaling $100,000, and, accordingly, we agreed to repay Blue Citi, LLC a total of $125,067 via a Replacement Note bearing interest at eight percent (8%) annually, with a maturity date of May 5, 2015.  The Replacement Note unpaid outstanding balance may be converted at fifty-eight percent (58%) of the lowest trade price in the twenty (20) days prior to conversion. In connection with this financing arrangement, the Company issued warrants to purchase 310,750 shares of our common stock at an exercise price of $0.20 per share, exercisable over a five (5) year term.
	Subsequent to March 31, 2014, the Company received gross proceeds of $400,000 via a financing arrangement with 31 Group, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of May 7, 2016. The unpaid outstanding balance may be converted at the option of the investor at the lesser of (i) a rate of one (1) share of our restricted common stock for each $0.15, or (ii) sixty-five percent (65%) of the average of the lowest three trade prices in the ten (10) days prior to conversion.
	Subsequent to March 31, 2014, the Company issued 109,810 shares of its common stock to GEL Properties, LLC, 105,281 shares of its common stock to LG Capital Fund, LLC and 246,305 shares of its common stock to Blue Citi, LLC in connection with their respective convertible notes. No proceeds were received in connection with these common stock issuances. The common stock was issued to reduce the Company's note payable balances.
	Subsequent to March 31, 2014, the Company issued 760,282 shares of its common stock with respect to the exercise of two warrants. The Company received total proceeds of $7,603 in connection with this warrant exercise.
	Subsequent to March 31, 2014, the Company issued 489,171 shares of its common stock to satisfy its obligation in connection with its 7% note payable issued March 30, 2011 totaling $50,000.
	Subsequent to March 31, 2014, the Company issued a total of 600,000 shares of its common stock to various service providers in a series of transactions related to consulting and professional services rendered during 2014, totaling $78,000.

Summary_of_Significant_Account1

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Principles of Consolidation	'
	Principles of Consolidation
	The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Echo Automotive, LLC and Advanced Technical Asset Holdings, LLC, beginning with their respective dates of acquisition. All significant intercompany accounts and transactions have been eliminated.
Fair Value	'
	Fair Value
	ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It 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. 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. The standard describes three levels of inputs that may be used to measure fair value:
	Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
	Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.
	Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.
	As of March 31, 2014 the significant inputs to the Company’s derivative liability calculation were Level 3 inputs.
	The following schedule summarizes the valuation of financial instruments at fair value in the balance sheets as of March 31, 2014 and December 31, 2013:
		Fair Value Measurements as of March 31, 2014
		Level 1			Level 2		Level 3
	Assets
	None	$	—		$	—	$	—
	Total assets		—			—		—
	Liabilities
	Derivative liability		—			—		9,640,069
	Total liabilities		—			—		9,640,069
			Fair Value Measurements as of December 31, 2013
			Level 1			Level 2		Level 3
	Assets
	None	$	—		$	—	$	—
	Total assets		—			—		—
	Liabilities
	Derivative liability		—			—		—
	Total liabilities		—			—		—
	The following table sets forth a reconciliation of changes in the fair value of financial assets and liabilities classified as Level 3 in the fair value hierarchy:
		Significant Unobservable
		Inputs
		(Level 3)
		Three Months Ended March 31,
		2014			2013
	Beginning balance	$	—		$	—
	Total (gains) losses		(6,123,583	)		—
	Settlements		(88,813	)		—
	Additions		15,852,465			—
	Ending balance	$	9,640,069		$	—
	Change in unrealized gains(losses) included in earnings relating to derivatives still held as of March 31, 2014 and 2013	$	(6,123,583	)	$	—

Summary_of_Significant_Account2

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Schedule of summarizes valuation of financial instruments	'
	The following schedule summarizes the valuation of financial instruments at fair value in the balance sheets as of March 31, 2014 and December 31, 2013:
		Fair Value Measurements as of March 31, 2014
		Level 1			Level 2		Level 3
	Assets
	None	$	—		$	—	$	—
	Total assets		—			—		—
	Liabilities
	Derivative liability		—			—		9,640,069
	Total liabilities		—			—		9,640,069
			Fair Value Measurements as of December 31, 2013
			Level 1			Level 2		Level 3
	Assets
	None	$	—		$	—	$	—
	Total assets		—			—		—
	Liabilities
	Derivative liability		—			—		—
	Total liabilities		—			—		—
Schedule of summarizes reconciliation of changes in the fair value of financial assets and liabilities	'
	The following table sets forth a reconciliation of changes in the fair value of financial assets and liabilities classified as Level 3 in the fair value hierarchy:
		Significant Unobservable
		Inputs
		(Level 3)
		Three Months Ended March 31,
		2014			2013
	Beginning balance	$	—		$	—
	Total (gains) losses		(6,123,583	)		—
	Settlements		(88,813	)		—
	Additions		15,852,465			—
	Ending balance	$	9,640,069		$	—
	Change in unrealized gains(losses) included in earnings relating to derivatives still held as of March 31, 2014 and 2013	$	(6,123,583	)	$	—

Balance_Sheet_Information_Tabl

Balance Sheet Information (Tables)	3 Months Ended
	Mar. 31, 2014
Balance Sheet Related Disclosures [Abstract]	'
Schedule of Property and Equipment	'
	Balance sheet information is as follows:
		March 31,			December 31,
		2014			2013
	Property and equipment, net:
	Office equipment/computer	$	113,769		$	113,769
	Prototype vehicles		615,945			615,945
	Equipment and tools		332,686			274,966
			1,062,400			1,004,680
	Less: Accumulated depreciation		(294,477	)		(225,447	)
		$	767,923		$	779,233
Schedule of Intangible Assets	'
			March 31,			December 31,
			2014			2013
	Intangible assets, net:
	Intangible assets	$	3,474,719		$	3,474,719
	Less:  Accumulated amortization		(319,904	)		(240,364	)
		$	3,154,815		$	3,234,355
Schedule of Accrued Liabilities	'
			March 31,			December 31,
			2014			2013
	Accrued liabilities:
	Accrued expenses	$	311,561		$	282,886
	Accrued interest		192,617			206,169
		$	504,178		$	489,055

Notes_Payable_Tables

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2014
Debt Instruments [Abstract]	'
Schedule of notes payable	'
	Notes payable consisted of the following as of March 31, 2014 and December 31, 2013:
			March 31,			December 31,
			2014			2013
	7% note payable issued March 30, 2011, principal and interest due December 31, 2013.  (8)		$	50,000		$	50,000
	7%  convertible note payable with related party issued March 31, 2012, principal and interest due January 1, 2014. (11)			—			50,000
	7% convertible note payable with related party issued July 27, 2012, principal and interest due July 27, 2014. (1)			150,000			150,000
	12% convertible note payable issued October 25, 2012, principal and interest due July 1, 2015. (10)			25,000			25,000
	12% convertible note payable with related party issued April 11, 2012, principal and interest due			100,000			100,000
	April 11, 2014.  (9)
	12% convertible note payable issued November 11, 2011, principal and interest due January 1, 2014.  (13)			—			100,000
	12% note payable issued December 1, 2011, principal and interest due December 31, 2012. (4)			100,000			100,000
	18% convertible note payable issued May 30, 2012, principal and interest due January 1, 2014. (12)			—			60,000
	21% note payable with related party issued July 13, 2012, principal and interest due January 1, 2014,			10,000			10,000
	containing a warrant feature which requires the Company to issue warrants to purchase 100,000
	shares of the Company's common stock at no more than $0.01 per share with a term of five years. (3)
	21% note payable issued July 13, 2012, principal and interest due January 1, 2014. (2)			—			65,000
	8% convertible note payable issued in 9 installments. For each $0.55 of cash, the company issued a			1,500,000			1,500,000
	warrant to purchase 1.25 shares of stock at $0.65 with a term of 18 months (increased to 5 years during the
	quarter ending March 31, 2014).  The exercise price was lowered to $0.35 subsequent to March 31, 2014.
	Principal and interest due June 15, 2018.  (5)
	8% convertible note payable issued July 8, 2013, principal and interest due June 20, 2018.  (6)			—			175,000
	15% note payables issued December 31, 2013, principal and interest due June 1, 2014. (7)			100,000			100,000
	12% note payable issued January 9, 2014, principal and interest due July 3, 2014.  (14)			375,000			—
	15% note payable issued January 28, 2014, principal and interest due June 1, 2014.  (15)			110,000			—
	12% convertible note payable issued February 6, 2014, principal and interest due February 6, 2016. (16)			166,667			—
	10% convertible note payable issued February 12, 2014, principal and interest due February 11, 2015. (17)			55,000			—
	8% convertible note payable issued February 21, 2014, prinicpal and interest due February 20, 2015. (18)			65,000			—
	8% convertible note payable issued February 21, 2014, prinicpal and interest due February 20, 2015. (18)			50,000			—
	10% convertible note payable issued February 28, 2014, principal and interest due October 27, 2015. (19)			222,500			—
	8% convertible note payable issued March 6, 2014, principal and interest due February 20, 2015. (20)			50,000			—
	8% convertible note payable issued March 10, 2014, principal and interest due February 20, 2015. (20)			37,500			—
	8% convertible note payable issued March 7, 2014, principal and interest due March 7, 2015. (21)			50,000			—
	7% note payable issued March 11, 2014, principal and interest due April 10, 2014.  (22)			110,000			—
	8% convertible note payable issued March 17, 2014, principal and interest due November 12, 2014. (23)			78,500			—
	15% convertible note payable issued March 26, 2014, principal and interest due June 1, 2014. (24)			500,000			—
				3,905,167			2,485,000
	Less debt discount			(1,614,406	)		(806,539	)
	Less current portion of notes payable			(1,264,420	)		(737,561	)
	Long-term notes payable		$	1,026,341		$	940,900
	-1	The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014.  Upon conversion of the note, for every share issued to the lender, the lender will receive one additional warrant to purchase one share of the Company’s common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.
	-2	The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.375 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on February 21, 2014, the note payable principal balance was bought out by a third party (see (18) below).  The Company issued 124,730 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date.  The terms of the original note provided that, upon conversion of the note, for every $10 outstanding at the end of each calendar month, the Company would issue the lender one warrant to purchase one share of the Company’s common stock at no more than $0.01 per share with no vesting requirement and a term of five years. Accordingly, in February 2014, the Company issued the lender a warrant totaling 253,500 shares, at a strike price of $0.01 with a term of 5 years.  Foregoing warrants are included within warrants granted in Note 8.
	-3	For every $10 outstanding at the end of each calendar month, the Company will issue the lender one warrant to purchase one share of the Company’s common stock at no more than $0.01 per share with no vesting requirement and a term of five years.  The note was issued for $50,000 and the Company subsequently repaid $20,000 in 2012, with $10,000 payments in both November and December 2012, and the Company repaid $20,000 in 2013, with two $10,000 repayments made in January 2013.  Accordingly, the lender received 5,000 warrants each month from issuance through October 2012, 4,000 warrants in November 2012, 3,000 warrants in December 2012, and 1,000 warrants per month thereafter. Foregoing warrants are included within warrants granted in Note 8. The Company is currently negotiating an extension for this note.
	-4	The note payable agreement is convertible into 395,000 shares of the Company’s common stock. However, the lender is disputing the conversion terms of the agreement. Additionally, the Company is in default with regards to the note, as the outstanding balance is past due, and has offered to repay the lender in full. The Company is attempting to utilize on-going dialogue with the lender to resolve the dispute and cure the default.
	-5	Pursuant to the terms and conditions of this agreement, United Fleet Financing, LLC, (“UFF”), of which the sole member is a related party, has agreed to provide the Company $1,500,000 of financing for working capital. The financing was provided to the Company during 2013 in several installments. Each installment payment has a term of 5 years from first installment of funding. Pursuant to the agreement, UFF has the option to convert any amounts paid to the Company pursuant to the financing agreement, into common stock at a conversion price of $0.55 per share.  The agreement also provided UFF the right to receive up to 2,727,272 warrants, each to purchase 1.25 shares of common stock at a per share exercise price of $0.65 with a term of 18 months; accordingly, the Company has issued UFF a total of 3,409,093 warrants in connection with this arrangement.  During January, 2014, the Company agreed to extend the warrant term to 5 years. Foregoing warrants are included within warrants granted in Note 8.  As of March 31, 2014, the Company has received $1,500,000 in cash related to this agreement. A debt discount of $596,169 was recorded to reflect a beneficial conversion feature and warrants associated with the cash received. The debt discount is being amortized to interest expense until maturity or its earlier repayment or conversion. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.
	-6	On June 20, 2013, the Company entered into a financing and security agreement and a secured convertible promissory note (the “Emerald Note”) in the amount of $200,000 with Emerald Private Equity Fund, LLC (“Emerald”). Pursuant to the terms of the Emerald Note, Emerald provided the Company with $200,000 upon execution. In connection with this financing, Emerald received a warrant to purchase 714,286 shares of the Company’s common stock at an exercise price of $0.65 per share, exercisable over a five (5) year term. The Emerald Note has a maturity date of five (5) years and bears interest at eight percent (8%) annually. The unpaid outstanding balance on the Emerald Note may be converted at the option of either party a rate of two (2) shares of the Company’s restricted common stock for each $0.70.  As of December 31, 2013 the Company received $200,000 under this private placement, repaid Emerald $25,000, and issued the related warrants. During the period ending March 31, 2014, the Company issued a total of 1,142,858 shares of its common stock to Emerald relating to this agreement. The Emerald Note was considered to be in default because the Company’s S-1 filing was not cleared within the time frame required in the Emerald Note; as such, during the period ending March 31, 2014, the parties agreed to a revised due date for the Emerald Note of June 1, 2014, and the Company increased the number of the shares under the warrant by 285,714 to 1,000,000. Foregoing warrants are included within warrants granted in Note 8.
	-7	On December 31, 2013, the Company entered into two promissory note agreements in the amount of $40,000 and $60,000 with UFF. Pursuant to the terms and conditions of these agreements, UFF provided us with $100,000 and UFF received a warrant to purchase 800,000 shares of our common stock at an exercise price of $0.55 per share, exercisable over a five (5) year term.  Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share. The promissory notes, as amended, have a maturity date of June 1, 2014. The stated interest rate is equal to 15% per year.
	-8	On March 13, 2014, this note agreement was modified to extend the due date to January 1, 2015.  Subsequent to March 31, 2014, the Company repaid this note and all accrued interest on the note through the issuance of 489,171 shares of its common stock.
	-9	The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.50 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014.  Upon conversion of the note, the Company shall issue the lender 150,000 warrants, each of which allows the lender to purchase one share of the Company’s common stock at $0.01, with a term of 18 months. The Company is currently negotiating an extension for this note.
	-10	On March 19, 2014, this note agreement was modified to extend the due date to July 1, 2015.  The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.50 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014.  Upon conversion of the note, the Company shall issue the lender 30,000 warrants, each of which allows the lender to purchase one share of the Company’s common stock at $0.01, with a term of 18 months.
	-11	The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 7, 2014, the note payable principal balance was bought out by a third party (see (20) below).  The Company issued 37,849 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date.  The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company’s common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months.  Accordingly, in March 2014, the Company issued the lender a warrant totaling 161,240 shares, at a strike price of $0.75 and extended the contractual warrant term from a term of 18 months to a term of 5 years. Foregoing warrants are included within warrants granted in Note 8.
	(12)	The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 10, 2014, the note payable principal balance was bought out by a third party (see (21) below).  The Company issued 99,668 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date.  The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company’s common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months.  Accordingly, in March 2014, the Company issued the lender a warrant totaling 271,097 shares, at a strike price of $0.75 extended the contractual warrant term from a term of 18 months to a term of 5 years. Foregoing warrants are included within warrants granted in Note 8.
	-13	On February 20, 2014 the Company issued 337,855 shares of its common stock to satisfy its obligation in connection with its 12% convertible note payable issued November 11, 2011 totaling $100,000, including accrued interest on this obligation. Additionally, in connection with this transaction, the Company issued a warrant to purchase 506,782 shares of the Company’s common stock at an exercise price of $0.01 per share, exercisable over a five (5) year term. Foregoing warrants are included within warrants granted in Note 8.
	-14	On January 9, 2014, the Company received gross proceeds of $250,000 via a financing arrangement with Hanover Holdings I, LLC. The principal balance of $375,000 includes a $125,000 prepaid contingent expense that the Company became subject to by (i) failing to file a S-1 registration statement (covering the resale of the underlying common stock pertaining to this financing arrangement) by February 18, 2014 ($40,000); and (ii) failing to have the S-1 registration statement become effective by May 3, 2014  ($85,000).  Neither of these criteria were met by the Company. The terms of this financing arrangement bears interest at twelve percent (12%) annually, and has a maturity date of July 3, 2014. The unpaid outstanding balance may be converted at the option of the investor a rate of one (1) share of the Company’s restricted common stock for each $0.15223, subject to adjustment.  On February 17, 2014 the Company expensed the registration right penalties.  The note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument. Subsequent to March 31, 2014, the conversion feature of the financing arrangement was modified whereby the unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) sixty percent (60%) of the lowest trade price in the 10 days prior to conversion; or (ii) the original conversion price as stated in the January, 2014 financing arrangement.
	-15	On January 28, 2014, the Company received gross proceeds of $110,000 via a financing arrangement with UFF. The terms of this financing arrangement, as amended, bears interest at fifteen percent (15%) annually, and has a maturity date of June 1, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 800,000 shares of the Company’s common stock at an exercise price of $0.55 per share, exercisable over a five (5) year term. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.
	-16	On February 6, 2014, the Company received gross proceeds of $150,000 via a financing arrangement with JMJ Financial. The principal balance of $166,666 includes a $16,666 original issue discount. The terms of this financing arrangement bears interest at twelve percent (12%) annually, and has a maturity date of February 6, 2016. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of the Company’s restricted common stock for each $0.23, or (ii) sixty percent (60%) of the lowest trade price in the 25 days prior to conversion.  The variable conversion feature qualifies the note as a derivative instrument and tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt.  See further discussion below in Derivative Liabilities- Convertible Notes.
	-17	On February 12, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Vista Capital Investments, LLC. The principal balance of $55,000 includes a $5,000 original issue discount.  The terms of this financing arrangement bears interest at ten percent (10%) annually, and has a maturity date of February 11, 2015. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.35, or (ii) seventy percent (70%) of the lowest trade price in the 20 days prior to conversion.  The variable conversion feature qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.
	-18	On February 21, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with LG Capital Funding, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on February 21, 2014, LG Capital Funding, LLC paid off the 21 percent note payable issued July 13, 2012 totaling $65,000 (see (2) above), on the Company’s behalf, and, accordingly, the Company agreed to repay LG Capital Funding, LLC a total of $65,000 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the 10 days prior to conversion.  The variable conversion feature of the replacement note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  The transaction was analyzed for extinguishment accounting and the Company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-19	On February 28, 2014, the Company received gross proceeds of $200,000 via a financing arrangement with Typenex Co-Investment, LLC. The principal balance of $222,500 includes a $22,500 original issue discount. The terms of this financing arrangement bears interest at ten percent (10%) annually, and has a maturity date of October 27, 2015. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.27, or (ii) seventy percent (70%) of the lowest trade price in the fifteen (15) days prior to conversion.  The note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.
	-20	On March 6, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with GEL Properties, LLC, The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 7, 2014, GEL Properties, LLC paid off the 7 percent note payable with a related party issued March 31, 2012 totaling $50,000 (see (11) above), on the Company’s behalf, and, accordingly, the Company agreed to repay GEL Properties, LLC a total of $52,500 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion.  During the period ending March 31, 2014, GEL Properties, LLC elected to convert $15,000 of principal balance under the terms of the replacement note, and received a total of 164,935 shares of the Company’s common stock.  The variable conversion feature of the replacement note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  The transaction was analyzed for extinguishment accounting and the Company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-21	On March 10, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Union Capital, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of March 7, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 10, 2014, Union Capital, LLC paid off the 18 percent note payable issued May 30, 2012 totaling $60,000 (see (12) above), on the Company’s behalf, and, accordingly, the Company agreed to repay Union Capital, LLC a total of $67,800 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of March 7, 2015. The replacement note‘s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. During the period ending March 31, 2014, Union Capital, LLC elected to convert its principal balance under the terms of the replacement note, and received a total of 579,525 shares of the Company’s common stock.  The variable conversion feature of the note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  The transaction was analyzed for extinguishment accounting and the Company determined that extinguishment accounting was appropriate and any additional consideration provided in the transaction was recorded as a gain/loss on debt extinguishment in other income and expense.
	-22	On March 11, 2014, the Company received gross proceeds of $110,000 via a financing arrangement with William W. Kennedy, of whom Mr. William D. Kennedy, our CEO, is an immediate family member. The terms of this financing arrangement bears interest at seven percent (7%) annually, and has a maturity date of April 10, 2014. In connection with this financing arrangement, we issued warrants to purchase 100,000 shares of the Company’s common stock at an exercise price of $0.01 per share, exercisable over an eighteen (18) month term. Foregoing warrants are included within warrants granted in Note 8.  The Company is currently negotiating an extension for this note.
	-23	On March 17, 2014, the Company received gross proceeds of $78,500 via a financing arrangement with Asher Enterprises, Inc. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of November 12, 2014. The unpaid outstanding balance may be converted at sixty-nine percent (69%) of the lowest trade price in the ten (10) days prior to conversion.  The variable conversion feature of the note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.  Additionally, the note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.
	-24	On March 26, 2014, the Company received gross proceeds of $500,000 via a financing arrangement with UFF. The terms of this financing arrangement bears interest at fifteen percent (15%) annually, and has a maturity date of June 1, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 1,428,571 shares of the Company’s common stock at an exercise price of $0.35 per share, exercisable over a five (5) year term.  Foregoing warrants are included within warrants granted in Note 8.

Warrants_Tables

Warrants (Tables)	3 Months Ended
	Mar. 31, 2014
Equity [Abstract]	'
Schedule of Warrant Activity	'
	The following summarizes the warrant activity for the three months ended March 31, 2014:
			Number of		Weighted- Average	Weighted- Average		Intrinsic value
			Units		Exercise Price	Remaining
						Contractual Term
						(in years)
	Outstanding at December 31, 2013		13,764,472	$	0.66
		Grants	31,609,124		0.06
	Outstanding at March 31, 2014		45,373,596	$	0.23	4.6	$	5,913,522
	Exercisable at March 31, 2014		45,373,596	$	0.23	4.6	$	5,913,522

Stock_Options_Tables

Stock Options (Tables)	3 Months Ended
	Mar. 31, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]	'
Schedule of stock option activity	'
	The following summarizes stock option activity for the three months ended March 31, 2014:
					Weighted		Weighted
					Average		Average
		Number of			Exercise		Remaining
		Shares			Price		Contractual Life		Intrinsic Value
	Outstanding at December 31, 2013		1,000,000		$	0.26
	Granted		—			—
	Exercised		—			—
	Forfeited		—			—
	Outstanding at March 31, 2014		1,000,000		$	0.26		9.74	$	—
	Exercisable at March 31, 2014		143,750		$	0.26		9.74	$	—
Schedule of non-vested shares	'
	The following table summarizes information about the Company’s non-vested shares as of March 31, 2014:
					Weighted-Average
		Number of			Grant-Date
		Shares			Fair Value
	Nonvested at December 31, 2013		900,000		$	0.25
	Granted		—			—
	Vested		(43,750	)		0.25
	Nonvested at March 31, 2014		856,250		$	0.25

Basic_and_Diluted_Net_Loss_Per1

Basic and Diluted Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2014
Net loss per share	'
Schedule of earnings per share	'
	The following table summarizes the potential shares of common stock that were excluded from diluted net loss per share, because the effect of including these potential shares was antidilutive:
		March 31,
		2014		2013
	Convertible notes payable		76,669,368		1,654,524
	Warrants		45,373,596		5,364,500
	Stock Options		143,750		—

Description_of_Business_Detail

Description of Business (Details Narrative) (USD $)	0 Months Ended	12 Months Ended
	Sep. 21, 2012	Dec. 31, 2012
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'	'
Number of shares issued persuant to exchange agreement	$52,500,000	$1,800,032
Percentage of ownership after agreement	70.00%	'

Summary_of_Significant_Account3

Summary of Significant Accounting Policies (Details) (USD $)	Mar. 31, 2014
Liabilities	'
Derivative liability	$3,534,887
Level 3 [Member]	'
Liabilities	'
Derivative liability	9,640,069
Total liabilities	$9,640,069

Summary_of_Significant_Account4

Summary of Significant Accounting Policies (Details 1) (Level 3 [Member], USD $)	3 Months Ended
	Mar. 31, 2014
Level 3 [Member]	'
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]	'
Total (gains) losses	($6,123,583)
Settlements	-88,813
Additions	15,852,465
Ending balance	9,640,069
Change in unrealized gains (losses) included in earnings relating to derivatives still held as of March 31, 2014 and 2013	($6,123,583)

Balance_Sheet_Information_Deta

Balance Sheet Information (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Property and Equipment, net	'	'
Property and equipment, gross	$1,062,400	$1,004,680
Less: Accumulated depreciation	-294,477	-225,447
Property and equipment, net	767,923	779,233
Office Equipment/Computer [Member]	'	'
Property and Equipment, net	'	'
Property and equipment, gross	113,769	113,769
Prototype Vehicle [Member]	'	'
Property and Equipment, net	'	'
Property and equipment, gross	615,945	615,945
Equipment and tools [Member]	'	'
Property and Equipment, net	'	'
Property and equipment, gross	$332,686	$274,966

Balance_Sheet_Information_Deta1

Balance Sheet Information (Details 1) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Intangible assets, net:	'	'
Intangible assets	$3,474,719	$3,474,719
Less : Accumulated amortization	-319,904	-240,364
Intangible assets, net	$3,154,815	$3,234,355

Balance_Sheet_Information_Deta2

Balance Sheet Information (Details 2) (USD $)	Mar. 31, 2014	Dec. 31, 2013
Accrued liabilities:	'	'
Accrued expenses	$311,561	$282,886
Accrued interest	192,617	206,169
Accrued liabilities	$504,178	$489,055

Related_Party_Transactions_Det

Related Party Transactions (Details Narrative) (USD $)

3 Months Ended

52 Months Ended

1 Months Ended

3 Months Ended

52 Months Ended

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Dec. 31, 2013

Jan. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Shareholders [Member]

Shareholders [Member]

Shareholders [Member]

Shareholders [Member]

Related Parties [Member]

Related Parties [Member]

Related Parties [Member]

Related Parties [Member]

$2,000,000 Financing Agreement [Member]

$2,000,000 Financing Agreement [Member]

$2,000,000 Financing Agreement [Member]

Related Party Transaction [Line Items]

'

'

'

'

'

'

'

'

'

'

'

'

Advances for working capital purposes

'

'

'

'

$111,603

'

'

'

'

'

'

'

Consultation fee expense - shareholders and directors

'

'

'

'

'

'

'

'

30,000

70,000

1,037,238

'

Interest expense

45,205

4,458

140,223

'

'

'

'

'

45,205

4,458

140,223

'

Accrued interest

'

'

'

'

'

'

'

'

126,973

'

126,973

96,117

Overpayment on stock subscription

'

'

'

'

'

16,559

'

'

'

'

'

'

Legal fees paid by related party

'

'

'

'

'

10,514

'

'

'

'

'

'

Accounts payable - related party

$27,073

'

$27,073

$27,073

'

'

$27,073

$27,073

'

'

'

'

Notes_Payable_Details_Narrativ

Notes Payable (Details Narrative) (USD $)	3 Months Ended		52 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Feb. 06, 2014
Debt Instruments [Abstract]	'	'	'	'
Interest expense debt	$69,014	$25,711	$278,274	'
Interest expense from related party notes payable	45,205	4,458	140,223	'
Accretion expense debt discount	218,269	2,597	399,213	'
Total interest expense	13,918,171	0	13,918,171	'
Gain on derivative liability	4,146,356	'	'	'
Derivative liability	6,105,182	'	6,105,182	10,340,351
Conversions settlements of three convertible notes	$88,813	'	'	'

Notes_Payable_Details

Notes Payable (Details) (USD $)

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Dec. 31, 2012

Nov. 30, 2012

Mar. 31, 2014

Oct. 31, 2012

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 14, 2014

Mar. 10, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Notes Payable, Other Payables [Member]

Notes Payable, Other Payables [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable [Member]

Convertible Note Payable [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable [Member]

Convertible Note Payable [Member]

Note Payable [Member]

Note Payable [Member]

Convertible Note Payable [Member]

Convertible Note Payable [Member]

Notes Payable - Related Party [Member]

Notes Payable - Related Party [Member]

Notes Payable - Related Party [Member]

Notes Payable - Related Party [Member]

Notes Payable - Related Party [Member]

Notes Payable - Related Party [Member]

Note Payable [Member]

Note Payable [Member]

United Fleet Financing Convertible Note Payable [Member]

United Fleet Financing Convertible Note Payable [Member]

United Fleet Financing Convertible Note Payable [Member]

Emerald Note Payable [Member]

Emerald Note Payable [Member]

United Fleet Financing Promissory Note Payable [Member]

United Fleet Financing Promissory Note Payable [Member]

United Fleet Financing Promissory Note Payable [Member]

Hanover Holdings I Note Payable [Member]

Hanover Holdings I Note Payable [Member]

United Fleet Financing Note Payable [Member]

United Fleet Financing Note Payable [Member]

United Fleet Financing Note Payable [Member]

JMJ Financial Convertible Note Payable [Member]

JMJ Financial Convertible Note Payable [Member]

Vista Capital Investments Convertible Note Payable [Member]

Vista Capital Investments Convertible Note Payable [Member]

LG Capital Funding Convertible Note Payable [Member]

LG Capital Funding Convertible Note Payable [Member]

LG Capital Funding Convertible Note Payable [Member]

LG Capital Funding Convertible Note Payable [Member]

Typenex Co-Investment Convertible Note Payable [Member]

Typenex Co-Investment Convertible Note Payable [Member]

GEL Properties Convertible Note Payable [Member]

GEL Properties Convertible Note Payable [Member]

GEL Properties Convertible Note Payable [Member]

GEL Properties Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Note Payable (William W. Kennedy) [Member]

Note Payable (William W. Kennedy) [Member]

Asher Enterprises Convertible Note Payable [Member]

Asher Enterprises Convertible Note Payable [Member]

United Fleet Financing Convertible Note Payable [Member]

United Fleet Financing Convertible Note Payable [Member]

Subsequent Event [Member]

Number

Number

Number

Number

Number

Number

Number

Number

Number

Number

Number

Subsequent Event [Member]

Number

Number

Subsequent Event [Member]

Number

Subsequent Event [Member]

Number

Number

Debt Instrument [Line Items]

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'

'

'

'

Notes payable

$3,905,167

$2,485,000

$50,000

[1]

$50,000

[1]

'

[2]

$50,000

[2]

$150,000

[3]

$150,000

[3]

'

$25,000

[4]

$25,000

[4]

$100,000

[5]

$100,000

[5]

'

[6]

$100,000

[6]

$100,000

[7]

$100,000

[7]

'

[8]

$60,000

[8]

'

'

$10,000

[9]

'

$10,000

[9]

$10,000

[9]

'

[10]

$65,000

[10]

$1,500,000

[11]

$1,500,000

[11]

'

'

[12]

$175,000

[12]

$100,000

[13]

$100,000

[13]

'

$375,000

[14]

'

[14]

$110,000

[15]

'

[15]

'

$166,667

[16]

'

[16]

$55,000

[17]

'

[17]

$65,000

[18]

'

[18]

$50,000

[18]

'

[18]

$222,500

[19]

'

[19]

$50,000

[20]

'

[20]

$37,500

[20]

'

[20]

'

'

$50,000

[21]

'

[21]

$110,000

[22]

'

[22]

$78,500

[23]

'

[23]

$500,000

[24]

'

[24]

Interest rate (in percent)

'

'

7.00%

'

7.00%

'

7.00%

'

'

12.00%

'

12.00%

'

12.00%

'

12.00%

'

18.00%

'

'

'

21.00%

'

'

21.00%

21.00%

'

8.00%

'

'

8.00%

'

15.00%

'

'

12.00%

'

15.00%

'

'

12.00%

'

10.00%

'

8.00%

'

8.00%

'

10.00%

'

8.00%

'

8.00%

'

'

'

8.00%

'

7.00%

'

8.00%

'

15.00%

'

Issuance date

'

'

30-Mar-11

'

31-Mar-12

'

27-Jul-12

'

'

25-Oct-12

'

11-Apr-12

'

11-Nov-11

'

1-Dec-11

'

30-May-12

'

'

'

13-Jul-12

'

'

'

13-Jul-12

'

26-Mar-14

'

'

8-Jul-13

'

31-Dec-13

'

'

9-Jan-14

'

28-Jan-14

'

'

6-Feb-14

'

12-Feb-14

'

21-Feb-14

'

21-Feb-14

'

28-Feb-14

'

6-Mar-14

'

10-Mar-14

'

'

'

7-Mar-14

'

11-Mar-14

'

17-Mar-14

'

26-Mar-14

'

Maturity date

'

'

31-Dec-13

'

1-Jan-14

'

27-Jul-14

'

'

1-Jul-15

'

11-Apr-14

'

1-Jan-14

'

31-Dec-12

'

1-Jan-14

'

'

'

1-Jan-14

'

'

'

1-Jan-14

'

15-Jun-18

'

'

20-Jun-18

'

1-Jun-14

'

'

3-Jul-14

'

1-Jun-14

'

'

6-Feb-16

'

11-Feb-15

'

20-Feb-15

'

20-Feb-15

'

27-Oct-15

'

20-Feb-15

'

20-Feb-15

'

'

'

7-Mar-15

'

10-Apr-14

'

12-Nov-14

'

1-Jun-14

'

Description of types of equity security converted

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'

The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company’s common stock.

Upon conversion of the note, for every share issued to the lender, the lender will receive one additional warrant to purchase one share of the Company’s common stock.

Each of which allows the lender to purchase one share of the Company’s common stock.

Each of which allows the lender to purchase one share of the Company’s common stock.

Each of which allows the lender to purchase one share of the Company’s common stock.

For every $10 outstanding at the end of each calendar month, the Company would issue the lender one warrant to purchase one share of the Company’s common stock.

The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company’s common stock.

For every $10 outstanding at the end of each calendar month, the Company will issue the lender one warrant to purchase one share of the Company’s common stock.

For every $10 outstanding at the end of each calendar month, the Company would issue the lender one warrant to purchase one share of the Company’s common stock.

The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of the Company’s restricted common stock for each $0.23, or (ii) sixty percent (60%) of the lowest trade price in the 25 days prior to conversion.

The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.35, or (ii) seventy percent (70%) of the lowest trade price in the 20 days prior to conversion.  The variable conversion feature qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.

The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on February 21, 2014, LG Capital Funding, LLC paid off the 21 percent note payable issued July 13, 2012 totaling $65,000 (see (2) above), on the Company’s behalf, and, accordingly, the Company agreed to repay LG Capital Funding, LLC a total of $65,000 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the 10 days prior to conversion.

The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on February 21, 2014, LG Capital Funding, LLC paid off the 21 percent note payable issued July 13, 2012 totaling $65,000 (see (2) above), on the Company’s behalf, and, accordingly, the Company agreed to repay LG Capital Funding, LLC a total of $65,000 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the 10 days prior to conversion.

The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.27, or (ii) seventy percent (70%) of the lowest trade price in the fifteen (15) days prior to conversion.  The note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.

The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 7, 2014, GEL Properties, LLC paid off the 7 percent note payable with a related party issued March 31, 2012 totaling $50,000 (see (11) above), on the Company’s behalf, and, accordingly, the Company agreed to repay GEL Properties, LLC a total of $52,500 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion.

The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 7, 2014, GEL Properties, LLC paid off the 7 percent note payable with a related party issued March 31, 2012 totaling $50,000 (see (11) above), on the Company’s behalf, and, accordingly, the Company agreed to repay GEL Properties, LLC a total of $52,500 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note’s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion.

The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 10, 2014, Union Capital, LLC paid off the 18 percent note payable issued May 30, 2012 totaling $60,000 (see (12) above), on the Company’s behalf, and, accordingly, the Company agreed to repay Union Capital, LLC a total of $67,800 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of March 7, 2015. The replacement note‘s unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion.

The unpaid outstanding balance may be converted at sixty-nine percent (69%) of the lowest trade price in the ten (10) days prior to conversion.

Numbers of warrants issued

'

'

'

'

150,000

'

150,000

'

'

30,000

'

150,000

'

506,782

'

253,500

'

271,097

'

3,000

4,000

100,000

5,000

'

1,000

253,500

'

2,727,272

'

'

714,286

'

800,000

'

'

'

'

800,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

100,000

'

'

'

1,428,571

'

Warrant exercise price (in dollars per unit)

0.23

0.66

'

'

0.75

'

0.75

'

0.35

0.01

'

0.01

'

0.01

'

0.01

'

0.75

'

'

'

0.01

'

'

0.01

0.01

'

0.65

'

0.35

0.65

'

0.55

'

0.35

'

'

0.55

'

0.35

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

0.01

'

'

'

0.35

'

Warrant term

'

'

'

'

'18 months

'

'18 months

'

'

'18 months

'

'18 months

'

'5 years

'

'5 years

'

'18 months

'

'

'

'5 years

'

'

'

'5 years

'

'18 months

'

'

'5 years

'

'5 years

'

'

'

'

'5 years

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'18 months

'

'

'

'5 years

'

Revised warrant term

'

'

'

'

'5 years

'

'5 years

'

'

'5 years

'

'5 years

'

'5 years

'

'

'

'5 years

'

'

'

'

'

'

'

'

'

'5 years

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'5 years

'

Warrants oustanding

45,373,596

13,764,472

'

'

161,240

'

161,240

'

'

'

'

161,240

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

3,409,093

'

'

1,000,000

285,714

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

3,409,093

'

Debt discount

-1,614,406

-806,539

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

596,169

'

'

'

'

'

'

'

'

'

'

'

'

16,666

'

5,000

'

'

'

'

'

22,500

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Current portion of notes payable

-1,264,420

-737,561

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Long-term notes payable

1,026,341

940,900

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of common stock issued for repayment of notes

'

'

489,171

'

37,849

'

37,849

'

'

337,855

'

37,849

'

337,855

'

395,000

'

99,668

'

'

'

'

'

'

'

124,730

'

'

'

'

1,142,858

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

164,935

'

164,935

'

219,667

359,858

579,525

'

'

'

'

'

'

'

Repayments of notes payable

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

10,000

10,000

'

20,000

20,000

'

'

'

'

'

'

'

25,000

'

'

'

'

'

'

'

'

'

'

'

'

65,000

'

'

'

'

'

52,500

'

52,500

'

'

'

67,800

'

'

'

'

'

'

'

Proceeds from issuance of private placement

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

200,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Gross proceeds from notes payable

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

250,000

'

110,000

'

'

150,000

'

'

'

'

'

'

'

200,000

'

'

'

'

'

'

'

50,000

'

110,000

'

78,500

'

500,000

'

Prepaid contingent expense

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

125,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Debt instrument, beneficial conversion feature

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$15,000

'

$15,000

'

'

'

'

'

'

'

'

'

'

'

[1]

On March 13, 2014, this note agreement was modified to extend the due date to January 1, 2015. Subsequent to March 31, 2014, the Company repaid this note and all accrued interest on the note through the issuance of 489,171 shares of its common stock.

[2]

The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 7, 2014, the note payable principal balance was bought out by a third party (see (20) below). The Company issued 37,849 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date. The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company's common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Accordingly, in March 2014, the Company issued the lender a warrant totaling 161,240 shares, at a strike price of $0.75 and extended the contractual warrant term from a ter

[3]

The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014. Upon conversion of the note, for every share issued to the lender, the lender will receive one additional warrant to purchase one share of the Company's common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.

[4]

On March 19, 2014, this note agreement was modified to extend the due date to July 1, 2015. The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.50 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014. Upon conversion of the note, the Company shall issue the lender 30,000 warrants, each of which allows the lender to purchase one share of the Company's common stock at $0.01, with a term of 18 months.

[5]

The note contains a conversion feature which enables either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.50 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014. Upon conversion of the note, the Company shall issue the lender 150,000 warrants, each of which allows the lender to purchase one share of the Company's common stock at $0.01, with a term of 18 months. The Company is currently negotiating an extension for this note.

[6]

On February 20, 2014 the Company issued 337,855 shares of its common stock to satisfy its obligation in connection with its 12% convertible note payable issued November 11, 2011 totaling $100,000, including accrued interest on this obligation. Additionally, in connection with this transaction, the Company issued a warrant to purchase 506,782 shares of the Company's common stock at an exercise price of $0.01 per share, exercisable over a five (5) year term. Foregoing warrants are included within warrants granted in Note 8.

[7]

The note payable agreement is convertible into 395,000 shares of the Company's common stock. However, the lender is disputing the conversion terms of the agreement. Additionally, the Company is in default with regards to the note, as the outstanding balance is past due, and has offered to repay the lender in full. The Company is attempting to utilize on-going dialogue with the lender to resolve the dispute and cure the default.

[8]

The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 10, 2014, the note payable principal balance was bought out by a third party (see (21) below). The Company issued 99,668 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date. The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company's common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Accordingly, in March 2014, the Company issued the lender a warrant totaling 271,097 shares, at a strike price of $0.75 extended the contractual warrant term from a term o

[9]

For every $10 outstanding at the end of each calendar month, the Company will issue the lender one warrant to purchase one share of the Company's common stock at no more than $0.01 per share with no vesting requirement and a term of five years. The note was issued for $50,000 and the Company subsequently repaid $20,000 in 2012, with $10,000 payments in both November and December 2012, and the Company repaid $20,000 in 2013, with two $10,000 repayments made in January 2013. Accordingly, the lender received 5,000 warrants each month from issuance through October 2012, 4,000 warrants in November 2012, 3,000 warrants in December 2012, and 1,000 warrants per month thereafter. Foregoing warrants are included within warrants granted in Note 8. The Company is currently negotiating an extension for this note.

[10]

The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.375 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on February 21, 2014, the note payable principal balance was bought out by a third party (see (18) below). The Company issued 124,730 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date. The terms of the original note provided that, upon conversion of the note, for every $10 outstanding at the end of each calendar month, the Company would issue the lender one warrant to purchase one share of the Company's common stock at no more than $0.01 per share with no vesting requirement and a term of five years. Accordingly, in February 2014, the Company issued the lender a warrant totaling 253,500 shares, at a strike price of $0.01 with a term of 5

[11]

Pursuant to the terms and conditions of this agreement, United Fleet Financing, LLC, ("UFF"), of which the sole member is a related party, has agreed to provide the Company $1,500,000 of financing for working capital. The financing was provided to the Company during 2013 in several installments. Each installment payment has a term of 5 years from first installment of funding. Pursuant to the agreement, UFF has the option to convert any amounts paid to the Company pursuant to the financing agreement, into common stock at a conversion price of $0.55 per share. The agreement also provided UFF the right to receive up to 2,727,272 warrants, each to purchase 1.25 shares of common stock at a per share exercise price of $0.65 with a term of 18 months; accordingly, the Company has issued UFF a total of 3,409,093 warrants in connection with this arrangement. During January, 2014, the Company agreed to extend the warrant term to 5 years. Foregoing warrants are included within warrants granted in Note 8. As of March

[12]

On June 20, 2013, the Company entered into a financing and security agreement and a secured convertible promissory note (the "Emerald Note") in the amount of $200,000 with Emerald Private Equity Fund, LLC ("Emerald"). Pursuant to the terms of the Emerald Note, Emerald provided the Company with $200,000 upon execution. In connection with this financing, Emerald received a warrant to purchase 714,286 shares of the Company's common stock at an exercise price of $0.65 per share, exercisable over a five (5) year term. The Emerald Note has a maturity date of five (5) years and bears interest at eight percent (8%) annually. The unpaid outstanding balance on the Emerald Note may be converted at the option of either party a rate of two (2) shares of the Company's restricted common stock for each $0.70. As of December 31,2013 the Company received $200,000 under this private placement, repaid Emerald $25,000, and issued the related warrants. During the period ending March 31, 2014, the Company issued a total of 1,142

[13]

On December 31, 2013, the Company entered into two promissory note agreements in the amount of $40,000 and $60,000 with UFF. Pursuant to the terms and conditions of these agreements, UFF provided us with $100,000 and UFF received a warrant to purchase 800,000 shares of our common stock at an exercise price of $0.55 per share, exercisable over a five (5) year term. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share. The promissory notes, as amended, have a maturity date of June 1, 2014. The stated interest rate is equal to 15% per year.

[14]

On January 9, 2014, the Company received gross proceeds of $250,000 via a financing arrangement with Hanover Holdings I, LLC. The principal balance of $375,000 includes a $125,000 prepaid contingent expense that the Company became subject to by (i) failing to file a S-1 registration statement (covering the resale of the underlying common stock pertaining to this financing arrangement) by February 18, 2014 ($40,000); and (ii) failing to have the S-1 registration statement become effective by May 3, 2014 ($85,000). Neither of these criteria were met by the Company. The terms of this financing arrangement bears interest at twelve percent (12%) annually, and has a maturity date of July 3, 2014. The unpaid outstanding balance may be converted at the option of the investor a rate of one (1) share of the Company's restricted common stock for each $0.15223, subject to adjustment. On February 17, 2014 the Company expensed the registration right penalties. The note contains an anti-dilution protection full-ratchet

[15]

On January 28, 2014, the Company received gross proceeds of $110,000 via a financing arrangement with UFF. The terms of this financing arrangement, as amended, bears interest at fifteen percent (15%) annually, and has a maturity date of June 1, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 800,000 shares of the Company's common stock at an exercise price of $0.55 per share, exercisable over a five (5) year term. Subsequent to March 31, 2014, the Company lowered the warrant strike price to $0.35 per share.

[16]

On February 6, 2014, the Company received gross proceeds of $150,000 via a financing arrangement with JMJ Financial. The principal balance of $166,666 includes a $16,666 original issue discount. The terms of this financing arrangement bears interest at twelve percent (12%) annually, and has a maturity date of February 6, 2016. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of the Company's restricted common stock for each $0.23, or (ii) sixty percent (60%) of the lowest trade price in the 25 days prior to conversion. The variable conversion feature qualifies the note as a derivative instrument and tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt. See further discussion below in Derivative Liabilities- Convertible Notes.

[17]

On February 12, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Vista Capital Investments, LLC. The principal balance of $55,000 includes a $5,000 original issue discount. The terms of this financing arrangement bears interest at ten percent (10%) annually, and has a maturity date of February 11, 2015. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.35, or (ii) seventy percent (70%) of the lowest trade price in the 20 days prior to conversion. The variable conversion feature qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate.

[18]

On February 21, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with LG Capital Funding, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on February 21, 2014, LG Capital Funding, LLC paid off the 21 percent note payable issued July 13, 2012 totaling $65,000 (see (2) above), on the Company's behalf, and, accordingly, the Company agreed to repay LG Capital Funding, LLC a total of $65,000 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note's unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the 10 days prior to conversion. The variable conversion feature of the replacement note qualifies the note as a d

[19]

On February 28, 2014, the Company received gross proceeds of $200,000 via a financing arrangement with Typenex Co-Investment, LLC. The principal balance of $222,500 includes a $22,500 original issue discount. The terms of this financing arrangement bears interest at ten percent (10%) annually, and has a maturity date of October 27, 2015. The unpaid outstanding balance may be converted at the option of the investor at the lessor of (i) a rate of one (1) share of our restricted common stock for each $0.27, or (ii) seventy percent (70%) of the lowest trade price in the fifteen (15) days prior to conversion. The note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.

[20]

On March 6, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with GEL Properties, LLC, The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 7, 2014, GEL Properties, LLC paid off the 7 percent note payable with a related party issued March 31, 2012 totaling $50,000 (see (11) above), on the Company's behalf, and, accordingly, the Company agreed to repay GEL Properties, LLC a total of $52,500 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note's unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. During the period ending March 31, 2014, GEL Properties, LLC elected to

[21]

On March 10, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Union Capital, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of March 7, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 10, 2014, Union Capital, LLC paid off the 18 percent note payable issued May 30, 2012 totaling $60,000 (see (12) above), on the Company's behalf, and, accordingly, the Company agreed to repay Union Capital, LLC a total of $67,800 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of March 7, 2015. The replacement note's unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. During the period ending March 31, 2014, Union Capital, LLC elected to convert its principal balance und

[22]

On March 11, 2014, the Company received gross proceeds of $110,000 via a financing arrangement with William W. Kennedy, of whom Mr. William D. Kennedy, our CEO, is an immediate family member. The terms of this financing arrangement bears interest at seven percent (7%) annually, and has a maturity date of April 10, 2014. In connection with this financing arrangement, we issued warrants to purchase 100,000 shares of the Company's common stock at an exercise price of $0.01 per share, exercisable over an eighteen (18) month term. Foregoing warrants are included within warrants granted in Note 8. The Company is currently negotiating an extension for this note.

[23]

On March 17, 2014, the Company received gross proceeds of $78,500 via a financing arrangement with Asher Enterprises, Inc. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of November 12, 2014. The unpaid outstanding balance may be converted at sixty-nine percent (69%) of the lowest trade price in the ten (10) days prior to conversion. The variable conversion feature of the note qualifies the note as a derivative instrument since the number of shares issuable under the note is indeterminate. Additionally, the note contains an anti-dilution protection full-ratchet reset feature which qualifies the note as a derivative instrument.

[24]

On March 26, 2014, the Company received gross proceeds of $500,000 via a financing arrangement with UFF. The terms of this financing arrangement bears interest at fifteen percent (15%) annually, and has a maturity date of June 1, 2014. In connection with this financing arrangement, the Company issued warrants to purchase 1,428,571 shares of the Company's common stock at an exercise price of $0.35 per share, exercisable over a five (5) year term. Foregoing warrants are included within warrants granted in Note 8.

Equity_Details_Narrative

Equity (Details Narrative) (USD $)

3 Months Ended

12 Months Ended

52 Months Ended

3 Months Ended

12 Months Ended

3 Months Ended

3 Months Ended

3 Months Ended

3 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

3 Months Ended

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 14, 2014

Mar. 10, 2014

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Mar. 31, 2014

Dec. 31, 2013

Emerald Note Payable [Member]

Emerald Note Payable [Member]

Convertible Note Payable [Member]

Convertible Note Payable [Member]

Note Payable [Member]

Note Payable [Member]

Convertible Note Payable - Related Party [Member]

Convertible Note Payable - Related Party [Member]

GEL Properties Convertible Note Payable [Member]

GEL Properties Convertible Note Payable [Member]

Convertible Note Payable [Member]

Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

Union Capital Convertible Note Payable [Member]

GEL Properties, LLC [Member]

Union Capital, LLC [Member]

Union Capital, LLC [Member]

Number

Number

Number

Number

Convertible Note Payable - Related Party [Member]

Convertible Note Payable [Member]

Convertible Note Payable [Member]

Warrants oustanding

45,373,596

13,764,472

45,373,596

1,000,000

285,714

'

'

'

'

161,240

'

'

'

'

'

'

'

'

'

'

'

'

Number of common stock issued for repayment of notes

'

'

'

1,142,858

'

337,855

'

124,730

'

37,849

'

164,935

'

99,668

'

219,667

359,858

579,525

'

37,849

99,668

'

Notes payable

$3,905,167

$2,485,000

$3,905,167

'

[1]

$175,000

[1]

'

[2]

$100,000

[2]

'

[3]

$65,000

[3]

'

[4]

$50,000

[4]

$50,000

[5]

'

[5]

'

[6]

$60,000

[6]

'

'

$50,000

[7]

'

[7]

'

'

$60,000

Interest rate (in percent)

'

'

'

8.00%

'

12.00%

'

21.00%

'

7.00%

'

8.00%

'

18.00%

'

'

'

8.00%

'

7.00%

18.00%

'

Numbers of warrants issued

'

'

'

714,286

'

506,782

'

253,500

'

'

'

'

'

271,097

'

'

'

'

'

'

'

'

Warrant exercise price (in dollars per unit)

0.23

0.66

0.23

0.65

'

0.01

'

0.01

'

0.75

'

'

'

0.75

'

'

'

'

'

'

'

'

Warrant term

'

'

'

'5 years

'

'5 years

'

'5 years

'

'18 months

'

'

'

'18 months

'

'

'

'

'

'

'

'

Repayments of notes payable

'

'

'

'

25,000

'

'

'

'

'

'

52,500

'

'

'

'

'

67,800

'

50,000

'

'

Debt instrument, beneficial conversion feature

'

'

'

'

'

'

'

'

'

'

'

15,000

'

'

'

'

'

'

'

'

'

'

Number of common stock issued for consulting and professional services

1,293,344

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Total operating expense for consulting and professional services

'

317,460

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Accrued liabilities for consulting and professional services

'

166,500

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Stock based compensation

10,921

24,961

35,882

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Fair value of derivative liability

$788,660

'

$788,660

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

[1]

On June 20, 2013, the Company entered into a financing and security agreement and a secured convertible promissory note (the "Emerald Note") in the amount of $200,000 with Emerald Private Equity Fund, LLC ("Emerald"). Pursuant to the terms of the Emerald Note, Emerald provided the Company with $200,000 upon execution. In connection with this financing, Emerald received a warrant to purchase 714,286 shares of the Company's common stock at an exercise price of $0.65 per share, exercisable over a five (5) year term. The Emerald Note has a maturity date of five (5) years and bears interest at eight percent (8%) annually. The unpaid outstanding balance on the Emerald Note may be converted at the option of either party a rate of two (2) shares of the Company's restricted common stock for each $0.70. As of December 31,2013 the Company received $200,000 under this private placement, repaid Emerald $25,000, and issued the related warrants. During the period ending March 31, 2014, the Company issued a total of 1,142

[2]

On February 20, 2014 the Company issued 337,855 shares of its common stock to satisfy its obligation in connection with its 12% convertible note payable issued November 11, 2011 totaling $100,000, including accrued interest on this obligation. Additionally, in connection with this transaction, the Company issued a warrant to purchase 506,782 shares of the Company's common stock at an exercise price of $0.01 per share, exercisable over a five (5) year term. Foregoing warrants are included within warrants granted in Note 8.

[3]

The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.375 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on February 21, 2014, the note payable principal balance was bought out by a third party (see (18) below). The Company issued 124,730 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date. The terms of the original note provided that, upon conversion of the note, for every $10 outstanding at the end of each calendar month, the Company would issue the lender one warrant to purchase one share of the Company's common stock at no more than $0.01 per share with no vesting requirement and a term of five years. Accordingly, in February 2014, the Company issued the lender a warrant totaling 253,500 shares, at a strike price of $0.01 with a term of 5

[4]

The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 7, 2014, the note payable principal balance was bought out by a third party (see (20) below). The Company issued 37,849 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date. The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company's common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Accordingly, in March 2014, the Company issued the lender a warrant totaling 161,240 shares, at a strike price of $0.75 and extended the contractual warrant term from a ter

[5]

On March 6, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with GEL Properties, LLC, The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of February 20, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 7, 2014, GEL Properties, LLC paid off the 7 percent note payable with a related party issued March 31, 2012 totaling $50,000 (see (11) above), on the Company's behalf, and, accordingly, the Company agreed to repay GEL Properties, LLC a total of $52,500 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of February 20, 2015. The replacement note's unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. During the period ending March 31, 2014, GEL Properties, LLC elected to

[6]

The note contained a conversion feature which enabled either the Company or the lender to convert the outstanding balance into common stock of the Company at a rate of one share per $0.35 of converted dollars. The conversion feature was not exercised by either party as of March 31, 2014; alternatively, on March 10, 2014, the note payable principal balance was bought out by a third party (see (21) below). The Company issued 99,668 shares of its common stock in consideration of the accrued interest owed on this note payable as of the transaction date. The terms of the original note provided that, upon conversion of the note, for every share issued to the lender, the lender would receive one additional warrant to purchase one share of the Company's common stock at a strike price of $0.75 with no vesting requirement and a term of 18 months. Accordingly, in March 2014, the Company issued the lender a warrant totaling 271,097 shares, at a strike price of $0.75 extended the contractual warrant term from a term o

[7]

On March 10, 2014, the Company received gross proceeds of $50,000 via a financing arrangement with Union Capital, LLC. The terms of this financing arrangement bears interest at eight percent (8%) annually, and has a maturity date of March 7, 2015. The unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. Additionally, on March 10, 2014, Union Capital, LLC paid off the 18 percent note payable issued May 30, 2012 totaling $60,000 (see (12) above), on the Company's behalf, and, accordingly, the Company agreed to repay Union Capital, LLC a total of $67,800 via a replacement note bearing interest at eight percent (8%) annually, with a maturity date of March 7, 2015. The replacement note's unpaid outstanding balance may be converted at fifty-five percent (55%) of the lowest trade price in the ten (10) days prior to conversion. During the period ending March 31, 2014, Union Capital, LLC elected to convert its principal balance und

Warrants_Details_Narrative

Warrants (Details Narrative) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Equity [Abstract]	'	'
Weighted average grant-date fair value of warrants (in dollars per share)	$0.16	'
Fair value of warrants granted and vested	$5,131,613	$25,565
Debt discount accreted	375,239	16,351
Fair value of derivative liabilities- warrants	5,512,114	'
Fair value of warrants previously classified in equity	788,660	'
Gain on derivative liability	1,977,227	'
Fair value of derivative liabilities- warrants	$3,534,887	'

WarrantsDetails

Warrants(Details) (USD $)	3 Months Ended
	Mar. 31, 2014
Number of Units	'
Balance, beginning	13,764,472
Grants	31,609,124
Balance, ending	45,373,596
Exercisable at period end	45,373,596
Weighted-average exercise price	'
Exercise price of warrants, beginning	0.66
Grants	0.06
Exercise price of warrants	0.23
Exercisable at period-end	0.23
Weighted-Average Remaining Contractual Term (in years)	'
Balance, ending	'4 years 7 months 6 days
Exercisable at year-end	'4 years 7 months 6 days
Intrinsic value	'
Balance, ending	$5,913,522
Exercisable at year-end	$5,913,522

Stock_Options_Details_Narrativ

Stock Options (Details Narrative) (USD $)	3 Months Ended	12 Months Ended	52 Months Ended
	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]	'	'	'
Stock reserved for future issuance	8,000,000	'	8,000,000
Stock based compensation	$10,921	$24,961	$35,882
Future stock compensation expense	$213,731	'	$213,731
Preiod for recognition	'3 years 7 months 17 days	'	'

Stock_Options_Details

Stock Options (Details) (USD $)	3 Months Ended
	Mar. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]	'
Outstanding, beginning	1,000,000
Outstanding, ending	1,000,000
Exercisable, ending	143,750
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]	'
Outstanding, beginning	$0.26
Outstanding, ending	$0.26
Exercisable, ending	$0.26
Weighted Average Remaining Contractual Life	'
Outstanding, ending	'9 years 8 months 27 days
Exercisable, ending	'9 years 8 months 27 days

Stock_Options_Details_1

Stock Options (Details 1) (USD $)	3 Months Ended
	Mar. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward]	'
Nonvested shares, beginning	900,000
Vested	-43,750
Nonvested shares, ending	856,250
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]	'
Nonvested, beginning	$0.25
Granted	'
Vested	$0.25
Nonvested, ending	$0.25

Basic_and_Diluted_Net_Loss_Per2

Basic and Diluted Net Loss Per Share (Details)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Convertible notes payable [Member]	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Potentially antidilutive securities excluded from earnings per share	76,669,368	1,654,524
Warrants [Member]	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Potentially antidilutive securities excluded from earnings per share	45,373,596	5,364,500
Stock Options [Member]	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Potentially antidilutive securities excluded from earnings per share	143,750	'

Commitments_and_Contingencies_

Commitments and Contingencies (Details Narrative) (USD $)	3 Months Ended
	Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]	'
Principal amount of loan disputed in lawsuit	$100,000

Subsequent_Events_Details_Narr

Subsequent Events (Details Narrative) (USD $)	0 Months Ended	3 Months Ended		12 Months Ended		52 Months Ended
	Sep. 21, 2012	Mar. 31, 2014	Mar. 31, 2013	Dec. 31, 2013	Dec. 31, 2012	Mar. 31, 2014
Subsequent Event [Line Items]	'	'	'	'	'	'
Warrant exercise price	'	0.23	'	0.66	'	0.23
Interest expense debt	'	$69,014	$25,711	'	'	$278,274
Number of common stock issued for repayment of notes,value	52,500,000	'	'	'	1,800,032	'
Number of common stock issued for consulting and professional services	'	1,293,344	'	'	'	'
Shares issued for services	'	317,460	'	327,108	'	'
Subsequent Event [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Number of common stock issued for warrants exercise	'	760,282	'	'	'	'
Number of common stock issued for warrants exercise,value	'	7,603	'	'	'	'
Number of common stock issued for consulting and professional services	'	600,000	'	'	'	'
Shares issued for services	'	78,000	'	'	'	'
Subsequent Event [Member] | 7% Note Payable [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Number of common stock issued for repayment of notes	'	489,171	'	'	'	'
Number of common stock issued for repayment of notes,value	'	50,000	'	'	'	'
Subsequent Event [Member] | Notes Payable (Mindnest LLC) [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Maturity date	'	31-May-14	'	'	'	'
Gross proceeds from notes payable	'	35,000	'	'	'	'
Interest expense debt	'	2,000	'	'	'	'
Subsequent Event [Member] | Note Payable (Mr. Mark Brooks) [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Interest rate	'	21.00%	'	'	'	21.00%
Maturity date	'	11-May-14	'	'	'	'
Numbers of warrants issued	'	100,000	'	'	'	'
Warrant exercise price	'	0.1	'	'	'	0.1
Warrant term	'	'18 months	'	'	'	'
Gross proceeds from notes payable	'	50,000	'	'	'	'
Subsequent Event [Member] | Blue Citi Financing Convertible Note Payable [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Interest rate	'	8.00%	'	'	'	8.00%
Maturity date	'	5-May-15	'	'	'	'
Description of types of equity security converted	'	'	'	'	'	'
		The unpaid outstanding balance may be converted at fifty-eight percent (58%) of the lowest trade price in the twenty (20) days prior to conversion.
Numbers of warrants issued	'	310,750	'	'	'	'
Warrant term	'	'5 years	'	'	'	'
Gross proceeds from notes payable	'	124,300	'	'	'	'
Repayments of notes payable	'	125,067	'	'	'	'
Subsequent Event [Member] | 31 Group Financing Convertible Note Payable [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Interest rate	'	8.00%	'	'	'	8.00%
Maturity date	'	7-May-16	'	'	'	'
Description of types of equity security converted	'	'	'	'	'	'
		The unpaid outstanding balance may be converted at the option of the investor at the lesser of (i) a rate of one (1) share of our restricted common stock for each $0.15, or (ii) sixty-five percent (65%) of the average of the lowest three trade prices in the ten (10) days prior to conversion.
Gross proceeds from notes payable	'	$400,000	'	'	'	'
Number of common stock issued for repayment of notes	'	246,305	'	'	'	'
Subsequent Event [Member] | GEL Properties Convertible Note Payable [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Number of common stock issued for repayment of notes	'	109,810	'	'	'	'
Subsequent Event [Member] | LG Capital Fund Convertible Note Payable [Member]	'	'	'	'	'	'
Subsequent Event [Line Items]	'	'	'	'	'	'
Number of common stock issued for repayment of notes	'	105,281	'	'	'	'