American Battery Materials (BLTH) 10-Q 14 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 01, 2016
Document And Entity Information
Entity Registrant Name	U-Vend, Inc.
Entity Central Index Key	1,487,718
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
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		23,059,992
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,016

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Current assets:
Cash	$ 55,749	$ 139,677
Accounts Receivable	16,745	3,807
Inventory (net)	103,627	46,979
Prepaid expenses and other assets	66,558	79,548
Total current assets	242,679	270,011
Noncurrent assets:
Property and equipment (net)	739,037	747,298
Security deposits	17,386	16,018
Other assets (net)		70,010
Intangible asset (net)	195,301	260,401
Goodwill	642,340	642,340
Total noncurrent assets	1,594,064	1,736,067
Total assets	1,836,743	2,006,078
Current liabilities:
Accounts payable	400,682	254,946
Accrued expenses	156,444	156,484
Accrued interest	166,625	121,080
NHL sponsorship liability	767,840	316,997
Registration rights liability		22,156
Amounts due to officers	319,146	624,307
Senior convertible notes, net of discount		372,498
Promissory notes payable	448,035	479,576
Convertible notes payable, net of discount	733,235	744,807
Current capital lease obligation	132,790	90,783
Total current liabilities	3,124,797	3,183,634
Noncurrent liabilities:
Senior convertible notes, net of discount	346,268
Convertible notes payable, net of discount	858,015
Capital lease obligation, net of discount	130,506	207,703
Warrant liabilities	213,409	310,960
Total noncurrent liabilities	1,548,198	518,663
Total liabilities	4,672,995	3,702,297
Commitments and contingencies
Stockholders' deficiency
Common stock, $.001 par value, 600,000,000 shares authorized, 22,759,992 shares issued and outstanding (18,148,816 - 2015)	22,757	18,148
Additional paid-in capital	4,980,277	4,113,055
Accumulated deficit	(7,839,286)	(5,827,422)
Total stockholders' deficiency	(2,836,252)	(1,696,219)
Total liabilities and stockholders' deficiency	$ 1,836,743	$ 2,006,078

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	600,000,000	600,000,000
Common stock, shares issued	22,759,992	18,148,816
Common stock, shares outstanding	22,759,992	18,148,816

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Statement [Abstract]
Revenue	$ 414,842	$ 275,266	$ 1,089,865	$ 624,478
Cost of revenue	205,404	187,699	527,894	402,968
Gross profit	209,438	87,567	561,971	221,510
Operating expenses:
Selling	433,005	248,565	1,053,849	623,321
General and administrative	499,459	441,515	1,135,003	1,028,341
Accretion and reversal of earn-out liability				(201,013)
[OperatingExpenses]	932,464	690,080	2,188,852	1,450,649
Operating loss	(723,026)	(602,513)	(1,626,881)	(1,229,139)
Other (income) expense, net:
Gain on change in fair value of debt and warrant liabilities	(11,486)	(32,042)	(119,671)	(67,743)
Amortization of debt discount and deferred financing costs	170,161	(333)	306,168	114,620
Interest expense	73,589	57,503	191,235	180,309
Unrealized loss (gain) on foreign currency	(1,776)	(8,602)	7,251	(24,561)
[Other Expenses]	230,488	16,526	384,983	202,625
Net loss	$ (953,514)	$ (619,039)	$ (2,011,864)	$ (1,431,764)
Net loss per share - basic and diluted (in dollars per share)	$ (0.04)	$ (0.04)	$ (0.10)	$ (0.11)
Weighted average common shares outstanding - basic and diluted (in shares)	22,075,706	15,213,660	19,503,535	13,246,165

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash flows from operating activities:
Net loss	$ (2,011,864)	$ (1,431,764)
Adjustments to reconcile net loss to net cash used by operating activities:
Stock based compensation	125,294	112,431
(Gain) loss on fair value of warrant liabilities	(119,671)	(62,343)
Common shares issued for lease obligation		28,187
Common shares and warrants issued for services	89,994	195,473
Depreciation	108,652	90,058
Amortization of intangible assets	65,100	65,100
Amortization of debt discount and deferred financing costs	210,329	114,620
Accretion and reversal of contingent consideration liability		(201,013)
Unrealized loss (gain) on foreign currency	7,251	(24,561)
Settlement of debt interest, fees and penalties with convertible notes	95,834
Convertible notes payable fair value adjustment		(5,400)
(Increase) decrease in assets:
Accounts Receivable	(12,938)	(7,793)
Inventory	(56,648)	(14,407)
Prepaid expenses and other assets	11,622	12,092
Increase in liabilities:
Accounts payable and accrued expenses	596,537	373,259
Accrued interest	118,166	113,693
Amounts due to officers	276,089	208,314
Net cash used by operating activities	(496,253)	(434,054)
Cash flows from investing activities:
Purchase of property and equipment	(100,391)	(7,115)
Net cash used by investing activities	(100,391)	(7,115)
Cash flows from financing activities:
Proceeds from common stock warrant exercises		55,000
Proceeds from convertible notes, net of financing costs	115,000	423,900
Proceeds from promissory notes	562,800	48,838
Repayment of convertible note		(70,200)
Principal repayments of promissory notes	(65,084)
Deferred financing costs paid	(100,000)
Net cash provided by financing activities	512,716	457,538
Net increase (decrease) in cash	(83,928)	16,369
Cash - beginning of period	139,677	73,396
Cash - end of period	55,749	89,765
Cash paid for:
Interest	69,000	23,000
Income taxes	1,000	2,000
Non-cash investing and financing activities:
Debt discount related to warrant liability and beneficial conversion feature	108,363	9,696
Issuance of common stock to satisfy capital lease obligation		136,334
Issuance of common shares and warrants as debt financing cost	7,000	26,195
Conversion of senior convertible notes into common stock	62,500	5,000
Issuance of common shares to pay due to officers	500,000
Issuance of senior convertible note to settle interest, fees and penalties due	108,804
Issuance of convertible notes to settle principal, interest, fees and penalties	$ 761,597
Equipment, inventory and coin financed with debt		65,750
Equipment acquired in exchange of warrant liability		50,100
Issuance of common shares to satisfy contingent consideration obligation		272,276
Issuance of common stock warrants to satisfy accrued expenses		$ 60,000

NATURE OF BUSINESS AND SUMMARY

NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 1. NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company entered the business of developing, marketing and distributing various self-serve electronic kiosks and mall/airport co-branded islands throughout North America with the merger with U-Vend Canada, Inc. on January 7, 2014. The Company seeks to place its kiosks in high-traffic host locations such as big box stores, restaurants, malls, airports, casinos, universities, and colleges. Currently, the Company leases, owns and operates their kiosks but intends to also provide the kiosks, through a distributor relationship, to the entrepreneur wanting to own their own business. The Company’s vending kiosks incorporate advanced wireless technology, creative concepts, and ease of management. The Company’s kiosks have been designed to be tech-savvy and can be managed on line 24 hours a day/7 days a week, accepting traditional cash input as well as credit and debit cards. Host locations and suppliers have been drawn to this distribution concept of product vending based on the advantages of reduced labor and lower product theft as compared to non-kiosk merchandising platforms. The Company takes a solutions development approach for the marketing of products through a variety of kiosk offerings. The Company’s approach to the market can include the addition of a digital LCD monitor to most makes and models in a kiosk program. This would allow the Company to offer digital advertising as a national and/or local loop basis and a corresponding additional revenue stream for the Company. Management’s plans The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis. The Company incurred a loss of $2,011,864 during the nine months ended September 30, 2016, has incurred accumulated losses totaling $7,839,286, and has a working capital deficit of $2,882,118 at September 30, 2016. These factors, among others, indicate that the Company may be unable to continue as a going concern. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties. To fund the Company’s operations for the next 12 months, to allow the Company to continue the development of its business plans and satisfy its obligations on a timely basis the Company needs to raise additional financing. Should additional financing not be available, the Company will have to negotiate with its lenders to extend the repayment dates of its indebtedness. There can be no assurance that the Company will be able to successfully restructure its debt obligations in the event it fails to obtain additional financing. On January 7, 2014, U-Vend, Inc. (formerly Internet Media Services, Inc. (“IMS”)) entered into an Exchange of Securities Agreement with U-Vend Canada, Inc., and the shareholders of U-Vend Canada, Inc. (“U-Vend Canada”) The Company believes the merger with U-Vend Canada will provide it with business operations and also working capital. The Company is in discussion to raise additional capital to execute on its current business plans. There is no assurance that future financing arrangements will be successful or that the operating results of U-Vend, Inc. will yield sufficient cash flow to execute the Company’s business plans or satisfy its obligations. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Basis of Presentation - The preparation of financial statements, in conformity with accounting principles generally accepted in the United States (U.S. GAAP), requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions. Principles of Consolidation Common Shares Issued and Earnings Per Share As of September 30, 2016, there were approximately 54.7 million (44.9 million at September 30, 2015) shares potentially issuable under convertible debt agreements, options, and warrants that could dilute basic earnings per share in the future that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive to the Company’s losses during the periods presented. Fair Value of Financial Instruments - Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification ASC 820 “Fair Value Measurement” establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Reclassifications Accounting Pronouncements In May 2014, the FASB issued new accounting guidance, ASU 2014-09 “Revenue from Contracts with Customers”. The new guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods and services to customers. The updated guidance will replace most existing revenue recognition guidance in GAAP when it becomes effective. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the effect the updated standard will have on the consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The guidance requires an entity to evaluate whether there are conditions or events, in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued and to provide related footnote disclosures in certain circumstances. The guidance is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early application is permitted. The Company does not believe the adoption of this ASU will have a significant impact on its consolidated financial statements. In February 2016, the FASB issued an accounting standard update ASU 2016-02, “Leases”, which requires that lease arrangements longer than 12 months result in an entity recognizing an asset and liability. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and early adoption is permitted. The Company has not yet evaluated nor has it determined the effect of the standard on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation — Stock Compensation: Improvements to Employee Share-Based Payment Accounting.” The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for the Company on January 1, 2017 and the Company is currently evaluating the impact that ASU 2016-09 will have on its consolidated financial statements and related disclosures. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” to clarify two aspects of Topic 606: (i) identifying performance obligations and (ii) the licensing implementation guidance, while retaining the related principles for those areas. The Company is evaluating the impact, if any, the adoption of this standard will have on the consolidated financial statements and related disclosures.

DEBT

DEBT	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
DEBT	NOTE 2. DEBT Senior Convertible Notes The Company entered into a Securities Purchase Agreement (“2013 SPA”) dated June 18, 2013 with Cobrador Multi-Strategy Partners, LP (“Investor” or “Cobrador”) pursuant to Cobrador providing an aggregate of $400,000 financing through senior convertible notes and warrants. During the nine months ended September 30, 2016, the terms of the convertible notes were extended until December 31, 2017. Pursuant to the extension the maturity of the convertibles notes are for more than one year as of September 30, 2016 and accordingly are reclassified as noncurrent liabilities. In connection with the extension, the Company extended the expiration dates of Series A Warrants by one year. The fair value of the Series A Warrants did not materially change due to the extension. During the nine months ended September 30, 2016, the Company issued 1,250,000 shares of common stock upon Cobrador converting three Senior Convertible Notes in the face amount of $62,500. As of September 30, 2016, the Senior Convertible had an aggregate face and carrying value of $310,000 ($372,500 at December 31, 2015). On June 30, 2016, the Company entered into an agreement with Cobrador and issued an additional Senior Convertible Note in the face amount of $108,804 in settlement of accrued interest, additional interest, fees and penalties. The additional interest, fees and penalties $72,734 and this amount was charged to operations as debt discount amortization during the nine months ended September 30, 2016. The Senior Convertible Note is due on December 31, 2017 and can be convertible into shares of common stock at a conversion price $.05 per share. The Company determined that the Senior Convertible Note had beneficial conversion feature and allocated $87,043 as debt discount representing the beneficial conversion. The Company will amortize the debt the discount over the term of the note. During the three and nine months ended September 30, 2016, the Company amortized debt discount of $14,507 related to the Senior Convertible Note issued in June 2016. As of September 30, 2016, the Senior Convertible Note issued in June 2016, had a carrying value of $36,268 net of discount of $72,536. Pursuant to 2013 SPA, there were an aggregate of 11.2 million Series A Warrants expiring at various dates between June 2017 and December 2018 and an aggregate of 12 million Series B Warrants expiring at various dates between June 2018 and November 2019. Promissory Notes Payable During the nine months ended September 30, 2016, the Company issued nine unsecured promissory notes and borrowed an aggregate amount of $474,000. The promissory notes bear interest at 10% per annum, with a provision for an increase in the interest rate upon an event of default as defined therein, and were due at various due dates in June 2016. On June 30, 2016 the Company issued new convertible promissory notes and repaid the promissory notes as further detailed in the Convertible Note Payable section. In addition, during the nine months ended September 30, 2016, the Company borrowed an aggregate of $58,800 pursuant to five unsecured promissory notes. The notes bear interest at 19% and the borrowings are payable together with interest over a period of six months from the date of borrowing. The Company repaid an aggregate of $45,833 of borrowings during the nine months ended September 30, 2016 and the balance outstanding on these notes at September 30, 2016 was $24,050 ($11,083 at December 31, 2015). The Company also borrowed $30,000 pursuant to a demand promissory note that bears interest at 10% during the nine months ended September 30, 2016. In January and October 2015, the Company entered into two separate 24 month equipment financing agreements with Perkin Industries, LLC (“the Lender”) for equipment in the aggregate amount of $137,750 with an annual interest rate of 15%. The Lender received an aggregate of 110,200 warrants with an exercise price of $0.35 per share and a term of three years in connection with this financing which was recorded as a debt discount and derivative warrant liability due to the “down round provision” in the amount of $1,237. During the three and nine months ended September 30, 2016, the Company amortized debt discount of $146 and $439, respectively, and the carrying value of this financing is $137,750 at September 30, 2016. The fair value of the warrant liability related to Perkin equipment financing obligations was $1,711 as of September 30, 2016 ($2,920 December 31, 2015). Convertible Note Payable During the nine months ended September 30, 2016, the Company repaid one convertible note payable in Canadian dollars that was acquired in connection with the U-Vend Canada merger on January 7, 2014 in the face amount of $19,250. The Company has another convertible 18% note in the principal carrying value of $76,237 as of September 30, 2016. During the three and nine months ended September 30, 2016, the Company recorded an unrealized (loss)/ gain on foreign currency translation related to these notes and the related accrued interest of $1,776 and $(7,251), respectively. The Company recorded an unrealized gain on foreign currency translation of $8,602 and an unrealized gain on foreign currency translation of $24,561 during the three and nine months ended September 30, 2015, respectively, related to these notes and the accrued interest. During the year ended December 31, 2015, the Company issued eleven 9.5% subordinated convertible notes aggregating $441,000 pursuant to 2015 Stock Purchase Agreement (2015 SPA). In connection with these borrowings, the Company granted a total of 735,002 warrants with an exercise price of $0.40 per share and 5 year terms. The Company allocated $8,113 of proceeds received to debt discount based on the computed fair value of the convertible notes and warrants issued. During the three and nine months ended September 30, 2016 the Company recorded $129 and $2,309, respective, as amortization of debt discount on the 2015 SPA subordinated convertible notes. As of September 30, 2016, outstanding 2015 SPA notes had a face value of $441,000 ($441,000 at December 31, 2015). The debt discount of $2,309 at December 31, 2015 is fully amortized, resulting in a carrying value of $441,000 ($438,691 at December 31, 2015). On June 30, 2016, the Company issued five Convertible Notes in the aggregate face amount of $761,597 pursuant to 2016 Stock Purchase Agreement (2016 SPA). 2016 SPA Notes are due in 24 months and bear interest at 9.5% and are convertible into shares of common stock at a conversion price of $0.17 per share. The Company satisfied its obligations for: previously issued Promissory Notes of $549,000, accrued interest of $38,615, lease principal installments of $47,466, previously accrued registration rights penalties of $22,156, due to an ex-officer of $81,250, and additional interest, expenses, fine and penalties of $23,110 through the issuance of 2016 SPA Notes. The Company charged additional interest, expenses, fine and penalties $23,110 to operations as amortization of debt discount and deferred financing costs during the nine months ended September 30, 2016. In connection with these borrowings, the Company granted a total of 2,239,990 warrants with an exercise price of $0.30 per share with a five year expiration. The Company allocated $19,242 to debt discount based on the computed fair value of the convertible notes and warrants issued, and the debt discount is classified as derivative warrant liability due to the “down round provision” in the warrants. During the three and nine months ended September 30, 2016, the Company amortized $2,405 of debt discount related to 2016 SPA. As of September 30, 2016, outstanding 2016 SPA had a face value of $761,957 and debt discount of $16,837 resulting in carrying value of $744,760. During the three months ended September 30, 2016, the Company issued four Convertible Notes (Cobrador 2016 Convertible Notes) in the face amount of $115,000. The notes are due in due 24 months and bear interest at 9.5% and are convertible into shares of common stock at a conversion price of $0.17 per share. In connection with these borrowings, the Company granted a total of 338,235 warrants with an exercise price of $0.30 per share with a five year expiration. The Company allocated $1,994 to debt discount based on the computed fair value of the convertible notes and warrants issued, and the debt discount is classified as derivative warrant liability due to the “down round provision” in the warrants. During the three and nine months ended September 30, 2016, the Company amortized $249 of debt discount resulting in un amortized debt discount of $1,745 and carrying vale of $113,255 at September 30, 2016. As of September 30, 2016, five convertible notes payable with a face amount of $237,000 ($175,313 at December 31, 2015) are currently due for repayment. The terms of the notes, amongst other things, provide for payment of additional interest if repayments are not made on due dates. The Company is in discussion with the note holders for an extension of the repayment date, however, as of November 4, 2016 no agreement has been reached. Additional interest payable, if any, on the notes as of September 30, 2016 was immaterial. Other Assets - Deferred Financing Costs Financing costs associated with the Senior Convertible Notes, certain of the Subordinated Convertible Notes payable and planned financing are included in deferred financing costs on the condensed consolidated balance sheets at September 30, 2016 and December 31, 2015. These costs are amortized over the term of the respective notes. The Company incurred approximately $107,000 of financing costs during the nine months ended September 30, 2016, including $7,000 related to maturity extensions of a convertible note paid in shares of the Company’s common stock and $100,000 for a proposed financing. Amortization of financing costs for the three and nine months ended September 30, 2016 was $1,017 ($32,315 in 2015) and $27,010 ($80,436 in 2015), respectively. In addition, during the three months ended September 30, 2016 the Company charged to operations as amortization of deferred financing costs $150,000 incurred for a proposed financing as the Company determined that it is unlikely that the proposed financing will be completed.

STOCKHOLDERS' DEFICIENCY

STOCKHOLDERS' DEFICIENCY	9 Months Ended
	Sep. 30, 2016
Equity [Abstract]
STOCKHOLDERS' DEFICIENCY	NOTE 3. STOCKHOLDERS’ DEFICIENCY During the nine months ended September 30, 2016, the Company granted options to acquire 20,000 shares of its common shares pursuant to the Company’s Stock Option plan. During the nine months ended September 30, 2016, $125,294 ($112,431 in 2015) was charged to operations as stock based compensation costs for the options and the restricted shares granted. During the nine months ended September 30, 2016, the Company issued 50,000 shares of common stock with a fair value of $7,000 to a note holder to extend the maturity date of the note. During the nine months ended September 30, 2016, the Company issued 1,250,000 shares upon conversion of $62,500 face amount of Senior Convertible Note. In addition, the Company issued 2,941,176 shares to settle $500,000 due to three of its officers. During the nine months ended September 30, 2016, the Company issued 370,000 shares of common stock with a fair value of $45,600 and warrants with a fair value of $44,394 to consultants for services rendered. At September 30, 2016 the Company had the following warrant securities outstanding: Warrants Exercise Price Expiration 2011 Private placement warrants 12,500 $ 60.00 March 2018 2013 Series A warrants Senior convertible notes 5,200,000 $ 0.05 June 2017-December 2017 2013 Series B warrants Senior convertible notes 6,000,000 $ 0.06 June 2018-December 2018 2013 Issued with lease obligation 861,250 $ 0.12 October 2016 2014 Series A warrants Senior convertible notes 6,000,000 $ 0.05 January 2018-December 2018 2014 Series B warrants Senior convertible notes 6,000,000 $ 0.06 January 2019-November 2019 2014 Warrants for services 420,000 $ 0.35 August 2019-December 2019 2014 Warrants for services 96,000 $ 0.05 December 2016 2014 Warrants for services 1,184,000 $ 0.06 June 2018-December 2018 2014 Issued to Director for debt 729,166 $ 0.24 November 2016-July 2017 2014 Issued with 2014 SPA convertible debt 243,334 $ 0.35 August 2019-December 2019 2014 Issued with equipment financing obligation 200,000 $ 0.35 October 2017 2014 issued with lease obligation 246,563 $ 0.20 March 2017 2014 issued with lease obligation 483,889 $ 0.18 May 2017 2015 Issued with 2014 SPA convertible debt 116,668 $ 0.35 January 2020-March 2020 2015 Issued with convertible financing obligation 110,200 $ 0.35 January 2018-October 2018 2015 Issued with 2015 SPA convertible debt 735,002 $ 0.40 February 2020- September 2020 2015 Issued for services 407,067 $ 0.40 April 2020-November 2020 2015 Warrants issued for equipment 200,000 $ 0.35 December 2017 2016 Warrants issued with 2016 SPA convertible debt 2,239,990 $ 0.30 June 2021 2015 Warrants issued with sale of common shares 779,413 $ 0.30 December 2017 2016 Warrants issued for consulting services 1,250,000 $ 0.17 June 2021 2016 Warrants issued for lease extension 150,000 $ 0.30 August 2019 2016 Warrants with Convertible notes 338,236 $ 0.30 August 2021-September 2021 34,003,278 During the nine months ended September 30, 2016, 1,286,482 warrants expired unexercised.

FAIR VALUE OF FINANCIAL INSTRUM

FAIR VALUE OF FINANCIAL INSTRUMENTS	9 Months Ended
	Sep. 30, 2016
Fair Value Disclosures [Abstract]
FAIR VALUE OF FINANCIAL INSTRUMENTS	NOTE 4. FAIR VALUE OF FINANCIAL INSTRUMENTS OPEN The following table provides a summary of changes in derivative warrant liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the nine months ended September 30, 2016 and the year ended December 31, 2015. September 30, December 31, Balance at beginning of period $ 310,960 $ 309,993 Allocation of proceeds related to convertible and promissory notes to derivative liabilities due to “down round” provision 22,120 38,282 Reclassification of warrant liability as additional paid in capital upon exercise of warrants — (3,534 ) Equipment purchased with warrants classified as derivative liabilities due to “down round” provision — 50,100 Unrealized gain on fair value adjustment (119,671 ) (83,881 ) $ 213,409 $ 310,960 The fair value of warrants outstanding at September 30, 2016 and December 31, 2015 has been determined based on the consideration of the enterprise value of the Company, the limited market of the shares issuable under the agreement and modeling of the Monte Carlo simulation using multiple volatility assumptions. Warrants issued in and prior to 2012 are significantly out of the money and diluted therefore, management has deemed the fair value of these to be de minimis. Due to certain unobservable inputs in the fair value calculations of the warrants, derivative warrant liabilities are classified as Level 3.

COMMITMENTS

COMMITMENTS	9 Months Ended
	Sep. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS	NOTE 5. COMMITMENTS In June, 2016 the Company entered into a license agreement beginning January 1, 2016 through December 31, 2018 with Major League Baseball Properties, Inc. (“MLB” “Licensor”)for the non-exclusive right to certain proprietary intangible property of the Licensor to be used in connection with the manufacturing, distribution, promotion and advertisement of the Company’s products sold within the U.S., the District of Columbia and U.S. territories. Under the license agreement, the Company is scheduled to pay the following guaranteed payments; $150,000 during 2016, $275,000 during 2017, $575,000 during 2018. The Company is obligated to pay the licensor a royalty based on the product sold or advertising sold. The royalty paid shall offset all or a portion of the guaranteed payments. The agreement is subject to customary default and termination clauses. The Company has paid $25,000 at the inception of the agreement and has accrued $60,714 at September 30, 2016 and charged to operations $85,714 of guaranteed payments related to nine months ended September 30, 2016.

CAPITAL LEASE OBLIGATIONS

CAPITAL LEASE OBLIGATIONS	9 Months Ended
	Sep. 30, 2016
Leases [Abstract]
CAPITAL LEASE OBLIGATIONS	NOTE 6. CAPITAL LEASE OBLIGATIONS In connection with the merger on January 7, 2014, the Company acquired the capital assets and outstanding lease obligations of U-Vend Canada. As per the terms of the agreement with the lessor, the Company is obligated to pay annual lease payments as summarized below and also buy the equipment from the lessor at the lease maturity in 2017. Accordingly, the lease has been treated as a capital lease. In August 2016, the Company and the lessor agreed to extend the term of the lease until December 31, 2017. As a consideration of the extension, the Company issued warrants to acquire 150,000 shares of common stock. The warrants have an exercise price of $0.30 per share, a term of three years, and recorded as a debt discount and derivative warrant liability due to the “down round provision” in the amount of $884. The following schedule provides minimum future rental payments required as of September 30, 2016, under capital leases which have a remaining non-cancelable lease term in excess of one year: 2016 58,772 2017 136,355 Total minimum lease payments 195,128 Guaranteed residual value 120,688 315,796 Less: Amount represented interest (43,946 ) Present value of minimum lease payments and guaranteed residual value 271,850 Less: Current portion of capital lease obligations (132,790 ) Long term capital lease obligations and guaranteed residual value 139,060 Less: Unamortized debt discount on capital leases (8,554 ) Long term capital lease obligations and guaranteed residual value, net $ 130,506

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2016
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 7. SUBSEQUENT EVENTS In October 2016, the Company entered into a four-month joint marketing agreement with a firm and issued a total of 300,000 shares of restrictive common stock, and 200,000 three-year cashless warrants with an exercise price of $0.07 for services to be rendered. In October 2016, the Company and Perkin Industries, LLC entered into an agreement to extend the termination date of lease agreement 1,dated October 21, 2014, and lease agreement 2, dated January 8, 2015. The new termination date of lease 1 is October 17, 2017 and the new termination date for lease 2 is January 5, 2018. In consideration of this extension, the Company issued to Perkin Industries, LLC 200,000 five-year warrants with an exercise price of $0.07 per share. In November 2016, the Company issued a convertible note under the Company’s 2016 Securities Purchase Agreement for $150,000 with an interest rate of 9.5% and two year term. The note is convertible into 3,000,000 shares of common stock at $0.05 per share. The Company issued 3,000,000 warrants with an exercise price of $0.07 per share and five year term in connection with this debt.

NATURE OF BUSINESS AND SUMMAR13

NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation - The preparation of financial statements, in conformity with accounting principles generally accepted in the United States (U.S. GAAP), requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions.
Principles of Consolidation	Principles of Consolidation
Common Shares Issued and Earnings Per Common Share	Common Shares Issued and Earnings Per Share As of September 30, 2016, there were approximately 54.7 million (44.9 million at September 30, 2015) shares potentially issuable under convertible debt agreements, options, and warrants that could dilute basic earnings per share in the future that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive to the Company’s losses during the periods presented.
Fair Value of Financial Instruments	Fair Value of Financial Instruments - Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification ASC 820 “Fair Value Measurement” establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.
Reclassifications	Reclassifications
Accounting Pronouncements	Accounting Pronouncements In May 2014, the FASB issued new accounting guidance, ASU 2014-09 “Revenue from Contracts with Customers”. The new guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods and services to customers. The updated guidance will replace most existing revenue recognition guidance in GAAP when it becomes effective. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the effect the updated standard will have on the consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The guidance requires an entity to evaluate whether there are conditions or events, in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued and to provide related footnote disclosures in certain circumstances. The guidance is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early application is permitted. The Company does not believe the adoption of this ASU will have a significant impact on its consolidated financial statements. In February 2016, the FASB issued an accounting standard update ASU 2016-02, “Leases”, which requires that lease arrangements longer than 12 months result in an entity recognizing an asset and liability. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and early adoption is permitted. The Company has not yet evaluated nor has it determined the effect of the standard on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation — Stock Compensation: Improvements to Employee Share-Based Payment Accounting.” The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for the Company on January 1, 2017 and the Company is currently evaluating the impact that ASU 2016-09 will have on its consolidated financial statements and related disclosures. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” to clarify two aspects of Topic 606: (i) identifying performance obligations and (ii) the licensing implementation guidance, while retaining the related principles for those areas. The Company is evaluating the impact, if any, the adoption of this standard will have on the consolidated financial statements and related disclosures.

STOCKHOLDERS' DEFICIENCY (Table

STOCKHOLDERS' DEFICIENCY (Tables)	9 Months Ended
	Sep. 30, 2016
Stockholders' Equity Note [Abstract]
Schedule of outstanding warrant securities	At September 30, 2016 the Company had the following warrant securities outstanding: Warrants Exercise Price Expiration 2011 Private placement warrants 12,500 $ 60.00 March 2018 2013 Series A warrants Senior convertible notes 5,200,000 $ 0.05 June 2017-December 2017 2013 Series B warrants Senior convertible notes 6,000,000 $ 0.06 June 2018-December 2018 2013 Issued with lease obligation 861,250 $ 0.12 October 2016 2014 Series A warrants Senior convertible notes 6,000,000 $ 0.05 January 2018-December 2018 2014 Series B warrants Senior convertible notes 6,000,000 $ 0.06 January 2019-November 2019 2014 Warrants for services 420,000 $ 0.35 August 2019-December 2019 2014 Warrants for services 96,000 $ 0.05 December 2016 2014 Warrants for services 1,184,000 $ 0.06 June 2018-December 2018 2014 Issued to Director for debt 729,166 $ 0.24 November 2016-July 2017 2014 Issued with 2014 SPA convertible debt 243,334 $ 0.35 August 2019-December 2019 2014 Issued with equipment financing obligation 200,000 $ 0.35 October 2017 2014 issued with lease obligation 246,563 $ 0.20 March 2017 2014 issued with lease obligation 483,889 $ 0.18 May 2017 2015 Issued with 2014 SPA convertible debt 116,668 $ 0.35 January 2020-March 2020 2015 Issued with convertible financing obligation 110,200 $ 0.35 January 2018-October 2018 2015 Issued with 2015 SPA convertible debt 735,002 $ 0.40 February 2020- September 2020 2015 Issued for services 407,067 $ 0.40 April 2020-November 2020 2015 Warrants issued for equipment 200,000 $ 0.35 December 2017 2016 Warrants issued with 2016 SPA convertible debt 2,239,990 $ 0.30 June 2021 2015 Warrants issued with sale of common shares 779,413 $ 0.30 December 2017 2016 Warrants issued for consulting services 1,250,000 $ 0.17 June 2021 2016 Warrants issued for lease extension 150,000 $ 0.30 August 2019 2016 Warrants with Convertible notes 338,236 $ 0.30 August 2021-September 2021 34,003,278

FAIR VALUE OF FINANCIAL INSTR15

FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)	9 Months Ended
	Sep. 30, 2016
Fair Value Disclosures [Abstract]
Schedule of fair value of derivative warrant liabilities	The following table provides a summary of changes in derivative warrant liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the nine months ended September 30, 2016 and the year ended December 31, 2015. September 30, December 31, Balance at beginning of period $ 310,960 $ 309,993 Allocation of proceeds related to convertible and promissory notes to derivative liabilities due to “down round” provision 22,120 38,282 Reclassification of warrant liability as additional paid in capital upon exercise of warrants — (3,534 ) Equipment purchased with warrants classified as derivative liabilities due to “down round” provision — 50,100 Unrealized gain on fair value adjustment (119,671 ) (83,881 ) $ 213,409 $ 310,960

CAPITAL LEASE OBLIGATIONS (Tabl

CAPITAL LEASE OBLIGATIONS (Tables)	9 Months Ended
	Sep. 30, 2016
Leases [Abstract]
Schedule of minimum future rental payments under capital lease obligations	The following schedule provides minimum future rental payments required as of September 30, 2016, under capital leases which have a remaining non-cancelable lease term in excess of one year: 2016 58,772 2017 136,355 Total minimum lease payments 195,128 Guaranteed residual value 120,688 315,796 Less: Amount represented interest (43,946 ) Present value of minimum lease payments and guaranteed residual value 271,850 Less: Current portion of capital lease obligations (132,790 ) Long term capital lease obligations and guaranteed residual value 139,060 Less: Unamortized debt discount on capital leases (8,554 ) Long term capital lease obligations and guaranteed residual value, net $ 130,506

NATURE OF BUSINESS AND SUMMAR17

NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Accounting Policies [Abstract]
Net loss	$ (953,514)	$ (619,039)	$ (2,011,864)	$ (1,431,764)
Accumulated deficit	(7,839,286)		(7,839,286)		$ (5,827,422)
Working capital deficit	$ 2,882,118		$ 2,882,118
Anti-dilutive shares excluded from calculation of diluted earnings per share			54,700,000	44,900,000

DEBT (Details Narrative)

DEBT (Details Narrative)	1 Months Ended	3 Months Ended		9 Months Ended
	Jun. 30, 2016USD ($)N$ / sharesshares	Sep. 30, 2016USD ($)N$ / sharesshares	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)N$ / sharesshares	Sep. 30, 2015USD ($)	Dec. 31, 2015USD ($)	Jun. 18, 2013USD ($)
Warrants outstanding | shares		34,003,278		34,003,278
Convertible notes payable, net of discount		$ 733,235		$ 733,235		$ 744,807
Original debt amount				62,500
Common stock issued upon conversion of debt				$ 62,500
Common stock issued upon conversion of debt, shares | shares				1,250,000
Unrealized gain (loss) on foreign currency conversion		1,776	$ 8,602	$ (7,251)	$ 24,561
Warrant liabilities		$ 213,409		$ 213,409		310,960
Debt Conversion - Notes [Member]
Original debt amount	$ 549,000
Debt Conversion - Accrued Interest [Member]
Original debt amount	38,615
Debt Conversion - Leases [Member]
Original debt amount	47,466
Debt Conversion - Penalties [Member]
Original debt amount	22,156
Debt Conversion - Ex Officer [Member]
Original debt amount	81,250
Debt Conversion - Misc Expenses [Member]
Original debt amount	$ 23,110
Warrants Issued With 2016 SPA Convertible Debt [Member]
Warrants outstanding | shares		2,239,990		2,239,990
Warrant exercise price | $ / shares		$ .30		$ .30
Cobrador 2016 Convertible Notes [Member]
Senior convertible notes, net of discount		$ 113,255		$ 113,255
Warrants granted with debt | shares		338,235
Warrant exercise price | $ / shares		$ .30		$ .30
Number of notes issued during period | N		4
Interest rate		9.50%		9.50%
Face amount of debt		$ 115,000		$ 115,000
Debt instrument discount		1,745		$ 1,745
Amortization of debt discount		$ 249
Debt conversion price | $ / shares		$ .17		$ .17
Warrant liabilities		$ 1,994		$ 1,994
Senior Convertible Notes [Member]
Senior convertible notes, net of discount		36,268		36,268
Debt instrument discount		72,536		72,536
Amortization of debt discount		14,507		14,507
Senior Convertible Notes [Member]
Total debt financing available							$ 400,000
Senior convertible notes, net of discount		$ 310,000		$ 310,000		372,500
Senior Convertible Notes [Member] | Class A Warrants [Member]
Warrants outstanding | shares		11,200,000		11,200,000
Senior Convertible Notes [Member] | Class B Warrants [Member]
Warrants outstanding | shares		12,000,000		12,000,000
Additional Senior Convertible Note [Member]
Face amount of debt		$ 108,804		$ 108,804
Debt instrument discount		$ 87,043		87,043
Amortization of debt discount				$ 72,734
Debt conversion price | $ / shares		$ .05		$ .05
Convertible Notes [Member]
Interest rate		18.00%		18.00%
Face amount of debt		$ 19,250		$ 19,250
Convertible notes payable, net of discount		76,237		76,237
Debt instrument face amount currently due for repayment		237,000		237,000		175,313
Unrealized gain (loss) on foreign currency conversion		1,776	$ 8,602	(7,251)	$ 24,561
Convertible Notes [Member] | Warrants Issued With 2016 SPA Convertible Debt [Member]
Senior convertible notes, net of discount		744,760		744,760
Warrants granted with debt | shares	2,239,990
Warrant exercise price | $ / shares	$ 0.30
Number of notes issued during period | N	5
Interest rate	9.50%
Face amount of debt	$ 761,597
Debt instrument discount	19,242	16,837		16,837
Amortization of debt discount	$ 23,110	2,405
Debt conversion price | $ / shares	$ 0.17
2015 SPA Convertible Notes and Warrants [Member]
Senior convertible notes, net of discount		$ 440,871		$ 440,871		$ 438,691
Warrants granted with debt | shares				735,002
Warrant exercise price | $ / shares		$ 0.40		$ 0.40
Number of notes issued during period | N				11
Interest rate						9.50%
Face amount of debt		$ 441,000		$ 441,000		$ 441,000
Debt instrument discount						$ 2,309
Amortization of debt discount		$ 129		2,309
Proceeds allocated to debt discount				$ 8,113

DEBT (Details Narrative 1)

DEBT (Details Narrative 1)	3 Months Ended	9 Months Ended
	Sep. 30, 2016USD ($)$ / shares	Sep. 30, 2016USD ($)N$ / sharesshares	Sep. 30, 2015USD ($)	Dec. 31, 2015USD ($)
Proceeds from promissory notes		$ 562,800	$ 48,838
Principal repayments of promissory notes		65,084
Promissory notes payable	$ 448,035	448,035		$ 479,576
Demand Promissory Notes [Member]
Proceeds from promissory notes		$ 30,000
Interest rate	10.00%	10.00%
2016 Promissory Notes [Member]
Number of promissory notes issued during period | N		9
Proceeds from promissory notes		$ 474,000
Interest rate	10.00%	10.00%
Unsecured Promissory Notes [Member]
Number of promissory notes issued during period | N		5
Proceeds from promissory notes		$ 58,800
Interest rate	19.00%	19.00%
Principal repayments of promissory notes		$ 45,833
Promissory notes payable	$ 24,050	$ 24,050		11,083
15% 24 Month Equipment Financing 2015 Agreement (Perkin Industries, LLC) [Member]
Number of promissory notes issued during period		2
Interest rate	15.00%	15.00%
Face amount of debt	$ 137,750	$ 137,750
Debt term		24 months
Warrants granted with debt | shares		110,200
Warrant exercise price | $ / shares	$ 0.35	$ 0.35
Debt instrument discount	$ 146	$ 146
Warrant liablilty	1,237	1,237
Long term debt	137,457	137,457
Amortization of debt discount	146	439
Fair value of warrant liability	$ 1,711	$ 1,711		$ 2,920

DEBT (Details Narrative 2)

DEBT (Details Narrative 2) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Debt Disclosure [Abstract]
Financing costs			$ 107,000
Financing costs related to maturity extensions			7,000
Financing costs related to proposed financing	$ 150,000		100,000
Amortization of financing costs	$ 1,017	$ 27,010	$ 32,315	$ 80,436

STOCKHOLDERS' DEFICIENCY (Detai

STOCKHOLDERS' DEFICIENCY (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Stockholders' Equity Note [Abstract]
Options granted	20,000
Share-based compenssation	$ 125,294	$ 112,431
Shares issued as fees for debt extension	$ 7,000
Shares issued as fees for debt extension, shares	50,000
Issuance of common stock on convertible debt	$ 62,500
Issuance of common stock on convertible debt, shares	1,250,000
Warrants expired	1,286,482
Issuance of common stock for officers' debt	$ 500,000
Issuance of common stock for officers' debt, shares	2,941,176
Common shares issued for services	$ 45,600
Common shares issued for services, shares	370,000
Issuance of warrants for services rendered	$ 44,394

STOCKHOLDERS' DEFICIENCY (Det22

STOCKHOLDERS' DEFICIENCY (Details) - $ / shares	Sep. 30, 2016	Aug. 31, 2016
Warrants	34,003,278
2011 Private Placement Warrants [Member]
Warrants	12,500
Exercise Price	$ 60
2013 Series A Warrants Senior Convertible Notes [Member]
Warrants	5,200,000
Exercise Price	$ 0.05
2013 Series B Warrants Senior Convertible Notes [Member]
Warrants	6,000,000
Exercise Price	$ 0.06
2013 Issued With Lease Obligation [Member]
Warrants	861,250
Exercise Price	$ 0.12
2014 Series A Warrants Senior Convertible Notes [Member]
Warrants	6,000,000
Exercise Price	$ 0.05
2014 Series B Warrants Senior Convertible Notes [Member]
Warrants	6,000,000
Exercise Price	$ 0.06
2014 Warrants For Services [Member]
Warrants	420,000
Exercise Price	$ 0.35
2014 Warrants For Services # 2 [Member]
Warrants	96,000
Exercise Price	$ 0.05
2014 Warrants For Services #3 [Member]
Warrants	1,184,000
Exercise Price	$ 0.06
2014 Issued To Director For Debt [Member]
Warrants	729,166
Exercise Price	$ 0.24
2014 Issued With SPA Convertible Debt [Member]
Warrants	243,334
Exercise Price	$ 0.35
2014 Issued With Equipment Financing Obligation [Member]
Warrants	200,000
Exercise Price	$ 0.35
2014 Issued With Lease Obligation [Member]
Warrants	246,563
Exercise Price	$ 0.20
2014 Issued With Lease Obligation #2 [Member]
Warrants	483,889
Exercise Price	$ 0.18
2015 Issued with 2014 SPA convertible debt [Member]
Warrants	116,668
Exercise Price	$ 0.35
2015 Issued with convertible financing obligation [Member]
Warrants	110,200
Exercise Price	$ 0.35
2015 Issued for Services [Member]
Warrants	407,067
Exercise Price	$ .40
2015 Issued for 2015 SPA Convertible Debt [Member]
Warrants	735,002
Exercise Price	$ 0.40
Issued for Equipment [Member]
Warrants	200,000
Exercise Price	$ 0.35
Warrants Issued With 2016 SPA Convertible Debt [Member]
Warrants	2,239,990
Exercise Price	$ .30
2015 Issued for with sale of Common Stock [Member]
Warrants	779,413
Exercise Price	$ .30
2016 Warrants Issued for Services [Member]
Warrants	1,250,000
Exercise Price	$ .17
Warrants Issued for lease Extension [Member]
Warrants	150,000
Exercise Price	$ .30	$ .30
Issued for 2016 Convertible Debt [Member]
Warrants	338,236
Exercise Price	$ .30

FAIR VALUE OF FINANCIAL INSTR23

FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Changes in derivative warrant liabilities
Balance, beginning	$ 310,960
Balance, ending	213,409	$ 310,960
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member]
Changes in derivative warrant liabilities
Balance, beginning	310,960	309,993
Allocation of proceeds related to convertible and promissory notes to derivative liabilities due to "down round" provision	22,120	38,282
Reclassification of warrant liability as additional paid in capital upon exercise of warrants		(3,534)
Equipment purchased with warrants classified as derivative liabilities due to "down round" provision		50,100
Unrealized gain on fair value adjustment	(119,671)	(83,881)
Balance, ending	$ 213,409	$ 310,960

COMMITMENTS (Details Narrative)

COMMITMENTS (Details Narrative)	9 Months Ended
	Sep. 30, 2016USD ($)
Commitments and Contingencies Disclosure [Abstract]
Payment on license agreement	$ (25,000)
Guaranteed payments expensed	85,714
Accrued license fees	60,714
Guaranteed Payments
2,016	150,000
2,017	275,000
2,018	$ 575,000

CAPITAL LEASE OBLIGATIONS (Deta

CAPITAL LEASE OBLIGATIONS (Details Narrative) - USD ($)	1 Months Ended
	Aug. 31, 2016	Sep. 30, 2016	Dec. 31, 2015
Warrant liabilities		$ 213,409	$ 310,960
Warrants Issued for lease Extension [Member]
Warrants granted with leasde extension	150,000
Warrant exercise price	$ .30	$ .30
Warrant liabilities	$ 884

CAPITAL LEASE OBLIGATIONS (De26

CAPITAL LEASE OBLIGATIONS (Details) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Minimum future rental payments due in the year:
Less: Current portion of capital lease obligations	$ (132,790)	$ (90,783)
Long term capital lease obligations and guaranteed residual value, net	130,506	$ 207,703
U-Vend Canada, Inc [Member]
Minimum future rental payments due in the year:
2,016	58,772
2,017	136,355
Total minimum lease payments	195,128
Guaranteed residual value	120,688
Net minimum lease payments	315,796
Less: Amount represented interest	(43,946)
Present value of minimum lease payments and guaranteed residual value	271,850
Less: Current portion of capital lease obligations	(132,790)
Long term capital lease obligations and guaranteed residual value	139,060
Less: Unamortized debt discount on capital leases	(8,554)
Long term capital lease obligations and guaranteed residual value, net	$ 130,506

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - $ / shares	Nov. 14, 2016	Oct. 31, 2016	Sep. 30, 2016
Stock issued for services, shares			370,000
Convertible Notes [Member]
Interest rate			18.00%
Subsequent Events [Member] | Perkin Industries, LLC [Member]
Warrants exercise price		$ 0.07
Warrants issued for extension of leases, shares		200,000
Subsequent Events [Member] | Marketing Agreement [Member]
Stock issued for services, shares		300,000
Warrants issued		200,000
Warrants exercise price		$ .07
Subsequent Events [Member] | Convertible Notes [Member]
Warrants issued	3,000,000
Warrants exercise price	$ 0.07
Interest rate	9.50%
Debt conversion, shares	3,000,000
Debt conversion price	$ .05