Fision (FSSN) 10-Q/A 23 Nov 16 2016 Q3 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 23, 2016
Document And Entity Information
Entity Registrant Name	FISION Corp
Entity Central Index Key	1,487,931
Document Type	10-Q/A
Document Period End Date	Sep. 30, 2016
Amendment Flag	true
Amendment Description	This Amendment No. 1 to the registrant's Quarterly Report on Form 10-Q for the period ended September 30, 2016 is being filed to revise various numbers and statements in the initial report filed on November 14, 2016, none of which revisions the registrant believes are material to its operations and financial condition as stated in the Initial report.
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		36,171,220
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,016

CONDENSED CONOLIDATED BALANCE S

CONDENSED CONOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Current Assets
Cash and cash equivalents	$ 2,666	$ 8,494
Accounts receivable, net	12,488	32,134
Prepaid Expenses	16,784	15,318
Total Current Assets	31,938	55,947
Property and equipment, net	9,936	7,754
Other Assets:
Deposits	6,456	6,456
Total Assets	48,330	70,157
Current Liabilities:
Accounts payable, accrued expenses	620,765	185,172
Note payable and accrued interest - related party	349,857	174,125
Notes payable	506,550	1,257,181
Total Current Liabilities	1,477,172	1,616,478
Commitments and contingencies
Stockholders' Equity:
Preferred Stock, $0.0001 Par value, 20,000,000 shares authorized, No shares issued and outstanding
Common Stock, $0.0001 Par value, 500,000,000 shares authorized 34,186,572 and 27,797,950 shares issued and outstanding, respectively	3,419	2,780
Additional paid in capital	11,951,815	9,071,663
Accumulated deficit	(13,384,076)	(10,620,764)
Total stockholders' Equity	(1,428,842)	(1,546,321)
Total Liabilities and Stockholders' Equity	$ 48,330	$ 70,157

CONDENSED CONOLIDATED BALANCE 3

CONDENSED CONOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2016	Dec. 31, 2015
Stockholders' deficit:
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	34,186,572	27,797,950
Common stock, shares outstanding	34,186,572	27,797,950

CONOLIDATED STATEMENTS OF OPERA

CONOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Conolidated Statements Of Operations
REVENUE	$ 94,552	$ 140,652	$ 320,690	$ 459,027
COST OF SALES	44,824	32,206	109,421	100,745
GROSS MARGIN	49,728	108,447	211,270	358,282
OPERATING EXPENSES
Selling and Marketing	294,401	167,025	1,060,839	481,890
Development and Support	181,898	40,603	560,226	174,699
General and Administrative	335,121	866,577	1,248,374	1,570,776
TOTAL OPERATING EXPENSES	811,420	1,074,205	2,869,440	2,227,364
OPERATING LOSS	(761,693)	(965,758)	(2,658,170)	(1,869,082)
INTEREST EXPENSE	45,749	68,975	113,091	231,678
OTHER INCOME / (EXPENSE)			450
NET LOSS	$ (807,442)	$ (1,034,733)	$ (2,770,811)	$ (2,100,759)
Net loss per common share - basic and diluted	$ (0.03)	$ (0.05)	$ (0.09)	$ (0.10)
Weighted average common shares outstanding: Basic and diluted	31,535,392	22,979,171	30,247,220	21,540,974

CONOLIDATED STATEMENTS OF CASH

CONOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) for the Period	$ (2,770,811)	$ (2,100,759)
Adjustments to reconcile net loss to net cash provided by operating activities:
Common stock issued for services	1,244,298	1,023,161
Depreciation	4,349	17,641
Stock warrants issued for services	162,667	59,778
(Increase) decrease in:
Accounts receivables	19,646	12,181
Prepaid expenses	(1,466)	(159,404)
Increase (decrease) in:
Accrued Wages	355,829
Accounts payable & accrued expenses	274,945	363,572
Net Cash Used in Operating Activities	(710,544)	(783,830)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment	(6,531)	(4,716)
Net Cash Used In Investing Activities	(6,531)	(4,716)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments on note payable	(187,787)	(211,689)
Proceeds from note payable	120,000	330,078
Proceeds from related party notes	39,300
Proceeds from (Repayments on) line of credit	(5,266)	(3,295)
Proceeds from issuance of common stock	745,000	680,000
Net Cash Provided by Financing Activities	711,247	795,094
Net (Decrease) Increase in Cash	(5,828)	6,548
Cash at Beginning of Period	8,494	2,924
Cash at End of Period	2,666	9,472
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during period: Interest	18,129	39,809
Cash paid during period: Franchise and Income Taxes
Noncash operating and financing activities:
Common Stock Issued to Convertible Debt	728,826
Common Stock Issued for Services	1,244,298	854,642
Common Stock Warrants Issued for Services	$ 30,000	$ 59,778

ORGANIZATION AND SIGNIFICANT AC

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES	Fision Corporation, (formerly DE 6 Acquisition, Inc.), a Delaware corporation (the “Company”) was incorporated on February 24, 2010, and was inactive until December 2015 when it merged with Fision Holdings, Inc., a Minnesota operating business based in Minneapolis, Minnesota. As a result of the merger, Fision Holdings, Inc. became a wholly-owned subsidiary of the Company. Fision Holdings, Inc. was incorporated under the laws of the State of Minnesota in 2010, and has developed and successfully commercialized a proprietary cloud-based software platform which automates and integrates digital marketing assets and marketing communications to “bridge the gap” between marketing and sales of any enterprise. The Company generates its revenues primarily from software licensing contracts typically having terms of from one to three years and requiring monthly subscription fees based on the customer’s number of users and the locations where used. The Company’s business model provides it with a high percentage of recurring revenues. The terms “Fision,” “we,” “us,” and “our,” refer to FISION Corporation, a Delaware corporation and its wholly-owned operating subsidiary Fision Holdings, Inc., a Minnesota corporation. Basis of Presentation The accompanying consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and note disclosures which are included in annual financial statements have been omitted pursuant to these rules and regulations. We believe the disclosures made in these interim unaudited financial statements are adequate to make the information not misleading. Although these interim financial statements as and for the three-month and nine-month periods ended September 30, 2016 and 2015 are unaudited, in the opinion of our management, such statements include all adjustments (consisting of normal and recurring adjustments) necessary to present fairly our financial position, results of operations and cash flows for the periods presented. The results for these interim periods are not necessarily indicative of the results to be expected for the year ended December 31, 2016 or for any future period. These unaudited interim financial statements should be read and considered in conjunction with our audited financial statements and the notes thereto for the year ended December 31, 2015, included in our annual report on Form 10-K filed with the SEC on April 15, 2016. Principles of Consolidation These consolidated interim financial statements include the accounts of Fision Corporation, a Delaware corporation, and its wholly-owned Minnesota subsidiary, and all material intercompany transactions and balances have been eliminated in consolidation. Use of Estimates GAAP accounting principles require our management to make estimates and assumptions in the preparation of these interim financial statements that affect the reported amounts of assets and liabilities and the 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 these estimates and assumptions. The most significant areas requiring management judgment and which are susceptible to possible later change include our revenue recognition, cost of revenue, allowance for doubtful accounts, valuations of property and equipment and intangible assets, stock-based compensation, fair value of financial instruments, derivative securities, research and development, impairment of long-lived assets, and income taxes. Certain accounting policies for these areas are discussed following these Notes in the Item 2 section of this quarterly report entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Cash and Cash Equivalents We consider all short-term highly liquid investments with a remaining maturity at the date of purchase of three months or less to be cash equivalents. At September 30, 2016 we had no cash equivalents. Concentration of Credit Risk and Customers Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and accounts receivable. During the quarter ended September 30, 2016, we may have had cash deposits in our bank that exceeded FDIC insurance limits. We maintain our bank accounts at high quality institutions and in demand accounts to mitigate this risk. Regarding our customers, we perform ongoing credit evaluations of them, and generally we do not require collateral from them to do business with us. For the nine months ended September 30, 2016, only two customers exceeded 10% of our revenues, with revenue from the largest one, a new customer, including in large part one-time implementation and set-up fees. We do not believe that currently we face any material customer concentration risks, although a significant reduction for any reason in the use of our software solutions by one or more of our major customers could harm our business materially. Loss Per Common Share Basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding for the period. Diluted net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding and potential common shares under the treasury stock method. Diluted net loss per common share is not shown, since the assumed exercise of stock options and warrants using the treasury stock method are anti-dilutive. Property and Equipment Furniture and fixtures 5 years Computer and office equipment 5 years Stock-Based Compensation

GOING CONCERN

GOING CONCERN	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 2 - GOING CONCERN	These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company’s ability to continue as a going concern is contingent upon its future ability to achieve and maintain profitable operations, and to raise substantial additional capital as required until it attains profitable operations. At September 30, 2016 the Company had a working capital deficiency of approximately $1.45 million and an accumulated deficit of approximately $13.4 million. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These unaudited interim financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. We are in the process of raising funds, increasing our marketing activities to obtain materially increased revenues, and otherwise addressing our ability to continue as a going concern, and our management believes that our actions being taken to raise needed capital and implement our business plan for increased revenues will enable us to continue as a going concern.

NOTES PAYABLE

NOTES PAYABLE	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 3 - NOTES PAYABLE	In July 2016, a total of $616,166 of our past due Notes and other debt were acquired by Brajoscal, LLC and Finquest Capital Inc. in a private transaction with each purchaser acquiring an equal amount of this debt. Brajoscal and Finquest are owned by two significant stockholders of the Company. On September 30, 2016, Brajoscal and Finquest entered into a debt conversion agreement with the Company resulting in their conversion in equal amounts of a total of $566,166 of this debt acquired by them in July 2016 into common stock of the Company on the conversion basis of $.30 per share, for which the Company issued 943,611 common shares to each of Brajoscal and Finquest. Regarding the $50,000 of this debt which was not converted, each of Brajoscal and Finquest retained $25,000 principal of this debt, which is still outstanding, secured by assets of the Company, and bears interest of 15%-18% per annum. At September 30, 2016 the Company was indebted under various Notes Payable in the total amount of $922,008 including accrued interest, the majority amount of which was past due or due on demand. Following is a summary of our outstanding Notes Payable indebtedness as of September 30, 2016: Summary Description of Notes Payable Amount Owed* Decathlon LLC - Senior Secured Note, due 12/31/16, interest at 15% $ 161,133 Finquest Capital Inc.- Secured Note, due 12/31/16, interest at 15% 25,000 Brajoscal, LLC – Secured Note, due 12/31/16, interest at 18% 25,000 Nottingham Securities Inc., past due, interest at 10% 130,979 Note payable to individual investor, due 12/31/16, interest at 24% 61,211 Note payable to individual investor, due 12/31/16, interest at 12% 25,250 Notes payable to two individual investors, past due, interest at 12% 40,961 Note payable to individual investor, past due, interest at 10% 53,135 Note payable to individual investor, monthly settlement payments 48,000 Note payable to individual investor, past due, interest at 6% 1,482 Notes payable to two principal officers, due on demand, interest at 6% 349,857 Total $ 922,008 __________________ * Includes accrued interest

COMMITMENTS & CONTINGENCIES

COMMITMENTS & CONTINGENCIES	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 4 - COMMITMENTS & CONTINGENCIES	Operating Lease We lease 4,427 square feet of office, development and operational spaces in Minneapolis, Minnesota on a month-to-month basis for $7,142 per month including utilities, maintenance and cleaning. Rent paid for the nine-month periods ended September 30, 2016 and 2015 were respectively $64,278 and $64,278. Employment Agreements We have three written employment agreements in effect with three principal executive officers, including provisions for base salary, discretionary bonuses, severance provisions and other employee benefits. The salary terms of these agreements include aggregate monthly salaries of $49,167 per month. Litigation In May 2016 we settled a material legal action involving a former employee who alleged a breach of his former employment agreement as well as other allegations of damages, in total in excess of $200,000. We settled this litigation for $145,000 in cash plus issuance to the plaintiff of 135,000 shares of our common stock. We have issued the 135,000 shares and paid in cash all but $10,000 of this settlement, which is due in November 2016. Upon full payment by us of the $145,000, the plaintiff will release us from any and all claims or obligations to him. From time to time, we become subject to legal proceedings, claims and litigation arising in the ordinary course of business. We currently are not a party to any material legal proceedings, nor are we aware of any other pending or threatened litigation that would have a material effect on our business, operating results or financial condition should such litigation be resolved unfavorably against our Company.

2016 PLAN AND STOCK PAYMENT AWA

2016 PLAN AND STOCK PAYMENT AWARDS	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 5 - 2016 PLAN AND STOCK PAYMENT AWARDS	In March 2016, the Board of Directors of the Company adopted our 2016 Equity Incentive Plan (“2016 Plan”) which was registered with the SEC pursuant to a Registration Statement on Form S-8 effective on March 30, 2016. This 2016 Plan reserved 2,500,000 shares of our common stock for grants of incentive awards from time to time to eligible participants, including option awards, restricted stock awards, or stock payment awards. Eligible participants under the 2016 Plan include employees, directors and certain consultants or advisors of the Company. During the first and second quarters of 2016, our Board of Directors granted stock payment awards under the 2016 Plan for the issuance of an aggregate of 1,330,000 common shares.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 6 - STOCKHOLDERS' EQUITY	The Company is authorized to issue 500,000,000 shares of common stock and 20,000,000 shares of preferred stock, both having $.0001 par value per share. At September 30, 2016 there were 34,186,572 outstanding shares of common stock and no outstanding shares of preferred stock. Common Shares Issued As stated in the foregoing Note 5, the Company issued a total of 1,330,000 common shares as stock payment awards under its 2016 Plan valued in total at $864,500. These stock payment awards were issued for management bonuses, development and support services, marketing services, and professional services based on a valuation of $.65 per share. The valuation was based on the most recent sale of our common stock in a private placement. During the first nine months of 2016, the Company sold and issued a total of 1,767,948 unregistered common shares in private placement transactions to raise working capital, and incident thereto raised net proceeds of $745,000 at an average price of approximately $.42 per share. These private sales were all made to accredited investors having pre-existing relationships with the Company, and were made in reliance upon an exemption from securities registration pursuant to Section 4(a)(2) of the Securities Act of 1933. In February 2016, the Company issued 25,000 unregistered common shares for marketing services valued at $10,000 ($0.40 per share); in March 2016, the Company issued 275,000 unregistered common shares for financial services valued at $100,000 ($0.40 per share); and in June 2016 the Company issued 115,000 unregistered common shares for financial services valued at $46,000 ($0.40 per share). In June 2016, the Company issued 135,000 unregistered common shares, valued at $.65 per share, to a former employee incident to settlement of a lawsuit. In June 2016, the Company satisfied and converted $75,000 of an outstanding Note through the issuance of 187,500 unregistered common shares to the Noteholder ($0.40 per share). During the quarter ended September 30, 2016, the Company sold 208,333 unregistered shares for approximately $75,000. In August 2016, the Company awarded as a bonus and issued 25,000 unregistered common shares to each of two officers (a total of 50,000 shares) valued at $.40 per share. On September 30, 2016 the Company completed the following transactions: (i) An issuance of 79,330 unregistered common shares to the owner of our office premises, an accredited investor, for past due rental in the amount of $37,659. (ii) An issuance of a total of 1,887,222 unregistered common shares to two persons to convert a total of $566,166 of Notes and other debt into equity on the basis of $.30 per share, which transaction is described in the foregoing Note 3 of these interim financial statements. (iii) An issuance of 83,333 unregistered common shares to each of our CEO and CFO (a total of 166,666 shares) in consideration for each of them converting $25,000 of their outstanding Notes based on $.30 per share. (iv) An issuance of a total of 370,000 unregistered common shares to four accredited persons, valued at $.30 per share, in consideration for past financial services provided by them. Stock Options Granted In April 2016, the Company granted stock options under its 2011 Plan to our newly hired Chief Technology Officer for the purchase of up to 1,600,000 common shares vesting quarterly and ratably over a 4-year period and exercisable (including cashless exercise) at $0.35 per share. This stock option grant was valued at $208,000 pursuant to our Black Scholes valuation model. In August-September, 2016 the Company granted four-year stock options under its 2011 Plan to employees for the aggregate purchase of 1,075,000 common shares, vesting ratably on a quarterly basis, and including 575,000 shares exercisable at $.50 per share and 500,000 shares exercisable at $.65 per share. These stock option grants were valued at a total of $83,917 pursuant to our Black Scholes valuation model. Warrants Issued In March 2016, pursuant to a one-year marketing agreement, the Company issued a five-year Warrant for marketing services to purchase 120,000 common shares exercisable at $.50 per share anytime in whole or in part until expiration of the Warrant, and which Warrant was valued at $30,000 pursuant to our Black Scholes valuation model. In June 2016, the Company issued a five-year Warrant for financial services to purchase up to 25,000 common shares exercisable at $.40 per share anytime until expiration, and also issued a five-year Warrant for operational services to purchase 75,000 common shares exercisable at $.50 per share anytime until expiration. These two Warrants were valued at $30,000 pursuant to our Black Scholes valuation model. In August 2016, the Company granted and issued a four-year warrant bonus to a key executive officer to purchase 250,000 common shares at $.30 per share, fully vested. This warrant was valued at $48,750 pursuant to our Black Scholes valuation model. Recent Exercise of Scenic City Stock Option In October 2016, Scenic City exercised this stock option in full, after which the Company issued 1,217,981 common shares to Scenic City, with the related stock certificate bearing a restrictive legend prohibiting further sale or transfer of these shares unless registered under applicable securities laws or exempt from such registration.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2016
Notes to Financial Statements
Note 7 - RELATED PARTY TRANSACTIONS	Our Notes Payable as of September 30, 2016 include $349,857 owed to our CEO and CFO incident to their conversion of unpaid past salary compensation into Notes payable on demand having an interest rate of 6% per annum. The Stock Payment Awards granted by us in March 2016 under our 2016 Equity Incentive Plan included executive bonus awards of 375,000 common shares to our CEO valued at $0.65 per share and 225,000 common shares to our CFO valued at $0.65 per share. In April 2016, we granted our Chief Technology Officer the stock option for 1,600,000 common shares described in the foregoing Note 6. The stock options granted by us to employees in August 2016 pursuant to our 2011 Plan included a four-year option for our Senior Vice President of Sales and Marketing to purchase 250,000 common shares exercisable at $.50 per share, and vesting ratably on a quarterly basis. At the same time, we granted him a four-year warrant, fully vested, to purchase 250,000 common shares exercisable at $.30 per share.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2016
Subsequent Events [Abstract]
Note 8 - SUBSEQUENT EVENTS	In October 2016, the Company issued 1,217,981 unregistered common shares to Scenic City F-10 VIII, Inc. incident to its exercise of an option described in the foregoing Note 6. On October 26, 2016 the Company sold and issued a total of 100,000 unregistered common shares to two accredited investors at $.30 per share. On November 16, 2016 the Company sold and issued a total of 666,667 unregistered common shares to an accredited investor at $.30 per share.

ORGANIZATION AND SIGNIFICANT 14

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2016
Organization And Significant Accounting Policies Policies
Basis of Presentation	The accompanying consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and note disclosures which are included in annual financial statements have been omitted pursuant to these rules and regulations. We believe the disclosures made in these interim unaudited financial statements are adequate to make the information not misleading. Although these interim financial statements as and for the three-month and nine-month periods ended September 30, 2016 and 2015 are unaudited, in the opinion of our management, such statements include all adjustments necessary to present fairly our financial position, results of operations and cash flows for the periods presented. The results for these interim periods are not necessarily indicative of the results to be expected for the year ended December 31, 2016 or for any future period. These unaudited interim financial statements should be read and considered in conjunction with our audited financial statements and the notes thereto for the year ended December 31, 2015, included in our annual report on Form 10-K filed with the SEC on April 15, 2016.
Principles of Consolidation	These consolidated interim financial statements include the accounts of Fision Corporation, a Delaware corporation, and its wholly-owned Minnesota subsidiary, and all material intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	GAAP accounting principles require our management to make estimates and assumptions in the preparation of these interim financial statements that affect the reported amounts of assets and liabilities and the 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 these estimates and assumptions. The most significant areas requiring management judgment and which are susceptible to possible later change include our revenue recognition, cost of revenue, allowance for doubtful accounts, valuations of property and equipment and intangible assets, stock-based compensation, fair value of financial instruments, derivative securities, research and development, impairment of long-lived assets, and income taxes. Certain accounting policies for these areas are discussed following these Notes in the Item 2 section of this quarterly report entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
Cash and Cash Equivalents	We consider all short-term highly liquid investments with a remaining maturity at the date of purchase of three months or less to be cash equivalents. At September 30, 2016 we had no cash equivalents.
Concentration of Credit Risk and Customers	Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and accounts receivable. During the quarter ended September 30, 2016, we may have had cash deposits in our bank that exceeded FDIC insurance limits. We maintain our bank accounts at high quality institutions and in demand accounts to mitigate this risk. Regarding our customers, we perform ongoing credit evaluations of them, and generally we do not require collateral from them to do business with us. For the nine months ended September 30, 2016, only two customers exceeded 10% of our revenues, with revenue from the largest one, a new customer, including in large part one-time implementation and set-up fees. We do not believe that currently we face any material customer concentration risks, although a significant reduction for any reason in the use of our software solutions by one or more of our major customers could harm our business materially.
Loss Per Common Share	Basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding for the period. Diluted net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding and potential common shares under the treasury stock method. Diluted net loss per common share is not shown, since the assumed exercise of stock options and warrants using the treasury stock method are anti-dilutive.
Property and Equipment	Furniture and fixtures 5 years Computer and office equipment 5 years
Stock-Based Compensation

ORGANIZATION AND SIGNIFICANT 15

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2016
Organization And Significant Accounting Policies Tables
Schedule of Property and Equipment	Furniture and fixtures 5 years Computer and office equipment 5 years

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	9 Months Ended
	Sep. 30, 2016
Notes Payable Tables
Notes Payable	Summary Description of Notes Payable Amount Owed* Decathlon LLC - Senior Secured Note, due 12/31/16, interest at 15% $ 161,133 Finquest Capital Inc.- Secured Note, due 12/31/16, interest at 15% 25,000 Brajoscal, LLC – Secured Note, due 12/31/16, interest at 18% 25,000 Nottingham Securities Inc., past due, interest at 10% 130,979 Note payable to individual investor, due 12/31/16, interest at 24% 61,211 Note payable to individual investor, due 12/31/16, interest at 12% 25,250 Notes payable to two individual investors, past due, interest at 12% 40,961 Note payable to individual investor, past due, interest at 10% 53,135 Note payable to individual investor, monthly settlement payments 48,000 Note payable to individual investor, past due, interest at 6% 1,482 Notes payable to two principal officers, due on demand, interest at 6% 349,857 Total $ 922,008

ORGANIZATION AND SIGNIFICANT 17

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details)	9 Months Ended
	Sep. 30, 2016
Furniture and Fixtures [Member]
Property and equipment	5 years
Computer and Office Equipment [Member]
Property and equipment	5 years

ORGANIZATION AND SIGNIFICANT 18

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)	9 Months Ended
	Sep. 30, 2016Unit
Organization And Significant Accounting Policies Details Narrative
Customers exceeded revenues	10.00%
No. of customers	2

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Going Concern Details Narrative
Accumulated deficit	$ (13,384,076)	$ (10,620,764)
Working capital deficiency	$ (1,450,000)

NOTES PAYABLE (Details)

NOTES PAYABLE (Details)	Sep. 30, 2016USD ($)
Notes payable	$ 922,008
Decathlon [Member]
Notes payable	161,133
Finquest Capital [Member]
Notes payable	25,000
Brajoscal [Member]
Notes payable	25,000
Nottingham Securities [Member]
Notes payable	130,979
Individual Investor [Member]
Notes payable	61,211
Individual Investor 1 [Member]
Notes payable	25,250
Individual Investor 2 [Member]
Notes payable	40,961
Individual Investor 3 [Member]
Notes payable	53,135
Individual Investor 4 [Member]
Notes payable	48,000
Individual Investor 5 [Member]
Notes payable	1,482
Principal Officers [Member]
Notes payable	$ 349,857

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative)	Sep. 30, 2016USD ($)
Notes Payable Details Narrative
Notes payable	$ 922,008

COMMITMENTS & CONTINGENCIES (De

COMMITMENTS & CONTINGENCIES (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Commitments Contingencies Details Narrative
Rent expense	$ 64,278	$ 64,278

STOCKHOLDERS' EQUITY (Details N

STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Stockholders Equity Details Narrative
Common shares sold and issued for cash, shares	1,767,948
Proceeds from issuance of common stock	$ 745,000	$ 680,000
Preferred stock, shares authorized	20,000,000		20,000,000
Preferred stock, par value	$ 0.0001		$ 0.0001
Preferred stock, shares issued	0		0
Preferred stock, shares outstanding	0		0
Common stock, shares authorized	500,000,000		500,000,000
Common stock, par value	$ 0.0001		$ 0.0001
Common stock, shares issued	34,186,572		27,797,950
Common stock, shares outstanding	34,186,572		27,797,950
Unregistered shares	208,333
Unregistered shares, Amount	$ 75,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative)	9 Months Ended
	Sep. 30, 2016USD ($)
Related Party Transactions Details Narrative
Note payable related party	$ 349,857
Interest rate on related party	6.00%