Item 9 Labs (INLB) 10-Q 19 May 15 2015 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Mar. 31, 2015	11-May-15
Document And Entity Information
Entity Registrant Name	AIRWARE LABS CORP.
Entity Central Index Key	1500123
Document Type	10-Q
Document Period End Date	31-Mar-15
Amendment Flag	FALSE
Current Fiscal Year End Date	-21
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		67,107,677
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2015

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)	Mar. 31, 2015	Sep. 30, 2014
Current Assets:
Cash and cash equivalents	$49,138	$42,582
Accounts receivable	530	3,137
Inventory	66,633	71,614
Deposits	10,000	10,000
Prepaid expenses and other current assets	47,789	66,205
Total current assets	174,090	193,538
Other Assets:
Property and equipment, net	23,180	20,039
Intangible assets, net	270,646	292,402
Deposits	2,387	2,387
Investment in Breathe Active, LLC	290	290
Total Assets	470,593	508,656
Current Liabilities:
Accounts payable	1,674,419	1,639,529
Accrued interest - related parties	37,255	32,076
Accrued interest	1,444	1,244
Accrued expenses	119,637	72,172
Notes payable to former officer	23,750
Convertible notes payable	5,000	27,678
Convertible notes payable to related parties - current portion, net of discount	2,144,850	1,324,659
Total current liabilities	4,006,355	3,097,358
Accrued interest to related parties	170	106
Notes payable to former officer	23,750	47,500
Total liabilities	4,030,275	3,144,964
Stockholders' Deficit:
Common stock, par value $.0001 per share, 200,000,000 and 200,000,000 shares authorized; 66,133,720 and 62,256,379 shares issued and outstanding at March 31, 2015 and September 30, 2014, respectively	6,613	6,226
Common stock to be issued, 200,000 shares, par value $.0001	20
Additional paid-in capital	30,450,327	29,452,379
Accumulated deficit	-34,016,642	-32,094,913
Total stockholders' deficit	-3,559,682	-2,636,308
Total Liabilities and Stockholders' Deficit	$470,593	$508,656

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Mar. 31, 2015	Sep. 30, 2014
Statement of Financial Position [Abstract]
Common stock, par value	$0.00	$0.00
Common stock, authorized	200,000,000	200,000,000
Common stock, issued	66,133,720	62,256,379
Common stock, outstanding	66,133,720	62,256,379
Common stock to be issued, shares	200,000

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Mar. 31, 2015	Mar. 31, 2014
Income Statement [Abstract]
Revenues, net	$10,487	$44,633	$103,771	$55,340
Cost of products sold	8,043	39,062	64,800	43,607
Gross profit	2,444	5,571	38,971	11,733
Operating expenses
General and administrative	261,159	241,408	472,592	508,193
Sales and marketing	94,755	68,828	155,739	83,522
Total expenses	355,914	310,236	628,331	591,715
Loss from operations	-353,470	-304,665	-589,360	-579,982
Other income (expense)
Interest income				289
Forgiveness of debt				20
Induced note conversion expense		-2,697		-2,697
Interest expense	-645,124	-331,481	-1,332,368	-518,316
Valuation (loss) - common stock warrants				-707,400
Loss on warrants exercised		-13,914,034		-13,914,034
Total other income (expense)	-645,124	-14,248,212	-1,332,368	-15,142,138
Loss before income taxes	-998,594	-14,552,877	-1,921,728	-15,722,120
Income tax expense
Net loss	($998,594)	($14,552,877)	($1,921,728)	($15,722,120)
Basic and diluted net loss per common share	($0.02)	($0.36)	($0.03)	($0.40)
Basic and diluted weighted average common shares outstanding	65,258,629	40,953,071	64,322,891	39,281,951

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	6 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Operating Activities:
Net loss	($1,921,728)	($15,722,120)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	33,615	30,538
Common stock issued for services	74,000	375,722
Options and warrants issued for services	36,097	30,958
Interest expense from amortization of debt discount	820,190	387,773
Induced conversion expense		2,697
Stock issued for interest expense	506,258	107,982
Forgiveness of debt		-20
Loss on warrants exercised		13,914,034
Valuation (gain)/expense - common stock warrants		707,400
Changes in operating assets and liabilities:
Accounts receivable	2,607	7,343
Inventory	4,981	3,452
Prepaid expenses	18,416	-3,321
Deposits		-44,307
Accounts payable	34,890	-229,691
Accrued interest	5,443	8,872
Customer deposit		80,437
Accrued expenses	47,465	27,641
Net Cash Used in Operating Activities	-337,766	-314,610
Investing Activities:
Purchases of property and equipment	-15,000
Net Cash Used In Investing Activities	-15,000
Financing Activities:
Stock issued for cash	32,000
Proceeds from convertible notes payable	350,000	1,002,000
Repayment of notes payable	-22,678	-22,735
Options re-purchased		-2,500
Stock re-purchased		-601,762
Net Cash Provided by Financing Activities	359,322	375,003
Net Increase in Cash	6,556	60,393
Cash - Beginning of Period	42,582	19,942
Cash - End of Period	49,138	80,335
Supplemental disclosure of cash flow information:
Interest paid in cash	84	1,365
Non-cash investing and financing activities:
Stock issued for convertible notes		5,000
Debt discount on note payable, related party	$350,000

Summary_of_Significant_Account

Summary of Significant Accounting Policies and Use of Estimates	6 Months Ended
	Mar. 31, 2015
Accounting Policies [Abstract]
Summary of Significant Accounting Policies and Use of Estimates	1. Summary of Significant Accounting Policies and Use of Estimates
	Basis of Presentation and Organization
	Airware Labs Corp. (“Airware Labs” or the “Company”), formerly Crown Dynamics Corp., is a Delaware corporation. The Company was incorporated under the laws of the State of Delaware on June 15, 2010. On October 26, 2012, the Articles of Incorporation were amended to reflect a name change to Airware Labs Corp. On November 13, 2012, the Board approved a change in fiscal year end from December 31 to September 30.
	On March 20, 2012, through an equity exchange agreement, the Company acquired all of the issued and outstanding stock of Airware Holdings, Inc., a Nevada corporation (“Airware”), in exchange for shares of the Company’s newly-issued common stock. Airware Holdings, Inc. was formed in February 2010 and is a non-prescription medical products company. The principal business purpose of the Company is to develop, manufacture and distribute breathing solutions that address major respiratory challenges impacting human health.
	Accounting Estimates
	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“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 revenue and expenses during the reporting period. Actual results could materially differ from those estimates. Significant estimates of the Company include accounting for depreciation and amortization, recoverability of intangible assets, deferred income taxes, accruals and contingencies, the imputed interest rate of the note payable to related party and the fair value of common stock, and the estimated fair value of stock options and warrants.
	Unaudited Interim Financial Statements
	The interim consolidated financial statements of the Company as of March 31, 2015 and 2014, and for the periods then ended, are unaudited. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the Company’s financial position as of March 31, 2015 and the results of its operations and its cash flows for the periods ended March 31, 2015 and 2014. These results are not necessarily indicative of the results expected for the fiscal year ended September 30, 2015. The accompanying financial statements and notes thereto do not reflect all disclosures required under accounting principles generally accepted in the United States (U.S. “GAAP”).
	Net Loss per Share
	Basic earnings per share does not include dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Dilutive securities are not included in the weighted average number of shares when inclusion would be anti-dilutive. Due to the net losses for the periods ended March 31, 2015 and 2014, basic and diluted loss per common share were the same, as the effect of potentially dilutive securities would have been anti-dilutive.
	As of March 31, 2015, there were total shares of 35,148,622 issuable upon conversion of notes payable, exercise of warrants and options that were not included in the earnings per share calculation as they were anti-dilutive.

Going_Concern

Going Concern	6 Months Ended
	Mar. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	2. Going Concern
	The Company has incurred losses since inception and requires additional funds for future operating activities. The Company’s selling activity has not yet reached a level of revenue sufficient to fund its operating activities. These factors create an uncertainty as to how the Company will fund its operations and maintain sufficient cash flow to operate as a going concern.
	In response to these financial difficulties, management is continuing to pursue financing from various sources, including private placements from investors and institutions. Management believes these efforts will contribute toward funding the Company’s activities until sufficient revenue can be earned from future operations. In addition, the Company is seeking additional distribution partners in both domestic and foreign markets. Management believes these combined efforts, if successful, will be sufficient to meet its working capital needs and its currently anticipated expenditure levels for the next year.
	The Company’s ability to meet its cash requirements in the next year is dependent upon obtaining this financing and achieving improved sales levels. If this is not achieved, the Company may be unable to obtain sufficient cash flow to fund its operations and obligations, and therefore, may be unable to continue as a going concern. The accompanying financial statements have been prepared on a going concern basis, and accordingly, do not include any adjustments relating to the recoverability and classification of recorded asset amounts; nor do they include adjustments to the amounts and classification of liabilities that might be necessary should the Company be unable to continue operations or be required to sell its assets.

Convertible_Notes_Payable

Convertible Notes Payable	6 Months Ended
	Mar. 31, 2015
Debt Disclosure [Abstract]
Convertible Notes Payable	3. Convertible Notes Payable
	Convertible notes payable consist of the following:
	8.00% notes payable, due August 22, 2012, convertible to common stock at $.50 per share, interest payments are due at maturity, unsecured	$	5,000

Notes_Payable_to_Former_Office

Notes Payable to Former Officer	6 Months Ended
	Mar. 31, 2015
Debt Disclosure [Abstract]
Notes Payable to Former Officer	4. Notes Payable to Former Officer
	Notes payable to former officer consists of the following:
	0.27% note payable, due August 1, 2016, interest due at maturity, unsecured	$	47,500
	Less current portion		(23,750	)
		$	23,750
	On December 5, 2013, the Company entered into a revised promissory note with former officer David Dolezal calling for four equal payments to begin on November 1, 2015 and ending August 1, 2016. Interest was reduced from 2.0% to 0.27%.

Convertible_Notes_Payable_to_R

Convertible Notes Payable to Related Parties	6 Months Ended
	Mar. 31, 2015
Debt Disclosure [Abstract]
Convertible Notes Payable to Related Parties	5. Convertible Notes Payable to Related Parties
	Convertible notes payable to related parties consist of the following:
	12% note payable to significant shareholder, net of unamortized debt discount of $933,150, due September 30, 2015, convertible to common stock at $.10 per share, interest payments are due monthly.  Debt is secured by substantially all of the assets of the Company	$	2,124,850
	8.00 % note payable to advisory board member, due August 26, 2012, convertible to common stock at $.50 per share, interest payments are due at maturity, unsecured		20,000
		$	2,144,850
	On August 21, 2013, the Company entered into a ninth allonge to a convertible secured bridge note with Stockbridge Enterprises, L.P. (“Stockbridge”) which provided for up to $3,206,000 principal and a maturity date of September 30, 2015. As of March 31, 2015, the Company has borrowed $3,058,000 against this line of credit.

Related_Party_Transactions

Related Party Transactions	6 Months Ended
	Mar. 31, 2015
Related Party Transactions [Abstract]
Related Party Transactions	6. Related Party Transactions
	As detailed in Notes Payable to Former Officer Footnote 4, the Company has a note payable to its former President and Executive Chairman, David Dolezal.
	As discussed in Convertible Notes Payable to Related Parties Footnote 5, the Company has a convertible secured bridge note with Stockbridge. During the six months ended March 31, 2015, the Company borrowed $350,000 against this note.

Commitments_and_Contingencies

Commitments and Contingencies	6 Months Ended
	Mar. 31, 2015
Commitments and Contingencies
Commitments and Contingencies	7. Commitments and Contingencies
	The Company has agreed to indemnify its officers and directors for certain events or occurrences that may arise as a result of the officers or director serving in such capacity. The term of the indemnification period is for the officer’s or director’s lifetime. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited.
	The Company enters into indemnification provisions under its agreements with other companies in its ordinary course of business, typically with business partners, customers, landlords, lenders and lessors. Under these provisions, the Company generally indemnifies and holds harmless the indemnified party for losses suffered or incurred by the indemnified party as a result of the Company’s activities or, in some cases, as a result of the indemnified party’s activities under the agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification provisions is unlimited.
	The Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the estimated fair value of these agreements is minimal. Accordingly, the Company has no liabilities recorded for these agreements as of March 31, 2015.
	On December 22, 2011, the Company entered into a distribution agreement that provides for the issuance of common stock warrants, with an expiration date of 3 years, for the purchase of the Company’s common stock in an amount equal to 15% of the total products purchased by the distributor from the Company at the invoice price against the previous year’s purchases of paid invoices. The warrant price will be equal to the closing price of Airware Labs Corp.’s stock price at the anniversary date of the agreement.
	The Company is in default on a convertible note payable totaling $5,000 and a convertible note payable to a related party totaling $20,000. The Company has attempted communication with the note holders to request extensions or conversion.
	On April 8, 2013, the Company entered into an exclusive agency agreement with National United Trading and Investment FZ LLC. This is a performance-based agreement to develop new markets in the United Arab Emirates and other Middle Eastern markets of relevance. There has been no expense recognized through March 31, 2015 as a result of this agreement.
	On July 16, 2013, the Company entered into a Severance Agreement with Jeffrey Rassas, the Company’s Chief Executive Officer pursuant to which Mr. Rassas will be entitled to the following severance benefits: (i) the Company shall pay to Mr. Rassas his base salary for a period of 12 months following termination without cause; (ii) Mr. Rassas shall be paid any earned and unpaid bonus due; and, (iii) and all unvested stock-based compensation held by Mr. Rassas shall vest as of the date of termination.
	On January 6, 2014, the Company entered into a license agreement with Eastar Industries, Co., pursuant to which the Company granted Eastar an exclusive license to sell its products in China for a term of five years in exchange for a royalty equal to 18% of gross profits generated by the sales of products in China. Additionally, the Company and Eastar agree to establish a joint venture company in Hong Kong of Shanghai which will be assigned Eastar’s rights under the agreement and of which 18% of the joint venture will be owned by the Company.
	On April 23, 2014, the Company entered into a product development agreement with Dan Pool of Designer Products. This agreement was modified on June 16, 2014. As compensation, the Company will pay $5,000 monthly, as well as issue up to two million stock options as the Company’s stock price hits certain benchmarks. Additionally, the Company will pay a monthly royalty of 5% of net sales of any products created by Dan Pool as inventor. There has been no expense recognized through March 31, 2015 as a result of the royalty portion of this agreement.
	On August 28, 2014, the Company was named as a Defendant in a lawsuit by a former officer alleging wrongful termination. On March 31, 2015, the Company entered into a settlement agreement with the former officer wherein the Company shall pay $30,000 over the course of six months, starting on April 7, 2015. This amount is recorded on the balance sheet as part of accrued expenses.
	On October 13, 2014, the Company entered into a consulting agreement with Mr. Adam Herschman. Mr. Herschman has been engaged to provide marketing, advertising, and social media-related services. He has been compensated by the issuance of 250,000 shares of stock.
	The Company sells the majority of its products through major distributors. The Company warrants to the distributors that the product will be free from defects in material and workmanship. The Company has determined its product warranty to be immaterial at March 31, 2015. The likelihood that the Company’s estimate of the accrued product warranty claims will materially change in the near term is considered remote.

Stockholders_Deficit

Stockholders' Deficit	6 Months Ended
	Mar. 31, 2015
Equity [Abstract]
Stockholders' Deficit	8. Stockholders’ Deficit
	Common Stock
	During the six months ended March 31, 2015, the Company issued 3,473,040 shares of stock in payment of interest on the Stockbridge convertible note.
	On November 20, 2014, the Company issued 322,250 shares of stock for the payment of consulting services. 72,250 shares were valued using the average closing price ($0.166) for the previous quarter. 250,000 shares were valued at the closing stock price on the date of agreement ($0.20).
	On January 28, 2015, the Company issued 82,051 shares of stock for the payment of consulting services. They were valued using the average closing price ($0.146) for the previous quarter.
	On March 24, 2015, the Company received $40,000 towards the purchase of 200,000 shares of stock. This was part of a subscription agreement totaling $50,000. The shares were not issued as of the end of the quarter.
	Warrants
	The balance of warrants outstanding for purchase of the Company’s common stock as of March 31, 2015 is as follows:
		Common Shares	Exercise Price of Warrants	Date Issued	Expiration
		Issuable Upon			Date
		Exercise of Warrants
		20,000	$0.25	3/8/12	3/7/17
	Issued for financing expense
		40,000	$0.50	4/30/12	4/29/15
	Issued under a consultant settlement agreement
		125,464	$0.75	12/22/12	12/21/15
	Issued per distribution agreement
		140,000	$0.40	6/25/13	6/25/15
	Issued under a private placement memorandum
		120,000	$0.40	6/26/13	6/26/15
	Issued under a private placement memorandum
		172,028	$0.14	12/22/13	12/22/16
	Issued per distribution agreement
		25,000	$0.40	7/2/14	6/1/16
	Issued under a private placement memorandum
		50,000	$0.60	7/2/14	6/1/16
	Issued under a private placement memorandum
		25,000	$0.80	7/2/14	6/1/16
	Issued under a private placement memorandum
		145,510	$0.13	12/22/14	12/22/17
	Issued per distribution agreement
		863,002
	Balance of Warrants at March 31, 2015
	Stock Options
	The Company had the following options outstanding at March 31, 2015:
		Common Shares	Exercise Price of Options	Date Issued	Expiration
		Issuable Upon			Date
		Exercise of Options
		775,000	$0.50	4/20/11	4/19/21
	Options granted to former officer & two former senior advisory board members
		500,000	$0.50	7/19/11	7/18/16
	Options granted to former employee and three consultants
		52,844	$0.25	4/30/12	4/29/22
	Options granted under a consultant agreement settlement
		150,000	$0.30	1/25/13	1/24/23
	Options granted to Board member
		1,550,000	$0.30	1/25/13	1/24/23
	Options granted to employee and two consultants
		250,000	$0.26	5/20/13	5/19/16
	Options granted to medical advisory board member
		250	$0.28	9/5/13	9/4/16
	Options granted to consultant
		500,000	$0.25	9/28/13	12/31/14
	Options issued for investment in Breathe Active, LLC
		500,000	$0.50	9/28/13	12/31/14
	Options issued for investment in Breathe Active, LLC
		150,000	$0.11	10/4/13	10/3/23
	Options granted to Board member
		433,333	$0.11	10/4/13	10/3/23
	Options granted to Officers
		150,000	$0.25	9/5/14	9/4/24
	Options granted to Board member
		633,333	$0.25	9/5/14	9/4/24
	Options granted to Officers and consultants
	5,894,510
Balance of Options at March 31, 2015
During the six months ended March 31, 2015, $32,104 was expensed for the pro-rata vesting of stock-based compensation. As of March 31, 2015, the balance of unrecognized compensation cost related to non-vested stock-based compensation to be expensed in future periods was $69,170.

Significant_Customer

Significant Customer	6 Months Ended
	Mar. 31, 2015
Risks and Uncertainties [Abstract]
Significant Customer	9. Significant Customer
	For the six months ended March 31, 2015, 83% of the Company’s revenues were from one customer. Accounts receivable for this customer as of March 31, 2015 totaled $0.

Subsequent_Events

Subsequent Events	6 Months Ended
	Mar. 31, 2015
Subsequent Events [Abstract]
Subsequent Events	10. Subsequent Events
	On April 28, 2015, the Company issued 629,987 shares of restricted common stock as payment for interest on loans to the Company for March 2015, at a cost basis of $.05 per share.
	On April 28, 2015, the Company issued 93,970 shares of restricted common stock to one holder as compensation for services rendered to the Company from January 1 to March 31, 2015, at a cost basis of $0.128 per share.
	On April 28, 2015, the Company issued 250,000 shares of restricted common stock per a subscription agreement of $50,000.
	On April 2, 2015, the Company and Gerdz Investments Limited Partnership, RLLP (“Gerdz”) entered into a Cancellation Agreement with regards to 200,000 options originally issued on July 19, 2011, exercisable at $0.50.
	On April 2, 2015, the Company issued 200,000 options to Gerdz, exercisable at $0.10 per share, which vest immediately and shall expire on April 2, 2025.

Summary_of_Significant_Account1

Summary of Significant Accounting Policies and Use of Estimates (Policies)	6 Months Ended
	Mar. 31, 2015
Accounting Policies [Abstract]
Basis of Presentation and Organization	Basis of Presentation and Organization
	Airware Labs Corp. (“Airware Labs” or the “Company”), formerly Crown Dynamics Corp., is a Delaware corporation. The Company was incorporated under the laws of the State of Delaware on June 15, 2010. On October 26, 2012, the Articles of Incorporation were amended to reflect a name change to Airware Labs Corp. On November 13, 2012, the Board approved a change in fiscal year end from December 31 to September 30.
	On March 20, 2012, through an equity exchange agreement, the Company acquired all of the issued and outstanding stock of Airware Holdings, Inc., a Nevada corporation (“Airware”), in exchange for shares of the Company’s newly-issued common stock. Airware Holdings, Inc. was formed in February 2010 and is a non-prescription medical products company. The principal business purpose of the Company is to develop, manufacture and distribute breathing solutions that address major respiratory challenges impacting human health.
Accounting Estimates	Accounting Estimates
	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“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 revenue and expenses during the reporting period. Actual results could materially differ from those estimates. Significant estimates of the Company include accounting for depreciation and amortization, recoverability of intangible assets, deferred income taxes, accruals and contingencies, the imputed interest rate of the note payable to related party and the fair value of common stock, and the estimated fair value of stock options and warrants.
Unaudited Interim Financial Statements	Unaudited Interim Financial Statements
	The interim consolidated financial statements of the Company as of March 31, 2015 and 2014, and for the periods then ended, are unaudited. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the Company’s financial position as of March 31, 2015 and the results of its operations and its cash flows for the periods ended March 31, 2015 and 2014. These results are not necessarily indicative of the results expected for the fiscal year ended September 30, 2015. The accompanying financial statements and notes thereto do not reflect all disclosures required under accounting principles generally accepted in the United States (U.S. “GAAP”).
Net Loss per Share	Net Loss per Share
	Basic earnings per share does not include dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Dilutive securities are not included in the weighted average number of shares when inclusion would be anti-dilutive. Due to the net losses for the periods ended March 31, 2015 and 2014, basic and diluted loss per common share were the same, as the effect of potentially dilutive securities would have been anti-dilutive.
	As of March 31, 2015, there were total shares of 35,148,622 issuable upon conversion of notes payable, exercise of warrants and options that were not included in the earnings per share calculation as they were anti-dilutive.

Convertible_Notes_Payable_Tabl

Convertible Notes Payable (Tables)	6 Months Ended
	Mar. 31, 2015
Debt Disclosure [Abstract]
Convertible notes payable	8.00% notes payable, due August 22, 2012, convertible to common stock at $.50 per share, interest payments are due at maturity, unsecured	$	5,000

Notes_Payable_to_Former_Office1

Notes Payable to Former Officer (Tables)	6 Months Ended
	Mar. 31, 2015
Debt Disclosure [Abstract]
Notes payable to former officer	0.27% note payable, due August 1, 2016, interest due at maturity, unsecured	$	47,500
	Less current portion		(23,750	)
		$	23,750

Convertible_Notes_Payable_to_R1

Convertible Notes Payable to Related Parties (Tables)	6 Months Ended
	Mar. 31, 2015
Convertible Notes Payable To Related Parties Tables
Convertible notes payable to related parties	12% note payable to significant shareholder, net of unamortized debt discount of $933,150, due September 30, 2015, convertible to common stock at $.10 per share, interest payments are due monthly.  Debt is secured by substantially all of the assets of the Company	$	2,124,850
	8.00 % note payable to advisory board member, due August 26, 2012, convertible to common stock at $.50 per share, interest payments are due at maturity, unsecured		20,000
		$	2,144,850

Stockholders_Deficit_Tables

Stockholders' Deficit (Tables)	6 Months Ended
	Mar. 31, 2015
Equity [Abstract]
Balance of warrants outstanding for purchase of Company's common stock		Common Shares	Exercise Price of Warrants	Date Issued	Expiration
		Issuable Upon			Date
		Exercise of Warrants
		20,000	$0.25	3/8/12	3/7/17
	Issued for financing expense
		40,000	$0.50	4/30/12	4/29/15
	Issued under a consultant settlement agreement
		125,464	$0.75	12/22/12	12/21/15
	Issued per distribution agreement
		140,000	$0.40	6/25/13	6/25/15
	Issued under a private placement memorandum
		120,000	$0.40	6/26/13	6/26/15
	Issued under a private placement memorandum
		172,028	$0.14	12/22/13	12/22/16
	Issued per distribution agreement
		25,000	$0.40	7/2/14	6/1/16
	Issued under a private placement memorandum
		50,000	$0.60	7/2/14	6/1/16
	Issued under a private placement memorandum
		25,000	$0.80	7/2/14	6/1/16
	Issued under a private placement memorandum
		145,510	$0.13	12/22/14	12/22/17
	Issued per distribution agreement
		863,002
	Balance of Warrants at March 31, 2015
Options outstanding		Common Shares	Exercise Price of Options	Date Issued	Expiration
		Issuable Upon			Date
		Exercise of Options
		775,000	$0.50	4/20/11	4/19/21
	Options granted to former officer & two former senior advisory board members
		500,000	$0.50	7/19/11	7/18/16
	Options granted to former employee and three consultants
		52,844	$0.25	4/30/12	4/29/22
	Options granted under a consultant agreement settlement
		150,000	$0.30	1/25/13	1/24/23
	Options granted to Board member
		1,550,000	$0.30	1/25/13	1/24/23
	Options granted to employee and two consultants
		250,000	$0.26	5/20/13	5/19/16
	Options granted to medical advisory board member
		250	$0.28	9/5/13	9/4/16
	Options granted to consultant
		500,000	$0.25	9/28/13	12/31/14
	Options issued for investment in Breathe Active, LLC
		500,000	$0.50	9/28/13	12/31/14
	Options issued for investment in Breathe Active, LLC
		150,000	$0.11	10/4/13	10/3/23
	Options granted to Board member
		433,333	$0.11	10/4/13	10/3/23
	Options granted to Officers
		150,000	$0.25	9/5/14	9/4/24
	Options granted to Board member
		633,333	$0.25	9/5/14	9/4/24
	Options granted to Officers and consultants
		5,894,510
	Balance of Options at March 31, 2015

Summary_of_Significant_Account2

Summary of Significant Accounting Policies and Use of Estimates (Details Narrative)	6 Months Ended
	Mar. 31, 2015
Accounting Policies [Abstract]
Anti-dilutive shares issuable not included in earnings per share calculation	35,148,622

Convertible_Notes_Payable_Conv

Convertible Notes Payable - Convertible notes payable (Details) (Convertible Notes Payable A, USD $)	6 Months Ended
	Mar. 31, 2015
Convertible Notes Payable A
Notes payable, amount	$5,000
Notes payable, interest rate	8.00%
Notes payable, due date	22-Aug-12
Notes payable, conversion to common stock price per share	$0.50

Notes_Payable_to_Former_Office2

Notes Payable to Former Officer - Notes payable to former officer (Details) (USD $)	6 Months Ended
	Mar. 31, 2015	Sep. 30, 2014
Notes payable to former officer, amount	$23,750	$47,500
Notes payable to former officer
Notes payable to former officer, amount	47,500
Notes payable to former officer, interest rate	0.27%
Notes payable to former officer, due date	1-Aug-16
Less Current Portion
Notes payable to former officer, amount	-23,750
Balance
Notes payable to former officer, amount	$23,750

Notes_Payable_to_Former_Office3

Notes Payable to Former Officer (Details Narrative) (Interest rate information)	0 Months Ended
	Dec. 05, 2013
Interest rate information
Notes payable to former officer, original interest rate	2.00%
Notes payable to former officer, reduced interest rate	0.27%

Convertible_Notes_Payable_to_R2

Convertible Notes Payable to Related Parties - Convertible notes payable to related parties (Details) (USD $)	6 Months Ended
	Mar. 31, 2015
Convertible notes payable to related parties A
Note payable, amount	$2,124,850
Note payable, interest rate	12.00%
Unamortized debt discount	933,150
Note payable, due date	30-Sep-15
Note payable, conversion to common stock price per share	$0.10
Convertible notes payable to related parties B
Note payable, amount	20,000
Note payable, interest rate	8.00%
Note payable, due date	26-Aug-12
Note payable, conversion to common stock price per share	$0.50
Convertible notes payable to related parties Total
Note payable, amount	$2,144,850

Convertible_Notes_Payable_to_R3

Convertible Notes Payable to Related Parties (Details Narrative) (USD $)	Mar. 31, 2015
Debt Disclosure [Abstract]
Ninth allonge to convertible secured bridge note with Stockbridge, maximum line of credit	$3,206,000
Ninth allonge to convertible secured bridge note with Stockbridge, current borrowed portion	$3,058,000

Related_Party_Transactions_Det

Related Party Transactions (Details Narrative) (USD $)	6 Months Ended
	Mar. 31, 2015
Related Party Transactions [Abstract]
Amount borrowed against convertible secured note with Stockbridge	$350,000

Commitments_and_Contingencies_

Commitments and Contingencies (Details Narrative) (USD $)	0 Months Ended		6 Months Ended	11 Months Ended	15 Months Ended
	Oct. 13, 2014	Dec. 23, 2011	Oct. 07, 2015	Mar. 31, 2015	Mar. 31, 2015	Aug. 26, 2012	Aug. 22, 2012
Distribution Agreement
Expiration of common stock warrants made available for issuance by agreement		3 years
Amount of common stock available for purchase, percentage of total products purchased by distributor at invoice price against previous year's purchase of paid invoices		15.00%
Defaults on Convertible Notes Payable
Default on convertible note payable							$5,000
Default on convertible note payable to a related party						20,000
License Agreement with Eastar Industries, Co.
Sales license term					5 years
Royalty to Company, percentage of gross profits generated by sales of products in China					18.00%
Percentage of joint venture company established with Eastar owned by Company					18.00%
Product Development Agreement with Dan Pool or Designer Products
Monthly development fee				5,000
Monthly royalty paid, percentage of net sales				5.00%
Lawsuits
Settlement agreement with former officer			$30,000
Consulting Agreement
Shares issued as compensation for services	250,000

Stockholders_Deficit_Balance_o

Stockholders' Deficit - Balance of warrants outstanding for purchase of Company's common stock (Details) (USD $)	6 Months Ended
	Mar. 31, 2015
Issued for financing expense
Common shares issued upon exercise of warrants	20,000
Exercise price of warrants	$0.25
Date issued	8-Mar-12
Expiration date	7-Mar-17
Issued under a consultant settlement agreement
Common shares issued upon exercise of warrants	40,000
Exercise price of warrants	$0.50
Date issued	30-Apr-12
Expiration date	29-Apr-15
Issued per distribution agreement (a)
Common shares issued upon exercise of warrants	125,464
Exercise price of warrants	$0.75
Date issued	22-Dec-12
Expiration date	21-Dec-15
Issued under a private placement memorandum (a)
Common shares issued upon exercise of warrants	140,000
Exercise price of warrants	$0.40
Date issued	25-Jun-13
Expiration date	25-Jun-15
Issued under a private placement memorandum (b)
Common shares issued upon exercise of warrants	120,000
Exercise price of warrants	$0.40
Date issued	26-Jun-13
Expiration date	26-Jun-15
Issued per distribution agreement (b)
Common shares issued upon exercise of warrants	172,028
Exercise price of warrants	$0.14
Date issued	22-Dec-13
Expiration date	22-Dec-16
Issued under a private placement memorandum (c)
Common shares issued upon exercise of warrants	25,000
Exercise price of warrants	$0.40
Date issued	2-Jul-14
Expiration date	1-Jun-16
Issued under a private placement memorandum (d)
Common shares issued upon exercise of warrants	50,000
Exercise price of warrants	$0.60
Date issued	2-Jul-14
Expiration date	1-Jun-16
Issued under a private placement memorandum (e)
Common shares issued upon exercise of warrants	25,000
Exercise price of warrants	$0.80
Date issued	2-Jul-14
Expiration date	1-Jun-16
Issued per distribution agreement (c)
Common shares issued upon exercise of warrants	145,510
Exercise price of warrants	$0.13
Date issued	22-Dec-14
Expiration date	22-Dec-17
Balance of Warrants
Common shares issued upon exercise of warrants	863,002

Stockholders_Deficit_Options_o

Stockholders' Deficit - Options outstanding (Details) (USD $)	6 Months Ended
	Mar. 31, 2015
Options granted to former officer & two former senior advisory board members
Common shares issuable upon exercise of options	775,000
Exercise price of options	$0.50
Date issued	20-Apr-11
Expiration date	19-Apr-21
Options granted to former employee and three consultants
Common shares issuable upon exercise of options	500,000
Exercise price of options	$0.50
Date issued	19-Jul-11
Expiration date	18-Jul-16
Options granted under consultant settlement agreement
Common shares issuable upon exercise of options	52,844
Exercise price of options	$0.25
Date issued	30-Apr-12
Expiration date	29-Apr-22
Options granted to Board member (a)
Common shares issuable upon exercise of options	150,000
Exercise price of options	$0.30
Date issued	25-Jan-13
Expiration date	24-Jan-23
Options granted to employee and two consultants
Common shares issuable upon exercise of options	1,550,000
Exercise price of options	$0.30
Date issued	25-Jan-13
Expiration date	24-Jan-23
Options granted to medical advisory board member
Common shares issuable upon exercise of options	250,000
Exercise price of options	$0.26
Date issued	20-May-13
Expiration date	19-May-16
Options granted to consultant
Common shares issuable upon exercise of options	250,000
Exercise price of options	$0.28
Date issued	5-Sep-13
Expiration date	4-Sep-16
Options issued for investment in Breathe Active, LLC (a)
Common shares issuable upon exercise of options	500,000
Exercise price of options	$0.25
Date issued	28-Sep-13
Expiration date	31-Dec-14
Options issued for investment in Breathe Active, LLC (b)
Common shares issuable upon exercise of options	500,000
Exercise price of options	$0.50
Date issued	28-Sep-13
Expiration date	31-Dec-14
Options granted to Board member (b)
Common shares issuable upon exercise of options	150,000
Exercise price of options	$0.11
Date issued	4-Oct-13
Expiration date	3-Oct-23
Options granted to Officers
Common shares issuable upon exercise of options	433,333
Exercise price of options	$0.11
Date issued	4-Oct-13
Expiration date	3-Oct-23
Options granted to Board member (c)
Common shares issuable upon exercise of options	150,000
Exercise price of options	$0.25
Date issued	5-Sep-14
Expiration date	4-Sep-24
Options granted to Officers and consultants
Common shares issuable upon exercise of options	633,333
Exercise price of options	$0.25
Date issued	5-Sep-14
Expiration date	4-Sep-24
Balance of Options
Common shares issuable upon exercise of options	5,894,510

Stockholders_Deficit_Common_St

Stockholders' Deficit - Common Stock (Details Narrative) (USD $)	0 Months Ended	6 Months Ended
	Mar. 24, 2015	Mar. 31, 2015	Jan. 28, 2015	Nov. 20, 2014
Equity [Abstract]
Shares issued in payment of interest on Stockbridge convertible note\		3,473,040
Shares issued for payment of consulting services			82,051	322,250
Consulting services shares valued under average closing price of previous quarter				72,250
Previous quarter average closing price			$0.15	$0.17
Consulting services shares valued at closing price on date of agreement				250,000
Sale of stock, funds received	$40,000
Sale of stock, shares	200,000
Sale of stock, subscription agreement total	$50,000

Stockholders_Deficit_Stock_Opt

Stockholders' Deficit - Stock Options (Details Narrative) (USD $)	6 Months Ended
	Mar. 31, 2015
Stockholders Deficit - Stock Options Details Narrative
Expenses for pro-rata vesting of stock-based compensation	$32,104
Balance of unrecognized compensation cost related to non-vested stock-based compensation to be expensed in future periods	$69,170

Significant_Customer_Details_N

Significant Customer (Details Narrative) (USD $)	6 Months Ended
	Mar. 31, 2015
Significant Customer Details Narrative
Percentage of Company's revenues from one customer	83.00%
Accounts receivable from one customer	$0

Subsequent_Events_Details_Narr

Subsequent Events (Details Narrative) (USD $)	0 Months Ended
	Mar. 24, 2015	Apr. 28, 2015	Apr. 02, 2015
Subscription agreement, amount	$50,000
Issued as payment for interest on loans to Company
Restricted common stock issued, shares		629,987
Restricted common stock issued, cost basis per share		$0.05
Issued to one holder as compensation for services rendered
Restricted common stock issued, shares		93,970
Restricted common stock issued, cost basis per share		$0.13
Issued per a subscription agreement
Restricted common stock issued, shares		250,000
Subscription agreement, amount		$50,000
Gerdz Investments Limited Partnership, RLLP
Options canceled per Cancellation Agreement			200,000
Options canceled per Cancellation Agreement, exercise price			$0.50
Options issued			200,000
Options issued, exercise price			$0.10
Options issued, expiration date			2-Apr-15