Rowl 10-K/A 5 Nov 13 2012 FY Annual report (amended) Financial data

Document_and_Entity_Informatio

Document and Entity Information (USD $)	12 Months Ended
	Dec. 31, 2012	Apr. 15, 2013	Jun. 30, 2012
Document and Entity Information [Abstract]	'	'	'
Entity Registrant Name	'OverNear, Inc.	'	'
Entity Central Index Key	'0001500904	'	'
Amendment Flag	'true	'	'
Amendment Description	'	'	'
	The purpose of this Amendment No. 1 to the Annual Report on Form 10-K for the year ended December 31, 2012 (the “Amendment No. 1”), as filed with the Securities and Exchange Commission on April 16, 2013 (the “Original Report”), is to update the financial statements filed in the Original Report to clarify that OverNear, Inc. (the “Registrant”) is a development stage company; to include statement of operations, statement of stockholders’ equity and cash flow information for the Registrant for the period from inception (July 22, 2010) through December 31, 2012; to include an updated auditor’s report and updated footnotes with disclosures, where applicable, for the period from inception (July 22, 2010) through December 31, 2012 (the “Updated Financial Information”); and to include updated XBRL exhibits reflecting such Updated Financial Information.   The financial statements included herein also include changes to conform the disclosures to the financial statements for the years ended December 31, 2012 and 2011 included in our Pre-Effective Amendment No. 2 to Registration Statement on Form S-1, to be filed with the Securities and Exchange Commission shortly after this filing.
	This Amendment No. 1 does not affect any other portion of the Original Report. Additionally, this Amendment No. 1 does not reflect any event occurring after April 16, 2013, the original filing date of the Original Report. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Report and with other filings made by the Registrant with the Securities and Exchange Commission subsequent to the filing of the Original Report.
Current Fiscal Year End Date	'--12-31	'	'
Document Type	'10-K/A	'	'
Document Period End Date	31-Dec-12	'	'
Document Fiscal Period Focus	'FY	'	'
Document Fiscal Year Focus	'2012	'	'
Entity Well-Known Seasoned Issuer	'No	'	'
Entity Voluntary Filers	'No	'	'
Entity Current Reporting Status	'Yes	'	'
Entity Filer Category	'Smaller Reporting Company	'	'
Entity Public Float	'	'	$0
Entity Common Stock, Shares Outstanding	'	54,933,208	'

Balance_Sheets

Balance Sheets (USD $)	Dec. 31, 2012	Dec. 31, 2011
Current Assets	'	'
Cash	$150,159	$181,995
Prepaid expenses	14,387	51,975
Total Current Assets	164,546	233,970
Furniture and equipment, net	20,238	11,993
Software development in progress	499,089	133,068
Other assets	53,510	3,145
TOTAL ASSETS	737,383	382,176
Current Liabilities	'	'
Accounts payable	342,154	265,398
Accrued expenses	79,672	138,359
Current portion of legal settlement payable	75,000	75,000
Total Current Liabilities	496,826	478,757
Long-term portion of legal settlement payable	75,000	150,000
Total Liabilities	571,826	628,757
Commitments	'	'
Stockholders' Equity (Deficit)	'	'
Common stock, $0.001 par value; 150,000,000 shares authorized; 53,733,208 and 46,619,962 shares issued and outstanding at December 31, 2012 and 2011, respectively	53,733	46,620
Preferred stock, $0.001 par value; 50,000,000 shares authorized, 3,210,000 and none Series A convertible preferred shares issued and outstanding at December 31, 2012 and 2011, respectively	3,210	'
Paid-in capital	4,166,548	1,847,339
Series A convertible preferred stock subscriptions receivable	-152,500	'
Accumulated deficit in the development stage	-3,905,434	-2,140,540
Total Stockholders' Equity (Deficit)	165,557	-246,581
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$737,383	$382,176

Balance_Sheets_Parenthetical

Balance Sheets (Parenthetical) (USD $)	Dec. 31, 2012	Dec. 31, 2011
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares authorized	50,000,000	50,000,000
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	53,733,208	46,619,962
Common stock, shares outstanding	53,733,208	46,619,962
Series A convertible preferred stock subscriptions receivable	'	'
Preferred stock, shares authorized	18,000,000	'
Preferred stock, shares issued	3,210,000	'
Preferred Stock, Shares Outstanding	3,210,000	'

Statements_of_Operations

Statements of Operations (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Statements Of Operations [Abstract]	'	'	'
Sales	'	'	$89
Cost of Sales	'	'	17
Gross Profit	'	'	72
Selling, General and Administrative Expenses	1,773,099	1,362,450	3,999,892
Impairment of production costs, prepaid royalties and inventory	'	110,992	110,992
Operating Loss	-1,773,099	-1,473,442	4,110,812
Other Income (Expense)	'	'	'
Interest	-1,842	-8,454	-14,764
Gain on Forgiveness of Debt	10,847	237,895	248,742
Other	'	'	-27,000
Total Other Income (Expense)	9,005	229,441	206,978
Loss before Income Taxes	-1,764,094	-1,244,001	-3,903,834
Provision for Income Taxes	800	800	1,600
Net Loss	($1,764,894)	($1,244,801)	($3,905,434)
Loss Per Share-Basic and Diluted	($0.03)	($0.03)	($0.10)
Weighted Average Number of Shares	51,660,735	36,278,475	38,990,506

Statement_of_Stockholders_Defi

Statement of Stockholders' Deficit (USD $)	Total	Preferred Stock	Common Stock	Paid-in Capital	Accumulated Deficit in the Development Stage	Series A Convertible Preferred Stock Subscription Receivable
Beginning Balance, Shares at Jul. 21, 2010	'	'	'	'	'	'
Excess of liabilities assumed over assets transferred from uKarma	($169,194)	'	'	($169,194)	'	'
Issuance of common stock to uKarma	10,559	'	10,559	'	'	'
Issuance of common stock to uKarma, Shares	'	'	10,558,896	'	'	'
Additional capital contributed	27,000	'	'	27,000	'	'
Stock based compensation	105,000	'	'	105,000	'	'
Issuance of common stock for services	267,500	'	10,700	256,800	'	'
Issuance of common stock for services, Shares	'	'	10,700,000	'	'	'
Net Loss	-895,739	'	'	'	-895,739	'
Balance at Dec. 31, 2010	-654,874	'	21,259	219,606	-895,739	'
Balance, Shares at Dec. 31, 2010	'	'	21,258,896	'	'	'
Stock based compensation	210,000	'	'	210,000	'	'
Private placement of common stock	794,475	'	10,100	784,375	'	'
Private placement of common stock, Shares	'	'	10,100,000	'	'	'
Fair value of warrants issued in connection with private placement	176,525	'	'	176,525	'	'
Fair value of warrants issued in connection with software development	24,923	'	'	24,923	'	'
Issuance of common stock in lieu of officer compensation	100,000	'	4,000	96,000	'	'
Issuance of common stock in lieu of officer compensation, Shares	'	'	4,000,000	'	'	'
Issuance of common stock for professional services	108,344	'	2,439	105,905	'	'
Issuance of common stock for professional services, Shares	'	'	2,438,747	'	'	'
Issuance of common stock in lieu of officers deferred compensation	185,425	'	7,417	178,008	'	'
Issuance of common stock in lieu of officers deferred compensation, Shares	'	'	7,416,987	'	'	'
Issuance of common stock in payment of settlement of accounts payable	53,402	'	1,405	51,997	'	'
Issuance of common stock in payment of settlement of accounts payable, Shares	'	'	1,405,332	'	'	'
Net Loss	-1,244,801	'	'	'	-1,244,801	'
Balance at Dec. 31, 2011	-246,581	'	46,620	1,847,339	-2,140,540	'
Balance, Shares at Dec. 31, 2011	'	'	46,619,962	'	'	'
Stock based compensation	260,225	'	'	260,225	'	'
Issuance of common stock for services	314,810	'	1,485	313,325	'	'
Issuance of common stock for services, Shares	'	'	1,485,246	'	'	'
Private placement of common stock	861,102	'	5,588	855,514	'	'
Private placement of common stock, Shares	'	'	5,588,000	'	'	'
Fair value of warrants issued in connection with private placement of common stock	160,898	'	'	160,898	'	'
Private placement of Series A convertible preferred stock	657,835	3,210	'	654,625	'	'
Private placement of series A convertible preferred stock, Shares	'	3,210,000	'	'	'	'
Fair value of warrants issued in connection with private placement of Series A convertible preferred stock	135,141	'	'	135,141	'	'
Fair value of warrants issued to placement agent in connection with private placement of Series A convertible preferred stock	9,524	'	'	9,524	'	'
Subscriptions receivable Series A convertible preferred stock	-152,500	'	'	'	'	-152,500
Offering cost - Series A convertible preferred stock	-82,100	'	'	-82,100	'	'
Fair value of warrants issued in connection with consulting services	5,825	'	'	5,825	'	'
Fair value of warrants issued in connection with software development agreement	2,272	'	'	2,272	'	'
Issuance of common stock in payment of settlement of accounts payable	4,000	'	40	3,960	'	'
Issuance of common stock in payment of settlement of accounts payable, Shares	'	'	40,000	'	'	'
Net Loss	-1,764,894	'	'	'	-1,764,894	'
Balance at Dec. 31, 2012	$165,557	$3,210	$53,733	$4,166,548	($3,905,434)	($152,500)
Balance, Shares at Dec. 31, 2012	'	3,210,000	53,733,208	'	'	'

Statement_of_Cash_Flows

Statement of Cash Flows (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Cash Flow from Operating Activities:	'	'	'
Net loss	($1,764,894)	($1,244,801)	($3,905,434)
Adjustment to reconcile net loss to net cash used in operating activities:	'	'	'
Depreciation	6,274	4,377	12,241
Amortization of production costs	'	123,817	172,268
Issuance of common stock for consulting services	314,810	68,969	513,779
Issuance of stock warrants for consulting services	5,825	'	5,825
Issuance of stock in lieu of officer compensation	'	100,000	100,000
Stock based compensation	260,225	210,000	575,225
Gain on forgiveness of debt	-10,847	-237,895	-248,742
Impairment of production costs, prepaid royalties and inventory	'	110,992	110,992
(Increase) Decrease in operating assets:	'	'	'
Prepaid expenses	37,587	-12,600	59,815
Deposit	-2,107	-1,650	-3,757
Increase (Decrease) in operating liabilities:	'	'	'
Legal settlement payable	-75,000	-50,000	150,000
Accounts payable	87,603	-16,519	190,368
Accrued expenses	-58,687	287,863	366,805
Net Cash used in Operating Activities	-1,199,211	-657,447	-1,900,615
Cash Flows from Investing Activities:	'	'	'
Due to stockholder	'	-125	'
Purchase of furniture and equipment	-14,519	-3,487	-17,349
Software development in progress	-363,749	-108,145	-471,894
Cash acquired from uKarma	'	'	6,476
Acquisition of patents and trademark	-44,257	-1,300	-45,557
Net Cash Used in Investing Activities	-422,525	-113,057	-528,324
Cash Flow from Financing Activities:	'	'	'
Repayment of notes payable, unrelated parties	'	-8,802	-8,802
Repayments of notes payable, stockholder	'	-10,099	'
Additional capital contributed	'	'	27,000
Proceeds from private placement of common stock	1,022,000	971,000	1,993,000
Proceeds from private placement of Series A convertible preferred stock, net of offering costs	567,900	'	567,900
Net Cash Provided by Financing Activities	1,589,900	952,099	2,579,098
Net (Decrease) Increase in Cash	-31,836	181,595	150,159
Cash Balance at Beginning of Period	181,995	400	'
Cash Balance at End of Period	150,159	181,995	150,159
Supplemental Disclosures:	'	'	'
Interest Paid	1,842	9,335	15,645
Taxes Paid	1,600	'	2,400
Assets and liabilities acquired:	'	'	'
Cash	'	'	6,476
Prepayment and other assets	'	'	92,320
Inventory	'	'	18,108
Property and equipment, net	'	'	15,131
Production costs, net	'	'	207,854
Accounts payable and accrued expenses	'	'	-489,963
Notes payable	'	'	-8,561
Total assets and liabilities acquired	'	'	-158,635
Purchase consideration	'	'	'
Common stock issued by OverNear, Inc.	'	'	10,559
Excess of liabilities over assets acquired charged to paid-in capital	'	'	-169,194
Total assets and liabilities acquired	'	'	-158,635
Non cash activities	'	'	'
Issuance of common stock in payment of settlement of accounts payable (in shares)	40,000	1,405,332	'
Issuance of common stock in payment of settlement of accounts payable	4,000	53,402	'
Warrants issued for software development (shares)	125,000	276,000	'
Warrants issued for software development	2,272	24,923	'
Issuance of common stock in lieu of settlement of deferred compensation (in shares)	'	7,416,987	'
Issuance of common stock in lieu of settlement of deferred compensation	'	185,425	'
Issuance of common stock in payment for consulting services (in shares)	'	1,050,000	'
Issuance of common stock in payment for consulting services	'	$52,500	'

Nature_of_Operations

Nature of Operations	12 Months Ended
	Dec. 31, 2012
Nature Of Operations [Abstract]	'
NATURE OF OPERATIONS	'
	NOTE 1 – NATURE OF OPERATIONS
	OverNear, Inc. (“the Company”) was incorporated on July 22, 2010 in the State of Nevada as Awesome Living, Inc. On June 20, 2011, the name of the corporation was changed to be OverNear, Inc. The Company’s headquarters are located in Beverly Hills, California.
	The Company is in the process of developing and marketing a location-based social networking and mobile advertising platform, a beta version of which was released for use by the general public in January 2013.
	On August 9, 2010, the Company entered into a Contribution Agreement (“the Agreement”) with uKarma Corporation (“uKarma”) to acquire all of the assets and assume liabilities of uKarma. Pursuant to the terms of the Agreement, the Company issued 10,558,896 shares of its common stock at par value to uKarma as consideration for the acquired assets and assumed liabilities. Upon transfer of the assets and liabilities, the Company continued uKarma’s operations.
	The Company’s predecessor business developed and marketed a proprietary branded fitness DVD series that targets individuals who seek to enrich their physical, spiritual, and mental wellness. Through infomercials and other marketing initiatives, the predecessor launched its products. The Company plans to monetize the fitness DVD series assets by either selling or licensing the intellectual property and associated products. However, the Company is not certain about achieving success in this line of business.

Summary_of_Significant_Account

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2012
Summary Of Significant Accounting Policies [Abstract]	'
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	'
	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Development Stage Enterprise. The Company is a development stage company as defined in Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 915, “Development Stage Entities”. The Company is devoting substantially all of its present efforts to design and develop a location-based social networking and mobile advertising platform and its planned principal operations have not yet commenced.  The Company has not generated any significant revenues from operations and has no assurance of any future revenues. All losses accumulated since July 22, 2010, have been considered as part of the Company’s development stage activities.
	Use of Estimates: The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that directly affect the results of reported assets, liabilities, revenue, and expenses. Actual results could differ from these estimates.
	Revenue Recognition: The Company generally recognizes product revenue when persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable, and collectability is probable. There was no revenue during each of the years ended December 31, 2012 and 2011.
	Furniture and Equipment: Furniture and equipment are stated at cost. Depreciation is computed on the straight-line method based on the estimated useful lives of the assets, generally 5 to 7 years. Maintenance and repairs are charged to expense as incurred; major renewals and betterments that extend the useful lives of property and equipment are capitalized. When property and equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is recognized.
	Software Development Costs: Research and development costs are charged to expense as incurred. However, the costs incurred for the development of computer software that will be sold, leased, or otherwise marketed are capitalized when technological feasibility has been established. These capitalized costs are subject to an ongoing assessment of recoverability based on anticipated future revenues and changes in hardware and software technologies. Amortization of capitalized software development costs begins when the product is available for general release to customers and revenues are generated. Amortization is computed as the ratio of current gross revenues for a product to the total of current and anticipated future gross revenues for the product. As of December 31, 2012 and 2011, the Company had capitalized software development costs of $499,089 and $133,068, respectively, for the development of a location-based social networking application.
	Impairment of long-lived assets: The long-lived assets held and used by the Company are reviewed for impairment no less frequently than annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the event that facts and circumstances indicate that the cost of any long-lived assets may be impaired, an evaluation of recoverability is performed. Due to the uncertainty regarding the Company’s ability to monetize the fitness DVD series inherited from its former parent uKarma, management determined that the related remaining production costs, prepaid royalties, and inventory were impaired and recorded an impairment loss of $110,992 for the year ended December 31, 2011. There was no impairment loss during the year ended December 31, 2012.
	Patents and trademark: Patents and trademarks are recorded at cost. Amortization is computed using the straight-line method over the estimated useful lives of the assets once they are awarded. Patents have not yet been awarded.
	Fair value of financial instruments: All financial instruments are carried at amounts that approximate estimated fair value.
	Income Taxes: The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740 “Income Taxes” (“FASB ASC 740”).  Deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reported amounts at each period end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. At December 31, 2012 and 2011, the Company has established a full reserve against all deferred tax assets.
	FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions.  A tax benefit from an uncertain position is recognized only if it is “more likely than not” that the position is sustainable upon examination by the relevant taxing authority based on its technical merit.
	Net Loss Per Share: The Company applies FASB ASC 260, “Earnings per Share.” Basic earnings (loss) per share are computed by dividing earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods for which no common share equivalents are included because their effect would be anti-dilutive.
	Stock Based Compensation: The Company applies FASB ASC 718, “Stock Compensation,” when recording stock based compensation. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option valuation model. Generally, all options granted expire ten years from the date of grant. Compensation expense in the amount of $260,225, $210,000 and $575,225, related to stock option grants were recognized for each of the years ended December 31, 2012 and 2011, and for the period from inception (July 22, 2010) to December 31, 2012, respectively.
	The Company accounts for stock issued to non-employees in accordance with the provisions of FASB ASC 505-50 “Equity Based Payments to Non-Employees.” FASB ASC 505-50 states that equity instruments that are issued in exchange for the receipt of goods or services should be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date occurs as of the earlier of (a) the date at which a performance commitment is reached or (b) absent a performance commitment, the date at which the performance necessary to earn the equity instruments is complete (that is, the vesting date).
	New Accounting Pronouncements: Management does not believe that any recently issued, but not yet effective, accounting standards, if adopted, will have a material effect on the financial statements.

Going_Concern

Going Concern	12 Months Ended
	Dec. 31, 2012
Going Concern [Abstract]	'
GOING CONCERN	'
	NOTE 3 – GOING CONCERN
	The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. In the near term, the Company expects operating costs to continue to exceed funds generated from operations. As a result, the Company expects to continue to incur operating losses, and the operations in the near future are expected to continue to use working capital.
	Management of the Company is actively seeking financing to continue the development of its location-based mobile platform and market its product and service. The ability of the Company to continue as a going concern is dependent on its ability to meet its financing arrangements and the success of its future operations. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The report from the Company’s independent registered public accounting firm states that there is substantial doubt about the Company’s ability to continue as a going concern.

Prepaid_Expenses

Prepaid Expenses	12 Months Ended
	Dec. 31, 2012
Prepaid Expenses [Abstract]	'
PREPAID EXPENSES	'
	NOTE 4 – PREPAID EXPENSES
	Prepaid expenses consisted of the following:
		December 31,
		2012		2011
	Consulting and Professional Fees	$	14,387	$	45,375
	Rent and Other		-		6,600
	Total Prepaid Expenses	$	14,387	$	51,975

Furniture_and_Equipment

Furniture and Equipment	12 Months Ended
	Dec. 31, 2012
Furniture and Equipment [Abstract]	'
FURNITURE AND EQUIPMENT	'
	NOTE 5 – FURNITURE AND EQUIPMENT
	Furniture and Equipment consisted of the following:
		December 31,
		2012			2011
	Furniture and Equipment	$	32,479		$	17,960
	Accumulated Depreciation		(12,241	)		(5,967	)
	Furniture and Equipment, net	$	20,238		$	11,993

Accrued_Expenses

Accrued Expenses	12 Months Ended
	Dec. 31, 2012
Accrued Expenses [Abstract]	'
ACCRUED EXPENSES	'
	NOTE 6 – ACCRUED EXPENSES
	Accrued expenses consisted of the following:
		December 31,
		2012		2011
	Accrued Salaries and related expenses	$	47,519	$	125,801
	Accrued Income Tax		1,600		2,400
	Accrued Professional Fees		30,553		10,158
	Total Accrued Liabilities	$	79,672	$	138,359

Settlement_Payable

Settlement Payable	12 Months Ended
	Dec. 31, 2012
Settlement Payable [Abstract]	'
SETTLEMENT PAYABLE	'
	NOTE 7 – SETTLEMENT PAYABLE
	In November 2011, the Company settled a legal dispute for the total amount of $275,000, of which $50,000 was paid on December 15, 2011 with the remainder payable in monthly installments of $6,250 through December 7, 2014.
	Total settlement payable, as of December 31, 2012	$	150,000
	Current portion of settlement payable		75,000
	Settlement payable, net of current portion	$	75,000
	The following schedule represents maturities of the settlement payable for the years ending December 31,
	2013	$	75,000
	2014		75,000
		$	150,000

Provision_for_Income_Taxes

Provision for Income Taxes	12 Months Ended
	Dec. 31, 2012
Provision For Income Taxes [Abstract]	'
PROVISION FOR INCOME TAXES	'
	NOTE 8 – PROVISION FOR INCOME TAXES
	Income taxes (benefit) consisted of the following:
		Year Ended December 31,
		2012			2011
	Current:
	Federal	$	-		$	-
	State		800			800
	Deferred:
	Federal		(477,000	)		(221,000	)
	State		(136,000	)		(94,000	)
			(613,000	)		(315,000	)
	Valuation allowance		613,000			315,000
			-			-
		$	800		$	800
	Income taxes are disproportionate to income due to net operating loss carryforwards, which are fully reserved. As of the balance sheet date, the Company has federal and state net operating loss carryforwards of approximately $3,500,000 each, which will begin to expire in 2032 and 2022, respectively.  The tax benefit of such net operating losses is recorded as an asset to the extent management assesses the utilization of such net operating losses to be more likely than not.  Based upon the Company’s short term historical operating performance, the Company has established a valuation allowance for any income tax benefit recorded for its net operating loss carryforwards.
	The following is a summary of the significant components of the Company’s net deferred income tax assets and liabilities as of December 31, 2012 and 2011:
		Year Ended December 31,
		2012			2011
	Current deferred income tax assets:
	Accrued officers’ salaries	$	8,000		$	48,000
	Other		11,000			8,000
	Less valuation allowance		(19,000	)		(56,000	)
	Net current deferred tax assets	$	-		$	-
	Non-current deferred income tax assets and liabilities:
	Net operating loss carryforwards	$	1,398,000		$	628,000
	Stock based compensation		20,000			-
	Other		7,000			-
	Accumulated depreciation of furniture and equipment		(201,000	)		(54,000	)
	Less valuation allowance		(1,224,000	)		(574,000	)
	Net non-current deferred tax assets	$	-		$	-
	The Company has applied the provision of FASB ASC 740, “Income Tax” which clarifies the accounting for uncertainty in tax positions. FASB ASC 740 requires the recognition of the impact of a tax position in the financial statements if that position is more likely than not of being sustained on a tax return upon examination by the relevant taxing authority, based on the technical merits of the position.  At December 31, 2012 and 2011, the Company had no unrecognized tax benefits.
	The Company recognizes interest and penalties related to income tax matters in interest expense and operating expenses, respectively. As of December 31, 2012 and 2011, the Company has no accrued interest and penalties related to uncertain tax positions.
	The Company is subject to tax in the United States (“U.S.”) and files tax returns in the U.S. Federal jurisdiction and California state jurisdiction.  The Company currently is not under examination by any tax authority.
	The reconciliation between the statutory income tax rate and the effective tax rate is as follows:
	Statutory federal income tax rate		(34.0	)%
	States taxes		(5.8	)
	Stock based compensation		4.7
	Other		0.4
	Valuation reserve for income taxes		34.7
			-	%

Stockholders_Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2012
Stockholders' Equity [Abstract]	'
STOCKHOLDERS' EQUITY	'
	NOTE 9 – STOCKHOLDERS’ EQUITY
	Common Stock
	During the year ended December 31, 2012, stockholders’ equity consisted of the following transactions: (1) the issuance to an investor in a private placement, in consideration of $250,000, of an aggregate 2,500,000 shares of the Company’s common stock in conjunction with the sale of units consisting of common stock and warrants which had a value of $0.10 per unit, (2) the issuance to investors in a private placement, in consideration of $772,000, of an aggregate 3,088,000 shares of the Company’s common stock in conjunction with the sale of units consisting of common stock and warrants which had a value of $0.25 per unit, (3) the issuance of warrants to purchase 5,588,000 shares of the Company’s common stock in connection with the private placement, the fair value of which was determined to be $160,898, (4) the issuance of an aggregate 1,485,246 shares of the Company’s common stock with a value of $314,810 for consulting services, (5) the issuance of 40,000 shares of the Company’s common stock with a value of $4,000 in payment of settlement of accounts payable, (6) the issuance of 700,000 warrants with a value of $5,825 for consulting services for the year ended December 31, 2012, (7) the issuance of 125,000 warrants with a value of $2,272 for software development during the year ended December 31, 2012.
	Preferred Stock
	The Company is authorized to issue 50,000,000 shares of preferred stock with a par value of $0.001 per share. The preferred stock may be issued in one or more series and the first series consisted of 18,000,000 shares and is designated as series A convertible preferred stock (“Series A Preferred Stock”). There were no other designated series of preferred stock as of December 31, 2012.
	The holders of Series A Preferred Stock are entitled to receive, if, when and as declared by the Board, dividends at an annual rate of 8% of the original purchase price of Series A Preferred Stock. No dividends were declared for the year ended December 31, 2012.
	In the event of any liquidation, dissolution or winding up of the Company, voluntary or involuntary, the holders of the Series A Preferred Stock are entitled to receive the amount of $0.50 per share.
	Each share of Series A Preferred Stock is convertible at the option of the holder at any time after the date of issuance into equal number of shares of common stock.
	Each share of Series A Preferred Stock issued and outstanding is entitled to the number of votes equal to the number of shares of common stock into which such share of Series A Preferred Stock could be converted.
	During the year ended December 31, 2012, the Company issued 26.75 units of Series A Preferred Stock at $30,000 per unit. Each unit consists of (1) 120,000 shares of Series A Preferred Stock, and (2) warrants to purchase 120,000 shares of Company’s common stock at an exercise price of $0.50 with immediate vesting and 5 years to exercise.  Total consideration from issuance of units amounted to $802,500, of which $152,500 was receivable at December 31, 2012 and is presented as an offset to equity in the accompanying balance sheet. The Company issued warrants to purchase 3,210,000 shares of the Company’s common stock in conjunction with the sale of units and the fair value of the warrants was determined to be $135,141.
	In connection with the sale of units, the Company issued warrants to its placement agent to purchase 156,000 shares of Company’s common stock.  The fair value of warrants was determined to be $9,524.
	In connection with the sale of units, the Company incurred offering cost of $82,100.

Net_Loss_Per_Share

Net Loss Per Share	12 Months Ended
	Dec. 31, 2012
Net Loss Per Share [Abstract]	'
NET LOSS PER SHARE	'
	NOTE 10 – NET LOSS PER SHARE
	The following table sets forth the computation of basic and diluted net loss per share:
		December 31,						For the Period from Inception (July 22, 2010) to December 31,
		2012			2011			2012
	Numerator:
	Net Loss	$	(1,764,894	)	$	(1,244,801	)	$	(3,905,434	)
	Denominator:
	Weighted Average of Common Shares		51,660,735			36,278,475			38,990,506
	Basic and Diluted Net Loss per Share	$	(0.03	)	$	(0.03	)	$	(0.10	)
	There were no dilutive securities as of December 31, 2012 and 2011.
	There were 36,705,000, 24,826,000 and 36,705,000 warrants and stock options that were excluded from the calculation of diluted net loss per share for the years ended December 31, 2012 and 2011, and for the period from inception (July 22, 2010) to December 31, 2012, respectively, because they were anti-dilutive.

2010_Stock_Option_Plan

2010 Stock Option Plan	12 Months Ended
	Dec. 31, 2012
Stock Option Plan [Abstract]	'
2010 STOCK OPTION PLAN	'
	NOTE 11 – 2010 STOCK OPTION PLAN
	During 2010, the Board of Directors approved and adopted the 2010 Stock Option, Deferred Stock and Restricted Stock Plan (the “Plan”) to provide for the issuance of non-qualified and/or incentive stock options to employees, officers, directors and consultants and other service providers. The Plan was subsequently amended on various dates. Generally, all options granted expire five to ten years from the date of grant. It is the policy of the Company to issue new shares for stock options exercised, rather than issue treasury shares. Options generally vest over ten years. Effective July 1, 2012, the total number of shares of common stock reserved for issuance was reduced to 15,000,000 shares, subject to annual increases of up to an amount equal to 15% of the outstanding fully-diluted shares of common stock of the Company and any such increase cannot be made until the fully-diluted shares of common stock outstanding exceeds 100,000,000 shares.
	On November 29, 2012, the Company entered into a consulting agreement and in consideration of the consulting services, the Company agreed to grant the consultant a non-qualified option to purchase 2,100,000 shares of the Company’s common stock at the exercise price of $0.10 per share. The option shall become exercisable at the rate of 300,000 shares upon execution of the agreement and 150,000 shares every three months, commencing on the date of the agreement. The options were valued at $301,350 using the Black-Scholes option pricing model. Amount of $50,225 relating to these options was expensed during the year ended December 31, 2012.
	The assumptions used in the Black-Scholes model are as follows:
			For the year ended December 31, 2012
	Risk-free interest rate			0.42	%
	Expected dividend yield			0	%
	Expected lives		3.5 years
	Expected volatility			70	%
	A summary of the status of stock options issued by the Company as of December 31, 2012 is presented in the following table:
			For the year ended 2012						For the year ended 2011
			Number of			Average			Number of			Average
			Shares			Price			Shares			Price
	Outstanding at the beginning of year			15,000,000		$	0.025			-			N/A
	Granted			2,100,000		$	0.1			15,000,000		$	0.025
	Exercised/Expired/Cancelled			-			N/A			-			N/A
	Outstanding at the end of period			17,100,000		$	0.034			15,000,000		$	0.025
	Exercisable at the end of period			7,800,000		$	0.028			1,500,000		$	0.025
	The following table sets forth additional information about stock options outstanding at December 31, 2012:
							Weighted
							Average			Weighted
		Range of					Remaining			Average
		Exercise		Options			Contractual			Exercise			Options
		Prices		Outstanding			Life			Price			Exercisable
		$ 0.025 - 0.1			17,100,000			7.32		$	0.034			7,800,000
	As of December 31, 2012, there was $776,125 of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the Plan. That cost is expected to be recognized over a weighted average period of 2.55 years.

Stock_Warrants

Stock Warrants	12 Months Ended
	Dec. 31, 2012
Stock Warrants [Abstract]	'
STOCK WARRANTS	'
	NOTE 12 – STOCK WARRANTS
	During the year ended December 31, 2012, (1) the Company issued stock purchase warrants to investors in private placements for the right to purchase 2,500,000, 3,210,000 and 3,088,000 shares of the Company’s common stock at $0.25, $0.50 and $0.75 per share, respectively. The warrants vest immediately and have a term of five years from the date the warrants were issued. The warrants were valued at $46,000, $135,141 and $114,898, respectively using the Black-Scholes option pricing model.
	On March 20, 2012, the Company entered into a consulting agreement pursuant to which a warrant to purchase 200,000 shares of the Company’s common stock at $0.25 per share were issued. The warrant has a cashless exercise feature and vest as follows: (a) 25,000 shares after six months after the date of the agreement, (b) 100,000 shares after twelve months after the date of the agreement, and (c) 75,000 shares eighteen months after the date of the agreement. The warrants were valued at $18,840 using the Black-Scholes option pricing model. Amount of $2,878 relating to these warrants was expensed during the year ended December 31, 2012.
	On November 1, 2012, the Company entered into a consulting agreement pursuant to which a warrant to purchase 500,000 shares of the Company’s common stock at $0.25 per share were issued. The warrant has a cashless exercise feature and vests as follows: (a) 50,000 shares three months after the date of the agreement, (b) 50,000 shares six months after the date of the agreement, (c) 100,000 shares nine months after the date of the agreement, and (d) 300,000 shares twelve months after the date of the agreement. The warrants were valued at $44,200 using the Black-Scholes option pricing model.  The amount of $2,947 relating to these warrants was expensed during the year ended December 31, 2012.
	On August 6, 2012, the Company entered into a placement agency agreement and agreed to grant warrants to the placement agent at each closing of the offering. During the year ended December 31, 2012, the Company granted stock purchase warrants to the placement agency for the right to purchase 156,000 shares of the Company’s common stock at exercise prices ranging from $0.25 to $0.50. The warrants vest immediately and have a term of five years from the date the warrants were issued. The warrants were valued at $9,524 using the Black-Scholes option pricing model.
	On October 15, 2012, the Company entered into a software development agreement pursuant to which a warrant to purchase 125,000 shares of Company’s common stock at $0.30 issued.  The warrant has a cashless exercise feature and vests as follows: (a) 70,000 shares six months after the date of the agreement, and (b) 55,000 shares twelve months after the date of the agreement. The warrants were valued at $9,738 using the Black-Scholes option pricing model, of this amount $2,272 has become capitalized as software development cost during the year ended December 31, 2012.
	The assumptions used in the Black-Scholes option pricing model are as follows:
		For the year ended
		December 31, 2012
	Risk-free interest rate		0.27 - 0.73	%
	Expected dividend yield		0	%
	Expected lives	2.5 - 3.35 years
	Expected volatility		70	%
	Warrants to purchase 19,605,000 shares of the Company’s common stock with exercise prices ranging from $0.10 to $0.75 were outstanding as of December 31, 2012.

Employment_Agreements

Employment Agreements	12 Months Ended
	Dec. 31, 2012
Employment Agreements [Abstract]	'
EMPLOYMENT AGREEMENTS	'
	NOTE 13 – EMPLOYMENT AGREEMENTS
	On August 3, 2010, the Company entered into a 5-year (“Term”) agreement with Bill Glaser for his services as Chief Executive Officer.  The agreement was amended on March 15, 2011 to change his title from Chief Executive Officer to President.  Per the amendment to the agreement dated August 8, 2010, Mr. Glaser is compensated with an annual salary of $180,000. Mr. Glaser’s annual salary will increase to $250,000 in the event that either (i) OverNear raises an aggregate $5,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $5,000,000 in cumulative gross revenues. The annual salary will increase to $360,000 in the event that either (i) OverNear raises an aggregate $10,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $10,000,000 in cumulative gross revenues. Mr. Glaser will receive a bonus of 5% of OverNear’s adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA). His agreement also provides for options to purchase 5,000,000 shares of common stock under the 2010 Stock Option, Deferred Stock and Restricted Stock Plan (the “Plan”) at an exercise price of $0.025 per share, of which 2,500,000 shares became exercisable on December 31, 2012 and the remainder of which will become exercisable on the following schedule: 500,000 shares at the end of each subsequent six (6) month period. The options expire 10 years after grant.
	In the event of a change of control of OverNear prior to the one (1) month anniversary of Mr. Glaser’s termination, Mr. Glaser will be due the greater of (i) the remainder of his annual salary during the Term or (ii) $250,000. All unvested stock options will become vested, and any unexercised stock options will be paid out as cash in the amount equal to the difference between the consideration paid to OverNear on a per share basis less the exercise price of the stock option, the value of which is multiplied to the number of options held by Mr. Glaser.
	In the event of Mr. Glaser’s termination without cause by OverNear, Mr. Glaser will be paid the lesser of (i) the remainder of his annual salary during the Term or (ii) one (1) year’s salary, and all stock options held by Mr. Glaser under the Plan will immediately vest in full and remain outstanding and exercisable until ten (10) years from the grant date.
	On September 13, 2010, the Company entered into a 5-year (“Term”) agreement with Fred E. Tannous for his services as Chief Financial Officer. The agreement was amended on March 15, 2011 to add the additional title of Chief Executive Officer.  Per the amendment to the agreement dated August 8, 2010, Mr. Tannous is compensated with an annual salary of $180,000. Mr. Tannous’ annual salary will increase to $250,000 in the event that either (i) OverNear raises an aggregate $5,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $5,000,000 in cumulative gross revenues. The annual salary will increase to $360,000 in the event that either (i) OverNear raises an aggregate $10,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $10,000,000 in cumulative gross revenues.
	As a signing bonus, Mr. Fred Tannous was issued shares of OverNear’s common stock valued at $50,000. Mr. Fred Tannous will also receive a bonus of 5% of OverNear’s adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA). His agreement also provides for options to purchase 10,000,000 shares of common stock under the 2010 Stock Option, Deferred Stock and Restricted Stock Plan (the “Plan”) at an exercise price of $0.025 per share, of which 1,000,000 shares became exercisable on December 31, 2010 and the remainder of which will become exercisable on the following schedule: 1,000,000 shares at the end of each subsequent six (6) month period. The options expire 10 years after grant.
	In the event of a change of control of OverNear prior to the one (1) month anniversary of Mr. Tannous’ termination, Mr. Tannous will be due the greater of (i) the remainder of his annual salary during the Term or (ii) $250,000. All unvested stock options will become vested, and any unexercised stock options will be paid out as cash in the amount equal to the difference between the consideration paid to OverNear on a per share basis less the exercise price of the stock option, the value of which is multiplied to the number of options held by Mr. Tannous.
	In the event of Mr. Tannous’ termination without cause by OverNear, Mr. Tannous will be paid the lesser of (i) the remainder of his annual salary during the Term or (ii) one (1) year’s salary, and all stock options held by Mr. Tannous under the Plan will immediately vest in full and remain outstanding and exercisable until ten (10) years from the grant date.
	The following table summarizes the Company's minimum obligations in the event of no early termination under employment agreements as of December 31:
	2013	$	360,000
	2014		360,000
	2015		360,000
	2016		75,000
		$	1,155,000

Lease_Commitments

Lease Commitments	12 Months Ended
	Dec. 31, 2012
Lease Commitments [Abstract]	'
LEASE COMMITMENTS	'
	NOTE 14 – LEASE COMMITMENTS
	The Company leases its office facility on a month-to-month basis and under a lease agreement from an unrelated party pursuant to the lease agreement expiring on October 31, 2013. The Company’s rent expense for the years ended December 31, 2012, and 2011, and the period from inception (July 22, 2010) to December 31, 2012, was approximately $41,000, $3,000, and $45,000, respectively.
	The Company’s lease obligation under the lease as of December 31, 2012 amount to $19,800.

Gain_on_Forgiveness_of_Debt

Gain on Forgiveness of Debt	12 Months Ended
	Dec. 31, 2012
Gain On Forgiveness Of Debt [Abstract]	'
Gain on Forgiveness of Debt	'
	NOTE 15 – GAIN ON FORGIVENESS OF DEBT
	The Company has entered into arrangements with various professional service providers for amounts less than the liability recorded in accounts payable.  As a result of these transactions, the Company recorded gain on forgiveness of debt of $10,847, $237,895 and $248,742 for the years ended December 31, 2012 and 2011, and the period from inception (July 22, 2012) to December 31, 2012, respectively.

Subsequent_Event

Subsequent Event	12 Months Ended
	Dec. 31, 2012
Subsequent Event[Abstract]	'
SUBSEQUENT EVENTS	'
	NOTE 16 – SUBSEQUENT EVENTS
	During the first quarter of 2013, the Company commenced a private placement offering of its equity securities for the sale of units consisting of common stock and warrants which have a value of $25,000 per unit for an amount up to $2,500,000.  Each unit consists of (1) 100,000 shares of common stock and, (2) warrants to purchase 100,000 shares of common stock at an exercise price of $0.50 per share with immediate vesting and 5 years to exercise.  As of April 15, 2013, the Company has sold 12 units for proceeds of $300,000.

Summary_of_Significant_Account1

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2012
Summary Of Significant Accounting Policies [Abstract]	'
Development Stage Enterprise	'
	Development Stage Enterprise. The Company is a development stage company as defined in Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 915, “Development Stage Entities”. The Company is devoting substantially all of its present efforts to design and develop a location-based social networking and mobile advertising platform and its planned principal operations have not yet commenced.  The Company has not generated any significant revenues from operations and has no assurance of any future revenues. All losses accumulated since July 22, 2010, have been considered as part of the Company’s development stage activities.
Use of Estimates	'
	Use of Estimates: The preparation of the accompanying financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that directly affect the results of reported assets, liabilities, revenue, and expenses. Actual results could differ from these estimates.
Revenue Recognition	'
	Revenue Recognition: The Company generally recognizes product revenue when persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable, and collectability is probable. There was no revenue during each of the years ended December 31, 2012 and 2011.
Furniture and Equipment	'
	Furniture and Equipment: Furniture and equipment are stated at cost. Depreciation is computed on the straight-line method based on the estimated useful lives of the assets, generally 5 to 7 years. Maintenance and repairs are charged to expense as incurred; major renewals and betterments that extend the useful lives of property and equipment are capitalized. When property and equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is recognized.
Software Development Costs	'
	Software Development Costs: Research and development costs are charged to expense as incurred. However, the costs incurred for the development of computer software that will be sold, leased, or otherwise marketed are capitalized when technological feasibility has been established. These capitalized costs are subject to an ongoing assessment of recoverability based on anticipated future revenues and changes in hardware and software technologies. Amortization of capitalized software development costs begins when the product is available for general release to customers and revenues are generated. Amortization is computed as the ratio of current gross revenues for a product to the total of current and anticipated future gross revenues for the product. As of December 31, 2012 and 2011, the Company had capitalized software development costs of $499,089 and $133,068, respectively, for the development of a location-based social networking application.
Impairment of long-lived assets	'
	Impairment of long-lived assets: The long-lived assets held and used by the Company are reviewed for impairment no less frequently than annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the event that facts and circumstances indicate that the cost of any long-lived assets may be impaired, an evaluation of recoverability is performed. Due to the uncertainty regarding the Company’s ability to monetize the fitness DVD series inherited from its former parent uKarma, management determined that the related remaining production costs, prepaid royalties, and inventory were impaired and recorded an impairment loss of $110,992 for the year ended December 31, 2011. There was no impairment loss during the year ended December 31, 2012.
Patents and trademark	'
	Patents and trademark: Patents and trademarks are recorded at cost. Amortization is computed using the straight-line method over the estimated useful lives of the assets once they are awarded. Patents have not yet been awarded.
Fair value of financial instruments	'
	Fair value of financial instruments : All financial instruments are carried at amounts that approximate estimated fair value.
Income Taxes	'
	Income Taxes: The Company applies Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740 “Income Taxes” (“FASB ASC 740”).  Deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reported amounts at each period end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. At December 31, 2012 and 2011, the Company has established a full reserve against all deferred tax assets.
	FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions.  A tax benefit from an uncertain position is recognized only if it is “more likely than not” that the position is sustainable upon examination by the relevant taxing authority based on its technical merit.
Net Loss Per Share	'
	Net Loss Per Share: The Company applies FASB ASC 260, “Earnings per Share.” Basic earnings (loss) per share are computed by dividing earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods for which no common share equivalents are included because their effect would be anti-dilutive.
Stock Based Compensation	'
	Stock Based Compensation: The Company applies FASB ASC 718, “Stock Compensation,” when recording stock based compensation. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option valuation model. Generally, all options granted expire ten years from the date of grant. Compensation expense in the amount of $260,225, $210,000 and $575,225, related to stock option grants were recognized for each of the years ended December 31, 2012 and 2011, and for the period from inception (July 22, 2010) to December 31, 2012, respectively.
	The Company accounts for stock issued to non-employees in accordance with the provisions of FASB ASC 505-50 “Equity Based Payments to Non-Employees.” FASB ASC 505-50 states that equity instruments that are issued in exchange for the receipt of goods or services should be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date occurs as of the earlier of (a) the date at which a performance commitment is reached or (b) absent a performance commitment, the date at which the performance necessary to earn the equity instruments is complete (that is, the vesting date).
New Accounting Pronouncements	'
	New Accounting Pronouncements: Management does not believe that any recently issued, but not yet effective, accounting standards, if adopted, will have a material effect on the financial statements.

Prepaid_Expenses_Tables

Prepaid Expenses (Tables)	12 Months Ended
	Dec. 31, 2012
Prepaid Expenses [Abstract]	'
Schedule of prepaid expenses	'
		December 31,
		2012		2011
	Consulting and Professional Fees	$	14,387	$	45,375
	Rent and Other		-		6,600
	Total Prepaid Expenses	$	14,387	$	51,975

Furniture_and_Equipment_Tables

Furniture and Equipment (Tables)	12 Months Ended
	Dec. 31, 2012
Furniture and Equipment [Abstract]	'
Summary of furniture and equipment	'
		December 31,
		2012			2011
	Furniture and Equipment	$	32,479		$	17,960
	Accumulated Depreciation		(12,241	)		(5,967	)
	Furniture and Equipment, net	$	20,238		$	11,993

Accrued_Expenses_Tables

Accrued Expenses (Tables)	12 Months Ended
	Dec. 31, 2012
Accrued Expenses [Abstract]	'
Schedule of components of accrued expenses	'
		December 31,
		2012		2011
	Accrued Salaries and related expenses	$	47,519	$	125,801
	Accrued Income Tax		1,600		2,400
	Accrued Professional Fees		30,553		10,158
	Total Accrued Liabilities	$	79,672	$	138,359

Settlement_Payable_Tables

Settlement Payable (Tables)	12 Months Ended
	Dec. 31, 2012
Settlement Payable [Abstract]	'
Settlement of legal dispute net	'
	Total settlement payable, as of December 31, 2012	$	150,000
	Current portion of settlement payable		75,000
	Settlement payable, net of current portion	$	75,000
Summary of maturity of the settlement payable	'
	2013	$	75,000
	2014		75,000
		$	150,000

Provision_for_Income_Taxes_Tab

Provision for Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2012
Provision For Income Taxes [Abstract]	'
Components of income tax expense (benefit)	'
		Year Ended December 31,
		2012			2011
	Current:
	Federal	$	-		$	-
	State		800			800
	Deferred:
	Federal		(477,000	)		(221,000	)
	State		(136,000	)		(94,000	)
			(613,000	)		(315,000	)
	Valuation allowance		613,000			315,000
			-			-
		$	800		$	800
Components of net deferred income tax assets and liabilities	'
		Year Ended December 31,
		2012			2011
	Current deferred income tax assets:
	Accrued officers’ salaries	$	8,000		$	48,000
	Other		11,000			8,000
	Less valuation allowance		(19,000	)		(56,000	)
	Net current deferred tax assets	$	-		$	-
	Non-current deferred income tax assets and liabilities:
	Net operating loss carryforwards	$	1,398,000		$	628,000
	Stock based compensation		20,000			-
	Other		7,000			-
	Accumulated depreciation of furniture and equipment		(201,000	)		(54,000	)
	Less valuation allowance		(1,224,000	)		(574,000	)
	Net non-current deferred tax assets	$	-		$	-
Summary of reconciliation between the statutory income tax rate and the effective tax rate	'
	Statutory federal income tax rate		(34.0	)%
	States taxes		(5.8	)
	Stock based compensation		4.7
	Other		0.4
	Valuation reserve for income taxes		34.7
			-	%

Net_Loss_Per_Share_Tables

Net Loss Per Share (Tables)	12 Months Ended
	Dec. 31, 2012
Net Loss Per Share [Abstract]	'
Computation of basic and diluted net loss per share	'
		December 31,						For the Period from Inception (July 22, 2010) to December 31,
		2012			2011			2012
	Numerator:
	Net Loss	$	(1,764,894	)	$	(1,244,801	)	$	(3,905,434	)
	Denominator:
	Weighted Average of Common Shares		51,660,735			36,278,475			38,990,506
	Basic and Diluted Net Loss per Share	$	(0.03	)	$	(0.03	)	$	(0.10	)

2010_Stock_Option_Plan_Tables

2010 Stock Option Plan (Tables)

12 Months Ended

Dec. 31, 2012

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

'

Summary of the status of stock options issued

'

For the year ended 2012

For the year ended 2011

Number of

Average

Number of

Average

Shares

Price

Shares

Price

Outstanding at the beginning of year

15,000,000

$

0.025

-

N/A

Granted

2,100,000

$

0.1

15,000,000

$

0.025

Exercised/Expired/Cancelled

-

N/A

-

N/A

Outstanding at the end of period

17,100,000

$

0.034

15,000,000

$

0.025

Exercisable at the end of period

7,800,000

$

0.028

1,500,000

$

0.025

Stock options outstanding by exercise price range

'

Weighted

Average

Weighted

Range of

Remaining

Average

Exercise

Options

Contractual

Exercise

Options

Prices

Outstanding

Life

Price

Exercisable

$ 0.025 - 0.1

17,100,000

7.32

$

0.034

7,800,000

Stock Option [Member]

'

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

'

Schedule of assumptions used in valuation of stock options/warrants

'

For the year ended December 31, 2012

Risk-free interest rate

0.42

%

Expected dividend yield

0

%

Expected lives

3.5 years

Expected volatility

70

%

Stock_Warrants_Tables

Stock Warrants (Tables) (Warrant [Member])	12 Months Ended
	Dec. 31, 2012
Warrant [Member]	'
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]	'
Schedule of assumptions used in valuation of stock options/warrants	'
		For the year ended
		December 31, 2012
	Risk-free interest rate		0.27 - 0.73	%
	Expected dividend yield		0	%
	Expected lives	2.5 - 3.35 years
	Expected volatility		70	%

Employment_Agreements_Tables

Employment Agreements (Tables)	12 Months Ended
	Dec. 31, 2012
Employment Agreements [Abstract]	'
Summary of the Company's minimum obligations under employment agreements	'
	2013	$	360,000
	2014		360,000
	2015		360,000
	2016		75,000
		$	1,155,000

Nature_of_Operations_Details

Nature of Operations (Details)	1 Months Ended
	Aug. 31, 2010
Nature of Operations (Textual)	'
Issuance of common stock to uKarma, Shares	10,558,896

Summary_of_Significant_Account2

Summary of Significant Accounting Policies (Details) (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Summary of Significant Accounting Policies (Textual)	'	'	'
Revenue	'	'	$89
Software development in progress	499,089	133,068	499,089
Impairment of production costs, prepaid royalties and inventory	'	110,992	110,992
Impairment of long-lived assets	'	'	'
Stock based compensation	$260,225	$210,000	$575,225
Option expiration period	'10 years	'	'
Minimum [Member]	'	'	'
Summary of Significant Accounting Policies (Textual)	'	'	'
Estimated useful lives of furniture and equipment	'5 years	'	'
Maximum [Member]	'	'	'
Summary of Significant Accounting Policies (Textual)	'	'	'
Estimated useful lives of furniture and equipment	'7 years	'	'

Prepaid_Expenses_Details

Prepaid Expenses (Details) (USD $)	Dec. 31, 2012	Dec. 31, 2011
Summary of prepaid expenses	'	'
Consulting and Professional Fees	$14,387	$45,375
Rent and Other	'	6,600
Total Prepaid Expenses	$14,387	$51,975

Furniture_and_Equipment_Detail

Furniture and Equipment (Details) (USD $)	Dec. 31, 2012	Dec. 31, 2011
Summary of furniture and equipment	'	'
Furniture and Equipment	$32,479	$17,960
Accumulated Depreciation	-12,241	-5,967
Furniture and Equipment, net	$20,238	$11,993

Accrued_Expenses_Details

Accrued Expenses (Details) (USD $)	Dec. 31, 2012	Dec. 31, 2011
Schedule of components of accrued expenses	'	'
Accrued Salaries and related expenses	$47,519	$125,801
Accrued Income Tax	1,600	2,400
Accrued Professional Fees	30,553	10,158
Total Accrued Liabilities	$79,672	$138,359

Settlement_Payable_Details

Settlement Payable (Details) (USD $)	Dec. 31, 2012	Dec. 31, 2011
Summary of settlement payable	'	'
Total settlement payable, as of December 31, 2012	$150,000	'
Current portion of legal settlement payable	75,000	75,000
Long-term portion of legal settlement payable	$75,000	$150,000

Settlement_Payable_Details_1

Settlement Payable (Details 1) (USD $)	Dec. 31, 2012
Maturities schedule of the settlement payable	'
2013	$75,000
2014	75,000
Total settlement payable, as of December 31, 2012	$150,000

Settlement_Payable_Details_Tex

Settlement Payable (Details Textual) (USD $)	0 Months Ended		12 Months Ended
	Dec. 15, 2011	Nov. 30, 2011	Dec. 31, 2012
Legal Settlement Payable (Textual)	'	'	'
Amount settled in legal disputes	'	$275,000	'
Cash paid to settle legal dispute	50,000	'	'
Periodic payment of remainder amount under legal settlements through December 7, 2014	'	'	$6,250

Provision_for_Income_Taxes_Det

Provision for Income Taxes (Details) (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Current:	'	'	'
Federal	'	'	'
State	800	800	'
Deferred:	'	'	'
Federal	-477,000	-221,000	'
State	-136,000	-94,000	'
Deferred income tax expense (benefit), gross	-613,000	-315,000	'
Valuation allowance	613,000	315,000	'
Deferred income tax expense benefit net of valuation allowance	'	'	'
Provision for Income Taxes	$800	$800	$1,600

Provision_for_Income_Taxes_Det1

Provision for Income Taxes (Details 1) (USD $)	Dec. 31, 2012	Dec. 31, 2011
Current deferred income tax assets:	'	'
Accrued officers' salaries	$8,000	$48,000
Other	11,000	8,000
Less valuation allowance	-19,000	-56,000
Net current deferred tax assets	'	'
Non-current deferred income tax assets and liabilities:	'	'
Net operating loss carryforwards	1,398,000	628,000
Stock based compensation	20,000	'
Other	7,000	'
Accumulated depreciation of Property and equipment	-201,000	-54,000
Less valuation allowance	-1,224,000	-574,000
Net non-current deferred tax assets	'	'

Provision_for_Income_Taxes_Det2

Provision for Income Taxes (Details 2)	12 Months Ended
	Dec. 31, 2012
Summary of reconciliation between the statutory income tax rate and the effective tax rate	'
Statutory federal income tax rate	-34.00%
State taxes	-5.80%
Stock based compensation	4.70%
Other	0.40%
Valuation reserve for income taxes	34.70%
Effective income tax rate from continuing operations	'

Provision_for_Income_Taxes_Det3

Provision for Income Taxes (Details Textual) (USD $)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Provision for Income Tax (Textual)	'	'
Federal and state each net operating loss carry-forwards	$3,500,000	'
Expiration period description of federal and state net operating loss carry-forwards	'2032 and 2022	'
Unrecognized tax benefits	'	'
Accrued interest and penalties related to uncertain tax positions	'	'

Stockholders_Equity_Details

Stockholders' Equity (Details) (USD $)

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2011

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Mar. 31, 2012

Mar. 20, 2012

Dec. 31, 2012

Dec. 31, 2012

Warrant [Member]

Series A Convertible Preferred Stock Subscription Receivable

Series A Convertible Preferred Stock Subscription Receivable

Series A Convertible Preferred Stock Subscription Receivable

Condition 5 [Member]

Condition 7 [Member]

Placement Agent [Member]

Private Placement [Member]

Private Placement [Member]

Private Placement [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting Services [Member]

Warrant [Member]

Warrant [Member]

Condition 1 [Member]

Condition 2 [Member]

Condition 3 [Member]

Condition 4 [Member]

Condition 6 [Member]

Stockholders' Equity (Textual)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Common stock shares issued, value

$53,733

$46,620

'

'

'

'

$4,000

'

'

$250,000

$772,000

$160,898

'

'

$314,810

$5,825

Common stock, shares issued

53,733,208

46,619,962

'

'

'

'

40,000

'

'

2,500,000

3,088,000

5,588,000

'

'

1,485,246

700,000

Share price

'

'

'

'

'

'

'

'

'

$0.10

$0.25

'

'

'

'

'

Number of warrants issued

'

'

'

'

'

'

'

125,000

'

'

'

'

'

200,000

'

'

Fair value of warrants

'

'

135,141

'

'

'

'

2,272

9,524

'

'

'

'

18,840

'

'

Preferred stock, shares authorized

50,000,000

50,000,000

'

18,000,000

'

'

'

'

'

'

'

'

'

'

'

'

Preferred stock, par value (in dollars per share)

$0.00

$0.00

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Preferred stock, dividend rate, percentage

'

'

'

8.00%

'

'

'

'

'

'

'

'

'

'

'

'

Preferred stock, dividend

'

'

'

$0

'

'

'

'

'

'

'

'

'

'

'

'

Preferred stock, liquidation preference per share

'

'

'

$0.50

'

'

'

'

'

'

'

'

'

'

'

'

Number of preferred stock units issued

'

'

'

26.75

'

'

'

'

'

'

'

'

'

'

'

'

Per unit price of preferred stock unit issued

'

'

'

$30,000

'

'

'

'

'

'

'

'

'

'

'

'

Preferred stock, shares issued

'

'

'

3,210,000

'

'

'

'

'

'

'

'

'

'

'

'

Warrants, Exercise price

'

'

'

$0.50

'

'

'

'

'

'

'

'

$0.25

'

'

'

Expiration duration of warrants

'

'

'

'5 years

'

'

'

'

'

'

'

'

'

'

'

'

Value of preferred stock units issued

'

'

'

802,500

'

'

'

'

'

'

'

'

'

'

'

'

Series A convertible preferred stock subscriptions receivable

152,500

'

'

152,500

'

'

'

'

'

'

'

'

'

'

'

'

Common shares issuable through warrants

'

'

3,210,000

'

'

120,000

'

'

156,000

'

'

'

'

'

'

'

Preferred units, offering costs

$82,100

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Net_Loss_Per_Share_Details

Net Loss Per Share (Details) (USD $)	6 Months Ended	12 Months Ended		29 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Numerator:	'	'	'	'
Net loss	($895,739)	($1,764,894)	($1,244,801)	($3,905,434)
Denominator:	'	'	'	'
Weighted Average of Common Shares	'	51,660,735	36,278,475	38,990,506
Basic and Diluted Net Loss per Share	'	($0.03)	($0.03)	($0.10)

Net_Loss_Per_Share_Details_Tex

Net Loss Per Share (Details Textual) (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Net Loss Per Share (Textual)	'	'	'
Dilutive securities	$0	$0	$0
Warrant [Member]	'	'	'
Net Loss Per Share (Textual)	'	'	'
Securities excluded from the calculation of diluted net loss per share as they were anti-dilutive	36,705,000	24,826,000	36,705,000
Stock Options [Member]	'	'	'
Net Loss Per Share (Textual)	'	'	'
Securities excluded from the calculation of diluted net loss per share as they were anti-dilutive	36,705,000	24,826,000	36,705,000

2010_Stock_Option_Plan_Details

2010 Stock Option Plan (Details) (Stock Option [Member])	12 Months Ended
	Dec. 31, 2012
Stock Option [Member]	'
Schedule of assumptions used in valuation of stock options	'
Risk-free interest rate	0.42%
Expected dividend yield	0.00%
Expected lives	'3 years 6 months
Expected volatility	70.00%

2010_Stock_Option_Plan_Details1

2010 Stock Option Plan (Details 1) (USD $)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Summary of the status of stock options issued by the Company	'	'
Number of Shares, Outstanding at the beginning of year	15,000,000	'
Number of Shares, Granted	2,100,000	15,000,000
Number of Shares, Exercised/Expired/Cancelled	'	'
Number of Shares, Outstanding at the end of period	17,100,000	15,000,000
Number of Shares, Exercisable at the end of year	7,800,000	1,500,000
Average Price, Outstanding at the beginning of period	$0.03	'
Average Price, Outstanding at the beginning of period	'	'N/A
Average Price, Granted	$0.10	$0.03
Average Price, Exercised/Expired/Cancelled	'N/A	'N/A
Average Price, Outstanding at the end of period	$0.03	$0.03
Average Price, Shares available for future grant	$0.03	$0.03

2010_Stock_Option_Plan_Details2

2010 Stock Option Plan (Details 2) (Exercise price range [Member], USD $)	12 Months Ended
	Dec. 31, 2012
Stock options outstanding by exercise price range	'
Options Outstanding	17,100,000
Weighted Average Remaining Contractual Life	'7 years 3 months 27 days
Weighted Average Exercise Price	$0.03
Option Exercisable	7,800,000
Maximum [Member]	'
Stock options outstanding by exercise price range	'
Range of Exercise Prices	$0.10
Minimum [Member]	'
Stock options outstanding by exercise price range	'
Range of Exercise Prices	$0.03

2010_Stock_Option_Plan_Details3

2010 Stock Option Plan (Details Textual) (USD $)	12 Months Ended			29 Months Ended		1 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012	Jul. 01, 2012	Nov. 29, 2012	Dec. 31, 2012	Dec. 31, 2010	Dec. 31, 2010
						Stock Option [Member]	Stock Option [Member]	Maximum [Member]	Minimum [Member]
2010 Stock Option Plan (Textual)	'	'	'	'	'	'	'	'	'
Expiration period of option granted	'	'	'	'	'	'	'	'10 years	'5 years
Common shares issuable through options	'	'	'	'	'	2,100,000	'	'	'
Exercise price	'	'	'	'	'	$0.10	'	'	'
Number of shares exercisable under agreement	7,800,000	1,500,000	'	7,800,000	'	300,000	'	'	'
Number of shares exercisable under agreement, description	'	'	'	'	'	'	'150,000 shares every three months.	'	'
Option valued	'	'	'	'	'	$301,350	'	'	'
Stock based compensation	260,225	210,000	'	575,225	'	50,225	'	'	'
Vesting period of options	'	'	'10 years	'	'	'	'	'	'
Common stock reserved for issuance under the Plan	'	'	'	'	15,000,000	'	'	'	'
Description of annual increase in number of share reserved for issuance	'Amount equal to 15% of the outstanding fully-diluted shares of common stock of the Company.	'	'	'	'	'	'	'	'
Restriction on increase in shares reserved for issuance under the 2010 Stock Option	'Increase can not be made until the fully-diluted shares of common stock outstanding exceeds 100,000,000 shares.	'	'	'	'	'	'	'	'
Total unrecognized compensation cost related to non-vested share-based compensation arrangements	$776,125	'	'	$776,125	'	'	'	'	'
Weighted average period for recognition of cost	'2 years 6 months 3 days	'	'	'	'	'	'	'	'

Stock_Warrants_Details

Stock Warrants (Details) (Warrant [Member])	12 Months Ended
	Dec. 31, 2012
Assumptions used in the Black-Scholes option pricing model	'
Risk-free interest rate, Minimum	0.27%
Risk-free interest rate, Maximum	0.73%
Expected dividend yield	0.00%
Expected volatility	70.00%
Minimum [Member]	'
Assumptions used in the Black-Scholes option pricing model	'
Expected lives	'2 years 6 months
Maximum [Member]	'
Assumptions used in the Black-Scholes option pricing model	'
Expected lives	'3 years 4 months 6 days

Stock_Warrants_Details_Textual

Stock Warrants (Details Textual) (USD $)

12 Months Ended

12 Months Ended

12 Months Ended

1 Months Ended

12 Months Ended

1 Months Ended

12 Months Ended

12 Months Ended

0 Months Ended

12 Months Ended

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2010

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Mar. 31, 2012

Dec. 31, 2012

Mar. 20, 2012

Mar. 20, 2012

Mar. 20, 2012

Mar. 20, 2012

Nov. 30, 2012

Dec. 31, 2012

Nov. 01, 2012

Nov. 01, 2012

Nov. 01, 2012

Nov. 01, 2012

Nov. 01, 2012

Dec. 31, 2012

Dec. 31, 2012

Dec. 31, 2012

Oct. 15, 2012

Dec. 31, 2012

Oct. 15, 2012

Oct. 15, 2012

Minimum [Member]

Maximum [Member]

Warrant [Member]

Private Placement [Member]

Private Placement [Member]

Private Placement [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting Services [Member]

Consulting services 2 [Member]

Consulting services 2 [Member]

Consulting services 2 [Member]

Consulting services 2 [Member]

Consulting services 2 [Member]

Consulting services 2 [Member]

Consulting services 2 [Member]

Placement agency agreement [Member]

Placement agency agreement [Member]

Placement agency agreement [Member]

Software development agreement [Member]

Software development agreement [Member]

Software development agreement [Member]

Software development agreement [Member]

Warrants 1 [Member]

Warrants 2 [Member]

Warrant 3 [Member]

Condition 1 [Member]

Condition 2 [Member]

Condition 3 [Member]

Condition 1 [Member]

Condition 2 [Member]

Condition 3 [Member]

Condition 4 [Member]

Minimum [Member]

Maximum [Member]

Condition 1 [Member]

Condition 2 [Member]

Stock Warrants (Textual)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of warrants issued

'

'

'

'

'

'

2,500,000

3,210,000

3,088,000

'

'

200,000

'

'

'

'

'

500,000

'

'

'

'

156,000

'

'

125,000

'

'

'

Fair value of warrants

'

'

'

'

'

$135,141

$46,000

$135,141

$114,898

'

'

$18,840

'

'

'

'

'

$44,200

'

'

'

'

$9,524

'

'

$9,738

'

'

'

Capitalized software development cost

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

2,272

'

'

Exercise price

'

'

'

$0.10

$0.75

'

$0.25

$0.50

$0.75

$0.25

'

'

'

'

'

$0.25

'

'

'

'

'

'

'

$0.25

$0.50

$0.30

'

'

'

Term of warrants

'5 years

'

'

'

'

'

'5 years

'5 years

'5 years

'

'

'

'

'

'

'

'

'

'

'

'

'

'5 years

'

'

'

'

'

'

Value of warrants to be vested expensed during the year

'

'

'

'

'

'

'

'

'

'

$2,878

'

'

'

'

'

$2,947

'

'

'

'

'

'

'

'

'

'

'

'

Number of warrants cashless exercise feature and vest

'

'

'

'

'

'

'

'

'

'

'

'

25,000

100,000

75,000

'

'

'

50,000

50,000

100,000

300,000

'

'

'

'

'

70,000

55,000

Description of warrants cashless exercise feature and vest

'

'

'

'

'

'

'

'

'

'The warrant has a cashless exercise feature and vest as follows: (a) 25,000 shares after six months after the date of the agreement, (b) 100,000 shares after twelve months after the date of the agreement, and (c) 75,000 shares eighteen months after the date of the agreement.

'

'

'

'

'

'The warrant has a cashless exercise feature and vests as follows: (a) 50,000 shares three months after the date of the agreement, (b) 50,000 shares six months after the date of the agreement, (c) 100,000 shares nine months after the date of the agreement, and (d) 300,000 shares twelve months after the date of the agreement.

'

'

'

'

'

'

'

'

'

'The warrant has a cashless exercise feature and vests as follows: (a) 70,000 shares six months after the date of the agreement, and (b) 55,000 shares twelve months after the date of the agreement.

'

'

'

Number of warrants outstanding

17,100,000

15,000,000

'

'

'

19,605,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Employment_Agreements_Details

Employment Agreements (Details) (USD $)	Dec. 31, 2012
Summary of the Company's minimum obligations under employment agreements	'
2013	$360,000
2014	360,000
2015	360,000
2016	75,000
Total	$1,155,000

Employment_Agreements_Details_

Employment Agreements (Details Textual) (USD $)

Dec. 31, 2012

Dec. 31, 2011

Aug. 31, 2010

Aug. 31, 2010

Dec. 31, 2012

Aug. 03, 2010

Aug. 31, 2010

Aug. 31, 2010

Sep. 30, 2010

Sep. 13, 2010

Sep. 30, 2010

Dec. 31, 2010

Sep. 13, 2010

Sep. 30, 2010

Sep. 30, 2010

Bill Glaser [Member]

Bill Glaser [Member]

Bill Glaser [Member]

Bill Glaser [Member]

Bill Glaser [Member]

Bill Glaser [Member]

Fred E. Tannous [Member]

Fred E. Tannous [Member]

Fred E. Tannous [Member]

Fred E. Tannous [Member]

Fred E. Tannous [Member]

Fred E. Tannous [Member]

Fred E. Tannous [Member]

Plan [Member]

Plan [Member]

Plan [Member]

Condition 1 [Member]

Condition 2 [Member]

Plan [Member]

Plan [Member]

Plan [Member]

Condition 1 [Member]

Condition 2 [Member]

Employment Agreement (Textual)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Term of agreement

'

'

'5 years

'

'

'

'

'

'5 years

'

'

'

'

'

'

Agreement amended date

'

'

15-Mar-11

'

'

'

'

'

15-Mar-11

'

'

'

'

'

'

Annual salary

'

'

$180,000

'

'

'

'

'

$180,000

'

'

'

'

'

'

Description for increase in annual salary

'

'

'

'

'

'

'Mr. Glaser's annual salary will increase to $250,000 in the event that either (i) OverNear raises an aggregate $5,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $5,000,000 in cumulative gross revenues.

'The annual salary will increase to $360,000 in the event that either (i) OverNear raises an aggregate $10,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $10,000,000 in cumulative gross revenues.

'

'

'

'

'

'Mr. Tannous' annual salary will increase to $250,000 in the event that either (i) OverNear raises an aggregate $5,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $5,000,000 in cumulative gross revenues.

'The annual salary will increase to $360,000 in the event that either (i) OverNear raises an aggregate $10,000,000 in debt or equity financing after August 8, 2010 or (ii) OverNear recognizes $10,000,000 in cumulative gross revenues.

Increased annual salary

'

'

'

'

'

'

250,000

360,000

'

'

'

'

'

250,000

360,000

Amount raised in debt or equity financing

'

'

'

'

'

'

5,000,000

10,000,000

'

'

'

'

'

5,000,000

10,000,000

Date after which debt or equity financing raised

'

'

'

'

'

'

8-Aug-10

8-Aug-10

'

'

'

'

'

8-Aug-10

8-Aug-10

Cumulative gross revenues

'

'

'

'

'

'

5,000,000

10,000,000

'

'

'

'

'

5,000,000

10,000,000

Common stock shares issued, value

$53,733

$46,620

'

'

'

'

'

'

'

$50,000

'

'

'

'

'

Percentage of bonus received on EBITDA

'

'

5.00%

'

'

'

'

'

5.00%

'

'

'

'

'

'

Common stock purchased through exercise of options

'

'

'

5,000,000

'

'

'

'

'

'

10,000,000

'

'

'

'

Exercise price of options

'

'

'

$0.03

'

'

'

'

'

'

$0.03

'

'

'

'

Number of shares exercisable under agreement

7,800,000

1,500,000

'

'

2,500,000

'

'

'

'

'

'

1,000,000

'

'

'

Number of shares exercisable at the end of each subsequent period

'

'

'

'

'

500,000

'

'

'

'

'

'

1,000,000

'

'

Option expiration period after grant

'

'

'

'10 years

'

'

'

'

'

'

'10 years

'

'

'

'

Condition of termination

'

'

'In the event of a change of control of OverNear prior to the one (1) month anniversary of Mr. Glaser's termination, Mr. Glaser will be due the greater of (i) the remainder of his annual salary during the Term or (ii) $250,000.

'

'

'

'

'

'In the event of a change of control of OverNear prior to the one (1) month anniversary of Mr. Tannous' termination, Mr. Tannous will be due the greater of (i) the remainder of his annual salary during the Term or (ii) $250,000.

'

'

'

'

'

'

Condition of termination by company without Cause

'

'

'Mr. Glaser will be paid the lesser of (i) the remainder of his annual salary during the Term or (ii) one (1) year's salary, and all stock options held by Mr. Glaser under the Plan will immediately vest in full and remain outstanding and exercisable until ten (10) years from the grant date.

'

'

'

'

'

'Mr. Tannous will be paid the lesser of (i) the remainder of his annual salary during the Term or (ii) one (1) year's salary, and all stock options held by Mr. Tannous under the Plan will immediately vest in full and remain outstanding and exercisable until ten (10) years from the grant date.

'

'

'

'

'

'

Lease_Commitments_Details

Lease Commitments (Details) (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Lease Commitments (Textual)	'	'	'
Lease agreement expiring date	31-Oct-13	'	'
Rent expense	$41,000	$3,000	$45,000
Obligation under the lease	$19,800	'	$19,800

Gain_on_Forgiveness_of_Debt_De

Gain on Forgiveness of Debt (Details) (USD $)	12 Months Ended		29 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012
Gain on forgiveness of debt (Textual)	'	'	'
Gain on forgiveness of debt	$10,847	$237,895	$248,742

Subsequent_Event_Details

Subsequent Event (Details) (Subsequent Event [Member], USD $)	3 Months Ended
	Mar. 31, 2013
	Units
Subsequent Event [Member]	'
Subsequent Events (Textual)	'
Per unit price of common stock and warrants	$25,000
Maximum proceeds from sale of units	$2,500,000
Unit description	'Each unit consists of (1) 100,000 shares of common stock and, (2) warrants to purchase 100,000 shares of common stock.
Number of common stock consists in one unit	100,000
Common shares issuable through warrants	100,000
Exercise price of warrant	$0.50
Warrant expiry period	'5 years
Number of units sold	12
Proceeds from sale of units	$300,000