Schedule of convertible notes payable | July 31, July 31, Description 2015 2014 On November 15, 2012, the Company entered into a Senior Secured Promissory Note with an unaffiliated party under which the Company received a one-year loan with a principal balance of $100,000. This note bears interest at 20% per annum with interest payments due quarterly. In addition, the Company issued 2,500,000 shares of restricted common stock to the lender and Mr. Holley and McBride pledged their 56,250,000 shares of the Company’s common stock as collateral and transferred 1,000,000 shares of free trading shares to the lender. If the Company goes into default of the provisions of the note, it becomes convertible into the Company’s common stock at a price of $0.001 per share (100 million shares). On June 20, 2013, the Company and the lender entered into an amended and restated Senior Secured Convertible Promissory Note which amended certain terms of this note. Pursuant to the amended note, the Company’s repayment of the principal balance of the amended note is secured by all the assets of the Company. In addition, the provisions of this note whereby Messrs. Holley and McBride pledged 56,250,000 of their shares of common stock of the Company were removed. As of July 31, 2015, this note was in default. $ 100,000 $ 100,000 On February 27, 2013, the Company entered into a $335,000 convertible loan agreement. This agreement provides for a $35,000 original issue discount. The lender, at its discretion, may provide funds up to $300,000 to the Company. It provided $60,000 at the closing of this agreement on April 30, 2013. All loans under this agreement are payable in full one year after the funds are issued, together with a prorated portion of the original issue discount. All amounts outstanding under this agreement become convertible, at the lender’s discretion, into shares of the Company’s common stock starting 180 days from the execution date of this agreement. The conversion rate per share is the lower of (i) $0.044 or (ii) 60% of the lowest trade price during the 25 trading days prior to a conversion notice. The lender has agreed that it will not execute any short trades and, at no time, will hold more than 4.9% of the Company’s outstanding common stock. 35,720 77,726 On April 30, 2013, the Company sold an 18% Senior Convertible Debenture in the principal amount of $60,000. The debenture matured on April 30, 2014 and has an interest rate of 18% per annum payable monthly and on each conversion date. The conversion price of the debenture is 65% of the average of the lowest three closing bid prices of the common stock for the twenty trading days immediately prior to the conversion date. 37,554 46,254 On October 10, 2013, the Company entered into a securities purchase agreement (the “SPA”) with an investor, pursuant to which the investor purchased a master promissory note (the “Master Note”) with a principal balance of $48,000 for a purchase price of $40,000 at an original issuance discount of $4,000. The Company also agreed to pay $4,000 worth of legal, accounting and due diligence costs to the investor. 72,027 128,461 On January 8, 2014, the Company sold an Original Issue Discount Convertible Promissory Note in the principal amount of $75,000, for cash consideration of $50,000. This note matured on July 8, 2014 and all overdue principal entailed a late fee at the rate of 22% per annum. The Company had the option to prepay this note for $100,000 at any time prior to the maturity date. 68,671 72,196 On February 11, 2014, the Company sold an Original Issue Discount Convertible Promissory Note in the principal amount of $75,000 for cash consideration of $50,000. This note matured on August 11, 2014 and all overdue principal will entail a late fee at the rate of 22% per annum. The Company had the option to prepay this note for $75,000 at any time prior to May 11, 2014. - 75,000 On February 25, 2014, the Company sold a 10% Convertible Redeemable Note in the principal amount of $22,000 pursuant to a Securities Purchase Agreement. This note matured on February 28, 2015 and has an interest rate of 10% per annum. This note may be converted into common stock of the Company at any time beginning on the 180th day of the date of this Note at a price equal to 50% of the lowest closing bid price of the common stock as reported on OTCQB, for the fifteen prior trading days. In the event the Company experiences a DTC “Chill” on its shares, the conversion price shall be decreased to 40% instead of 50% while that “Chill” is in effect. - 22,000 On March 25, 2014, the Company sold a note with a principal balance of $75,000 for a purchase price of $50,000 and an original issuance discount of $25,000. This note matured on September 25, 2014. 75,000 75,000 On March 31, 2014, the Company sold a note with a principal balance of $42,000 for a purchase price of $30,000. This note matured on September 30, 2014. Interest accrued at the rate of 15% per annum, compounding daily. At any time from the date hereof until no payment and/or repayment of funds due to the holder of this note, all principal, accrued but unpaid interest and all other payments due under this note shall be convertible into shares of common stock of the Company, at a conversion price of $.0001 at the option of the holder, in whole at any time and from time to time. 6,496 67,146 On April 1, 2014, the Company sold a note with a principal balance of $21,000 for a purchase price of $15,000. This note matured on October 1, 2014. Interest accrued at the rate of 15% per annum, compounding daily. At any time from the date hereof until no payment and/or repayment of funds due to the holder of this note, all principal, accrued but unpaid interest and all other payments due under this note shall be convertible into shares of common stock of the Company, at a conversion price of $.0001 at the option of the noteholder, in whole at any time and from time to time. - 21,000 On June 3, 2014, the Company sold a note with a principal purchase price of $10,000. This note matured on June 2, 2015. Interest accrued at the rate of 8% per annum, compounding daily. At any time from the date hereof until no payment and/or repayment of funds due to the holder of this note, all principal, accrued but unpaid interest and all other payments due under the note shall be convertible into shares of common stock of the Company, at a conversion price of $.0001 at the option of the noteholder, in whole at any time and from time to time. 1,500 10,000 On June 6, 2014, the Company sold a note with a principal purchase price of $60,000. This note matured on June 5, 2015. Interest accrues at the rate of 8% per annum, compounding daily. At any time from the date hereof until no payment and/or repayment of funds due to the noteholder, all principal, accrued but unpaid interest and all other payments due under this note shall be convertible into shares of common stock of the Company, at a conversion price of $.0001 at the option of the noteholder, in whole at any time and from time to time. 39,756 60,000 On June 4, 2014, a new lender assumed a $60,000 portion of existing debt. Pursuant to the original agreement, if the Company does not repay the entire balance of the maturity date, June 15, 2014, the note shall accrue interest at 22% per annum. 472,568 176,718 On June 6, 2014, the Company sold a note with a principal purchase price of $60,000. This note matured on June 5, 2015. Interest accrues at the rate of 8% per annum, compounding daily. This note is convertible into shares of the Company’s common stock at an exercise price equal to (i) the outstanding balance divided by (ii) 60% of the lowest intra-day trade price in the five (5) trading days immediately preceding the conversion, subject to certain adjustment as further described in the original note. 36,510 60,000 On July 2, 2014, a new lender assumed a $70,000 portion of existing debt. Pursuant to the original note agreement, if the Company does not repay the entire balance of the maturity date, July 2, 2015, the note shall accrue interest at 22% per annum. This note is convertible into shares of the Company’s common stock at an exercise price equal to (i) the outstanding balance divided by (ii) 60% of the lowest intra-day trade price in the twenty-five (25) trading days immediately preceding the conversion, subject to certain adjustment as further described in the original note (the “Conversion Price”). - 57,000 On August 15, 2014, the Company sold a non interest bearing note with a principal purchase price of $66,000. This note is due on August 15, 2015. This note is convertible into shares of the Company’s common stock at an exercise price equal to (i) the outstanding balance divided by (ii) 50% of the lowest trade price in the twenty-five (25) trading days immediately preceding the conversion, subject to certain adjustment as further described in the original note. 68,000 - On August 26, 2014, a new Investor purchased from an original noteholder, a convertible note with a face value of $48,000 dated October 8, 2013, with a present balance of $62,234, including accrued interest. The terms of the original note remain the same. 705,946 - On August 27, 2014, the Company sold a 12% Convertible Redeemable Note in the principal amount of $160,000 pursuant to a Securities Purchase Agreement. This note matured on March 27, 2015. 233,707 - On October 2, 2014, the Company sold a note with a principal purchase price of $58,000. This note matured on May 2, 2015. Interest accrues at the rate of 12% per annum, compounding daily. 25,730 - On October 17, 2014, the Company sold a 1% Convertible Redeemable Note in the principal amount of $500,000 pursuant to a Securities Purchase Agreement. 500,000 - On November 28, 2014, the Company executed a convertible note payable in the amount of $800,000, which matured on May 28, 2015, bearing interest at 1% per annum. This note is convertible into the Company’s common stock at a variable conversion price equal to 56% of the market value at the time of conversion. 800,000 - On March 11, 2015, the Company executed a convertible note payable in the amount of $100,000 payable on September 5, 2015 bearing interest at 1% per annum. This note is convertible into the Company’s common stock at a variable conversion price equal to 56% of the market value at the time of conversion. 100,000 - Total 3,379,185 1,048,501 Less: Debt discount (1,652,229 ) (402,139 ) Plus: Amortization of discounts 1,629,462 347,023 Total convertible notes payable $ 3,356,418 993,385 |