Mitesco (MITI) 10-Q 14 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Aug. 14, 2015
Document And Entity Information
Entity Registrant Name	TRUNITY HOLDINGS, INC.
Entity Central Index Key	802,257
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer	No
Is Entity a Voluntary Filer	No
Is Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		63,628,821
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,015

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Current assets
Cash	$ 16,000	$ 14,119
Accounts receivable	5,165	3,020
Debt issuance costs	33,397	33,692
Prepaid expenses and other current assets	115,391	106,799
Total current assets	169,953	157,630
Property and equipment
Fixtures and equipment	76,095	76,095
Less accumulated depreciation	(62,088)	(56,379)
Total property and equipment, net	14,007	19,716
Capitalized software development costs
Costs incurred	4,303,896	4,232,313
Less accumulated amortization	(3,710,246)	(3,457,907)
Total capitalized software development costs, net	593,650	774,406
Other assets
Other long term assets	12,300	12,895
TOTAL ASSETS	789,910	964,647
Current liabilities
Accounts payable	1,116,596	984,841
Accrued interest	203,737	106,274
Accrued payroll expenses	184,955	75,535
Accrued expenses	139,940	120,559
Debentures Series A, B, C, D, E and F, net	1,893,515	1,457,163
Convertible debenture, net	99,545	115,463
Convertible promissory note, net	52,345	45,089
Deferred revenue	271,807	324,169
Total current liabilities	3,962,440	3,229,093
TOTAL LIABILITIES	$ 3,962,440	$ 3,229,093
Commitments and Contingencies
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.0001 par value - 200,000,000 shares authorized, 56,176,756 and 54,803,131 shares issued and outstanding at June 30, 2015 and December 31, 2014, respectively	$ 5,617	$ 5,480
Additional paid-in capital	14,621,437	14,220,266
Other comprehensive income	30,781	17,974
Accumulated Deficit	(17,830,365)	(16,508,166)
Total Stockholders' Equity Deficit	(3,172,530)	(2,264,446)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 789,910	$ 964,647

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Preferred stock par value	$ 0.0001	$ 0.0001
Preferred stock shares authorized	50,000,000	50,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock par value	$ 0.0001	$ 0.0001
Common stock shares authorized	200,000,000	200,000,000
Common stock shares issued	56,176,756	54,803,131
Common stock shares outstanding	56,176,756	54,803,131

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Net Sales	$ 66,458	$ 24,894	$ 185,137	$ 85,320
Cost of sales	27,894	19,801	90,023	68,933
Gross Profit	38,564	5,093	95,114	16,387
Operating expenses:
Research and development	186,950	410,208	381,649	902,094
Selling, general and administrative	232,596	380,761	484,862	929,707
Total operating expenses	419,546	790,969	866,511	1,831,801
Loss from Operations	(380,982)	(785,876)	(771,397)	(1,815,414)
Other expenses:
Interest expense	(318,747)	(97,213)	(550,802)	(191,685)
Total other expenses	(318,747)	(97,213)	(550,802)	(191,685)
Net loss	(699,729)	(883,089)	(1,322,199)	(2,007,099)
Other comprehensive gain (loss):
Foreign currency translation adjustments	14,082	(2,001)	12,807	7,881
Comprehensive Loss	$ (685,647)	$ (885,090)	$ (1,309,392)	$ (1,999,218)
Net Loss Per Share - Basic and Diluted	$ (0.01)	$ (0.02)	$ (0.02)	$ (0.04)
Weighted average number of common shares - Basic and Diluted:	55,083,961	49,108,919	54,943,546	47,915,460

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Changes in Stockholders' Equity (Deficit) (Unaudited) - 6 months ended Jun. 30, 2015 - USD ($)	Common Stock	Paid-In Capital	Accumulated Comprehensive Income	Accumulated Deficit	Total
Balance beginning at Dec. 31, 2014	$ 5,480	$ 14,220,266	$ 17,974	$ (16,508,166)	$ (2,264,446)
Balance beginning, Shares at Dec. 31, 2014	54,803,131				54,803,131
Common stock issued upon conversion of debenture	$ 137	45,816			$ 45,953
Common stock issued upon conversion of debenture, Shares	1,373,625
Discount related to issuance of debt with warrants and allocated fair value to beneficial conversion feature		274,122			274,122
Stock compensation expense		81,233			81,233
Foreign currency translation gain			12,807		12,807
Net loss				(1,322,199)	(1,322,199)
Balance ending at Jun. 30, 2015	$ 5,617	$ 14,621,437	$ 30,781	$ (17,830,365)	$ (3,172,530)
Balance ending, Shares at Jun. 30, 2015	56,176,756				56,176,756

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash Flows from Operating Activities:
Net Loss	$ (1,322,199)	$ (2,007,099)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	258,048	286,549
Stock-based compensation expense	81,233	258,894
Accretion for debt discounts and issuance costs	$ 384,026	131,796
Warrants issued in exchange for services		$ 20,752
Fair value of embedded conversion feature	$ 1,091
Changes in operating assets and liabilities:
Accounts receivable	(2,145)	$ 1,089
Prepaid expenses and other current assets	(8,592)	7,436
Accounts payable	131,755	$ 243,382
Other assets	16,995
Accrued interest and other liabilities	272,177	$ (2,479)
Deferred revenue	$ (52,363)	(34,000)
Deferred rent		3,773
Net Cash Used in Operating Activities	$ (239,974)	$ (1,089,907)
Cash Flows From Investing Activities:
Payment for patent and trademark applications	(1,400)
Payment of platform development costs	(71,583)	$ (328,719)
Net Cash Used in Investing Activities	(72,983)	$ (328,719)
Cash Flows from Financing Activities:
Proceeds from issuance of debentures	319,000
Repayments on notes payable related parties	$ (4,162)	$ (252)
Proceeds from issuance of convertible note payable		100,000
Sale of common stock, net of issuance costs		556,200
Net Cash Provided by Financing Activities	$ 314,838	655,948
Net Increase (Decrease) in Cash and Cash Equivalents	1,881	(762,678)
Cash, Beginning of Period	14,119	812,064
Cash, End of Period	$ 16,000	49,386
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest		$ 9,603
Non-cash Investing and Financing Transactions:
Accrued interest reclassed to debenture principal	$ 41,750
Conversion of debt to common stock shares	45,953
Discount related to issuance of debt with warrants and allocated fair value to beneficial conversion feature	$ 274,122

NOTE 1 - ORGANIZATION, BASIS OF

NOTE 1 - ORGANIZATION, BASIS OF PRESENTATION AND NATURE OF OPERATIONS	6 Months Ended
	Jun. 30, 2015
Note 1 - Organization Basis Of Presentation And Nature Of Operations
NOTE 1 - ORGANIZATION, BASIS OF PRESENTATION AND NATURE OF OPERATIONS	NOTE 1 – ORGANIZATION, BASIS OF PRESENTATION AND NATURE OF OPERATIONS The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ( “ U.S. GAAP ) and the rules and regulations of the Securities and Exchange Commission (the “Commission”) for interim financial information. Accordingly, they do not include all of the information required by U.S. GAAP for complete financial statement presentation and should be read in conjunction with the audited consolidated financial statements and related footnotes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (the “2014 Annual Report”), filed with the Commission on April 15, 2015. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation. The accompanying condensed consolidated financial statements include the accounts of Trunity Holdings, Inc. (“Trunity” or the “Company”) and its wholly owned subsidiary Trunity, Inc. (“Trunity, Inc.” or the “Company”), as of June 30, 2015 and December 31, 2014 and for the three and six months ended June 30, 2015 and 2014. All intercompany accounts have been eliminated in the consolidation. Certain amounts reported in prior periods have been reclassified to conform to the current presentation. The Company is a “C” Corporation organized under the laws of Delaware with principal offices located in Davie, Florida. The Company was formed on July 28, 2009 to develop a cloud-based platform that focuses on collaborative knowledge management, publishing and education delivery platform – the (the “Platform”) – which provides an end-to-end solution for the rapidly growing digital textbook, eLearning and enterprise training marketplaces. The financial statements have been prepared assuming the Company will continue as a going concern. The Company has incurred net losses, working capital deficiencies, and negative operating cash flows since its inception. To the extent the Company continues to experience working capital deficiencies and negative cash flows in the future, it will continue to require additional capital to fund operations. The Company has historically obtained additional capital investments under various debt and Common Stock issuances. Although management continues to pursue its financing plans, there is no assurance that the Company will be successful in generating sufficient revenues to provide positive cash flow or that financing at acceptable terms, if at all will be available. In addition, the Company has defaulted on some of its lease and debt obligations as of June 30, 2015. Although the Company is currently in negotiations related to these defaults, there is no assurance that any negotiations will be successful in reducing the Company’s liabilities under default. Based on these factors, the Company may be unable to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts or classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 2 - SIGNIFICANT ACCOUNTING

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2015
Note 2 - Summary Of Significant Accounting Policies
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES There was no material changes during the quarter ended June 30, 2015 in the Company’s significant accounting policies to those previously disclosed in the 2014 Annual Report. Recently Issued Accounting Pronouncements In April 2015, the Financial Accounting Standards Board issued a new pronouncement that requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The pronouncement becomes effective for the Company in the first quarter of 2016. Early adoption is permitted. The Company believes adoption of the pronouncement will not have a significant impact on the financial statements or its results of operations.

NOTE 3 - INTANGIBLE ASSETS

NOTE 3 - INTANGIBLE ASSETS	6 Months Ended
	Jun. 30, 2015
Note 3 - Intangible Assets
NOTE 3 - INTANGIBLE ASSETS	NOTE 3 – INTANGIBLE ASSETS Intangible assets are recorded at cost and consist of the Trunity eLearning Platform software development costs which include direct labor, including taxes and benefits. Amortization is computed using the straight-line method over three years. Amortization of three years is based on management’s best estimate of useful life of current technology in this industry. Intangible assets were comprised of the following at June 30, 2015: Trunity eLearning Platform Software Development Cost Estimated Life Gross Cost Accumulated Amortization Net Book Value Internal costs capitalized for the twelve months ended December 31, 2012 3 years 548,031 (539,225 ) $ 8,806 Internal costs capitalized for the twelve months ended December 31, 2013 3 years 519,733 (365,617 ) $ 154,116 Internal costs capitalized for the twelve months ended December 31, 2014 3 years 598,285 (229,318 ) $ 368,967 Internal costs capitalized for the six months ended June 30, 2015 3 years 71,583 (9,822 ) $ 61,761 Carrying value as of June 30, 2015 $ 593,650 Carrying value as of December 31, 2014 $ 774,406 Estimated future amortization expense is as follows for the following periods: Remainder of 2015 $ 207,072 2016 290,783 2017 93,686 2018 2,109 Total future amortization expense $ 593,650 Amortization expense for intangible assets as $119,833 and $252,339 for the three and six months ended June 30, 2015 and $143,632 and $271,242 for the three and six months ended June 30, 2014.

NOTE 4 - SIGNIFICANT TRANSACTIO

NOTE 4 - SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES	6 Months Ended
	Jun. 30, 2015
Note 4 - Significant Transactions With Related Parties
NOTE 4 - SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES	NOTE 4 – SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES The following is a summary of significant related party transactions during the three and six months ended June 30, 2015 and 2014. Summary of Related Party Obligations The Company has $737,163 and $676,913 of the debenture series are held by related parties as of June 30, 2015 and December 31, 2014, respectively. It also has $52,500 of convertible promissory notes that are held by a related party as of June 30, 2015 and December 31, 2014. The Company has accrued interest of $60,746 and $25,137 due to related parties as of June 30, 2015 and December 31, 2014. Interest expense incurred by the Company associated with these related party obligations was $20,557 and $35,608 for the three and six month period ended June 30, 2015 and $4,048 and $8,097 for the three and six month period ended period ended June 30, 2014. Transactions with Officers – The Company’s CEO and CFO, Nicole Fernandez-McGovern, is one of the managing principals of both RCM Financial, a financial consulting firm, and Premier Financial Filings, a full-service financial printer; companies which have provided contracted financial services to Trunity. For the six months ended June 30, 2015 and 2014, RCM Financial provided outside accounting and tax professional services to Trunity, which resulted in fees of $3,178 and $9,257, respectively. Premier Financial Filings provided services to the Company resulting in fees of $5,995 and $5,873, respectively for the six months ended June 30, 2015 and 2014. During the six months ended June 30, 2015, Ms. Fernandez-McGovern was issued, in exchange for $30,000 of consideration, resulting in 30,000 warrants at $0.15 being issued to her. Ms. Fernandez- McGovern is also the holder of a and July 2014 Convertible Promissory Note in the principal amount of $42,822 issued in exchange for $42,500 of consideration . See Note 5 for further details of the terms of the debentures and promissory note The Company’s Chief Education Officer, Cutler Cleveland, currently authors on the Trunity eLearning Platform. In his capacity as an author, he has accrued royalties for the six months ended June 30, 2015 and 2014 of $4,986 and $9,485, respectively. At June 30, 2015, the Company’s Chief Technology Officer, Joakim Lindblom, is the holder of a in the principal amount of $92,106 issued in exchange for $81,270 of consideration. See Note 5 for further details of the terms of the debenture Transactions with Board Members – An investment of $100,000 was made by a board member and founder, Les Anderton, during the six months ended June 30, 2015, for a resulting in 100,000 warrants at $0.15. In addition, Mr. Anderton is the holder of $280,053 of and issued to him in exchange for $265,370 of consideration. See Note 5 for further details of the terms of the debentures and promissory note In exchange for $10,000 of consideration, board member Ivan Berkowitz is a holder of a July 2014 Convertible Promissory Note . See Note 5 for further details of the terms of this promissory note. Credit Agreements Effective January 1, 2015, Les Anderton provided a new $1.5 million line of credit, at a 10% interest rate, to the Company on the same terms as in his prior credit agreement with a maturity date of the earlier of December 31, 2015 or the closing of a Company financing with gross proceeds of at least $5 million. The line of credit will be used to fund working capital needs. No draws have been made on the line of credit.

NOTE 5 - CONVERTIBLE DEBT

NOTE 5 - CONVERTIBLE DEBT	6 Months Ended
	Jun. 30, 2015
Note 5 - Convertible Debt
NOTE 5 - CONVERTIBLE DEBT	NOTE 5 – CONVERTIBLE DEBT The following is a summary of convertible debentures outstanding as of June 30, 2015: Face Value Initial Discount Accumulated Amortization Debt Extinguishment Carrying Value Convertible Promissory Notes $ 52,500 $ (14,629 ) $ 14,474 $ — $ 52,345 Series A Debentures 154,733 (69,219 ) 69,219 — 154,733 Series B Debentures 161,932 (69,135 ) 69,135 — 161,932 Series C Debentures 350,833 — — — 350,833 Series D Debentures 763,199 (34,650 ) 29,033 — 757,582 Series E Debentures 166,750 (145,000 ) 145,000 — 166,750 Series F Debentures 339,000 (271,206 ) 233,891 — 301,685 Total Debentures $ 1,936,447 $ (589,210 ) $ 546,278 $ — $ 1,893,515 Face Value Initial Discount Accumulated Amortization Stock Settled Debt Obligation Carrying Value Convertible Debenture $ 88,586 $ (66,423 ) $ 26,822 $ 50,560 $ 99,545 Total $ 2,077,533 $ (670,262 ) $ 587,574 $ 50,560 $ 2,045,405 The following is a summary of convertible debentures outstanding as of December 31, 2014: Face Value Initial Discount Amortization Debt Extinguishment Carrying Value Convertible Promissory Notes $ 52,500 $ (14,629 ) $ 7,218 $ — $ 45,089 Series A Debentures 167,540 (69,219 ) 69,219 — 167,540 Series B Debentures 161,932 (69,135 ) 69,135 — 161,932 Series C Debentures 350,833 (72,869 ) — 72,869 350,833 Series D Debentures 763,199 (267,285 ) 9,992 237,227 743,133 Series E Debentures 145,000 (145,000 ) 33,725 — 33,725 Total Debentures $ 1,588,504 $ (623,508 ) $ 182,071 $ 310,096 $ 1,457,163 Face Value Initial Discount Amortization Stock Settled Debt Obligation Carrying Value Convertible Debenture $ 113,128 $ (66,423 ) $ 3,336 $ 65,422 $ 115,463 Total $ 1,754,132 $ (704,560 ) $ 192,625 $ 375,518 $ 1,617,715 January-March 2015 Unsecured Redeemable Debentures (Series F) In 2015, the Company borrowed from accredited investors and related parties (the “Debenture Holders”) $319,000 ($130,000 was provided by an officer and board member of the Company) pursuant to an Unsecured Redeemable Debenture Series F (the “Series F Debentures”) that required payment of interest at the end of the three-month Debenture term in the amount of 10% of the principal amount. The holders of the Series F Debentures also received warrants to acquire 319,000 shares of common stock for an exercise price of $0.15 per share, exercisable over three years. In addition, the Company will issue the Debenture Holders warrants (the “2015 Warrant”) to purchase 319,000 shares of the Company’s common stock at a price per 2015 Warrant Share to be determined. The Company incurred no commission costs in connection with these transactions. The Series F Debentures are convertible into common stock at $.03 per share as to principal plus accrued interest upon an event of default. The Company allocated the face value of the Series F Debentures to the warrants and the debentures based on their relative fair values, allocated $2,427 to the warrants, and determined that there were aggregate beneficial conversion features of $197,573. The fair value of the warrants was determined using the Black-Scholes-Merton (“BSM”) valuation model and the following assumptions: volatility – 43.95% to 49.60%, risk free rate – 0.83% to 1.13 %, dividend rate – 0.00%. The amount allocated to the warrants and beneficial conversion features totaling $200,000 was recorded as a discount against the Series F Debentures, with offsetting entry to additional paid-in capital. The discounts are being amortized into interest expense over the term of the Series F Debentures. During the three and six months ended June 30, 2015, the Company recorded amortization of the discount of $149,736 and $233,891, respectively and interest expense of $26,283 and $28,387, respectively. During the three months ended June 30, 2015, the Company defaulted on some of the Series F debentures and as a result, reclassed $20,000 of accrued interest as of the date of maturity to the face amount of the debenture and then began accruing daily interest on the new face amount of $339,000 at a default rate of 18% per annum. As of June 30, 2015, the carrying value of the Series F Debentures was $301,685, net of unamortized discounts of $37,315. During the three months ended June 30, 2015, $212,000 of the Series F Debentures matured without payment creating an event of default. Consequently, aggregate principal amount of these debentures plus accrued interest is convertible into Common Stock at .03 per share. As of June 30, 2015, the Debentures were convertible into an aggregate of 7,066,667 shares. At this time, the Company is in discussion with the Debenture Holders and no notices of conversion of these debentures have been received as of August 14, 2015. November and December 2014 Unsecured Redeemable Debentures (Series E) In October and November 2014, the Company borrowed from accredited investors and a related party (the “Debenture Holders”) $145,000 pursuant to an Unsecured Redeemable Debenture Series E (the “Series E Debentures”) that required payment of interest at the end of the six-month Debenture term in the amount of 15% of the principal amount. The holders of the Series E Debentures also received warrants to acquire 145,000 shares of common stock for an exercise price of $0.15 per share, exercisable over four years equal. In addition, the Company will issue the Debenture Holders warrants (the “2015 Warrant”) to purchase 145,000 shares of the Company’s common stock at a price per 2015 Warrant Share to be determined. The Company incurred no commission costs in connection with these transactions. The Series E Debentures are convertible into common stock at $.03 per share as to principal plus accrued interest upon an event of default. The Company allocated the face value of the Series E Debentures to the warrants and the debentures based on their relative fair values, allocated $7,945 to the warrants, and determined that there were aggregate beneficial conversion features of $137,055. The fair value of the warrants was determined using the BSM valuation model and the following assumptions: volatility – 42.31% to 44.28%, risk free rate – 1.63% to 1.75% %, dividend rate – 0.00%. The amount allocated to the warrants and beneficial conversion features totaling $145,000 was recorded as a discount against the Series E Debentures, with offsetting entry to additional paid-in capital. The discounts are being amortized into interest expense over the term of the Series E Debentures. During the three and six months ended June 30, 2015, the Company recorded amortization of the discount of $39,243 and $145,000, respectively and interest expense of $17,291 and $22,654, respectively. During the three months ended June 30, 2015, the Company defaulted in redeeming the Series E debentures and as a result, reclassed $21,750 of accrued interest as of the date of maturity to the face amount of the debenture and then began accruing daily interest on the new face amount of $166,750 at a default rate of 18% per annum. As of June 30, 2015, the carrying value of the Series E Debentures was $166,750 and the discount has been fully amortized. During the three months ended June 30, 2015, all of the Series E, Debentures matured without payment creating an event of default. Consequently, aggregate principal amount of these debentures plus accrued interest is convertible into Common Stock at .03 per share. As of June 30, 2015, the Debentures were convertible into an aggregate of 5,558,333 shares. At this time, the Company is in discussion with the Debenture Holders, the majority of which are related parties, and no notices of conversion of these debentures have been received as of August 14, 2015. July to November 2014 Convertible Debentures (Series D) During the months of July through November 2014, the Company issued Series D Convertible Debentures (the “Series D Debentures”) with an aggregate face value of $763,199 in exchange for $176,718 of cash plus accrued interest ($35,000 was provided by the CEO and CFO), in settlement of a Series A Convertible Debenture with outstanding principal and accrued interest of $26,477, and in settlement of Series B Convertible Debentures with aggregate outstanding principal and accrued interest of $560,003, of which $287,159 represented a conversion of notes payable-related parties to the Founders. The Series D Debentures accrue interest at an annual rate of 12%, mature in July through November 2015, and are convertible into the Company’s common stock at a conversion rate of $0.165 per share. The holders of the Series D Debentures also received warrants to acquire 3,332,000 shares of common stock for an exercise price of $0.20 per share, exercisable over five years. The Company allocated the face value of the Series D Debentures to the warrants and the debentures based on their relative fair values, allocated $145,334 to the warrants, and determined that there were aggregate beneficial conversion features of $126,543. The fair value of the warrants was determined using the BSM valuation model and the following assumptions: volatility – 43.63% to 44.28%, risk free rate – 1.60% to 1.69% %, dividend rate – 0.00%. The amount allocated to the warrants and beneficial conversion features totaling $271,877 was recorded as a discount against the Series D Debentures, with offsetting entry to additional paid-in capital. A portion of the discount resulting in $237,227 was fully expensed upon execution of the new debentures as debt extinguishment costs and the remaining amount of $34,650 is being amortized into interest expense over the term of the Series D Debentures. During the three and six months ended June 30, 2015, the Company recorded amortization of the discount related to the Series D Debentures of $8,244 and $19,040, respectively and interest expense of $22,861 and $45,580, respectively. As of June 30, 2015, the carrying value of the Series D Debentures was $757,582, net of unamortized discounts of $5,617. August 2014 and November Convertible Debentures (Series C) In August 2014, the Company issued Series C Convertible Debentures (the “Series C Debentures”) with an aggregate face value of $350,833 in exchange for the cancellation of Series B Convertible Debentures with outstanding principal and accrued interest of $350,833. The Series C Debentures accrue interest at an annual rate of 10%, mature in July and November 2015, and are convertible into the Company’s Common Stock at a conversion rate of $0.20 per share. The holders of the Series C Debentures also received warrants to acquire 1,500,000 shares of Common Stock for an exercise price of $0.20 per share, exercisable over five years. The Company allocated the face value of the Series C Debentures to the warrants and the debentures based on their relative fair values, and allocated $72,869 to the warrants, which was recorded as a discount against the Series C Debentures, with offsetting entry to additional paid-in capital. The fair value of the warrants was determined using the BSM valuation model and the following assumptions: volatility – 43.74% and 44.28%, risk free rate – 1.62% and 1.67%, dividend rate – 0.00%. The discount was fully expensed upon execution of the new debentures as debt extinguishment costs. As of June 30, 2015, the carrying value of the Series C Debentures was $350,833, interest expense for the three and six months ended June 30, 2015 of $8,771 and $17,542 respectively was recorded and no amortization expense was recorded as it was fully expensed in the prior period. October and November 2012 Convertible Debentures (Series B) In October and November 2012, the Company issued Convertible Debentures (“Series B Debentures-Issuance II”) with an aggregate face value of $624,372 of which $565,372 represented a conversion of notes payable-related parties to the Founders. In 2013, two of the founders sold a portion of their debenture totaling $141,800 of their aggregate face to third parties. The Series B Debentures-Issuance II matured in October and November 2014, bore interest at an annual rate of 10%, and were convertible at the option of the holders into Units, each consisting of a) one share of Common Stock and b) one warrant to purchase one share of Common Stock at $0.40 per share (“Unit”). The number of Units issuable upon conversion of the Series B Debentures-Issuance II is determined by dividing the then outstanding principal and accrued but unpaid interest by a) $0.35 if a Liquidity Event, as defined in the debenture agreements, occurs within six months of the closing of the offering of the Series B Debentures-Issuance II, or b) $0.32 if a Liquidity Event does not occur within six months of the closing of the offering of the Series B Debentures-Issuance II. In October and November 2014, all but one of the holders of the Series B Debentures-Issuance II exchanged the debentures with an aggregate face value of $464,440 and accrued interest of $51,317 for either a Series C or D Debenture with an aggregate face value of $513,757. The Company recorded a loss on early extinguishment of debt of $212,261, primarily related to fair value of the warrants in relation to the debt (relative fair value) on the debt exchange transaction. The Company has defaulted on its obligation to pay the remaining principal amount of a debenture due October and November 2014. The total amount due on this debenture, including interest, is $188,257 and is currently accruing interest at a default rate of 12% per annum. The Company has negotiated restructured terms with the majority of the debenture holders and is attempting to complete the formal restructuring of this debt obligation. As of June 30, 2015, the net carrying value of the outstanding Series B Debentures-Issuance II totaled $161,932 and no unamortized discount remains therefore no amortization expense was recorded for the three and six months ended June 30, 2015. As of June 30, 2014, the net carrying value of the outstanding Series B Debentures-Issuance II totaled $572,536 and $31,750 and $63,501 of amortization expense was recorded for the three and six months ended June 30, 2014. During the three and six months ended June 30, 2014, interest expense of $4,791 and $9,636, respectively was recorded on the Series B Debentures-Issuance II. During the three and six months ended June 30, 2014, we recorded interest expense on the Series B Debentures-Issuance II of $4,048 and $8,097, respectively. As of June 30, 2015 no unamortized debt issuance costs related to the Series B Debentures-Issuance II remains therefore no amortization expense was recorded during the three and six months ended June 30, 2015. During the three and six months ended June 30, 2014, $2,476 and $4,951, respectively of amortization expense was recorded related to the debt issuance costs for the Series B Debentures-Issuance II. July 2012 Convertible Debentures (Series A) In July 2012, the Company issued Convertible Debentures (the “Series A Debentures”) with an aggregate face value of $215,300 Canadian Dollars (US$197,344 as of December June 30, 2014). The Series A Debentures matured in July 2014, bore interest at an annual rate of 10% through July 2014 and upon default accrued interest at 12% per annum. The Series A Debentures are convertible at the option of the holders into Units, each consisting of a) one share of Common Stock and b) one warrant to purchase one share of Common Stock at 0.40 Canadian Dollars per share (“Unit”). The number of Units issuable upon conversion of the Series A Debentures is determined by dividing the then outstanding principal and accrued but unpaid interest by a) 0.35 Canadian Dollars if a Liquidity Event, as defined in the Debenture agreement, occurs within six months of the closing of the offering of the July Notes, or b) 0.32 Canadian Dollars if a Liquidity Event does not occur within six months of the closing of the offering of the Series A Debentures. In July 2014, a holder of a Series A Debenture exchanged the debenture with a face value of $25,000 Canadian Dollars (US$23,360), and accrued interest of $3,336 Canadian Dollars (US$3,117) for a Series D Convertible Debenture with a face amount of US$26,477. The Company recorded a loss on early extinguishment of debt of US$6,728, primarily related to fair value of the warrants in relation to the debt (relative fair value) on the debt exchange transaction. The Company has defaulted on its obligation to pay the remaining principal amount of debentures due October and November 2014. The total amount due on these debentures, including interest is US$220,031 and is currently accruing interest at a default rate of 12% per annum. The Company has negotiated restructured terms with the majority of the debenture holders and is attempting to complete the formal restructuring of these debt obligations. As of June 30, 2015, the net carrying value of the outstanding Series A Debentures totaled $154,733 and no unamortized discount remains therefore no amortization expense was recorded for the three and six months ended June 30, 2015. As of June 30, 2014, the net carrying value of the outstanding Series A Debentures totaled $193,811 and $10,599 and $21,197, respectively of amortization expense was recorded for the three and six months ended June 30, 2014. During the three and six months ended June 30, 2015, the Company recorded interest expense on the Series A Debentures of $5,064 and $9,706 respectively. During the three and six months ended June 30, 2014, the Company recorded interest expense on the Series A Debentures of $4,934 and $9,817 respectively. As of June 30, 2015 no unamortized debt issuance costs related to the Series A Debentures remains therefore no amortization expense was recorded during the three and six months ended June 30, 2015. During the three and six months ended June 30, 2014, $6,609 and $13,217, respectively of amortization expense was recorded related to the debt issuance costs for the Series A Debentures. November 2014 Convertible Debenture with Peak One Opportunity Fund, L.P. In November 2014, the Company entered into a Securities Purchase Agreement with Peak One Opportunity Fund, L.P. (“Peak”) pursuant to which the Company sold to Peak for $112,500 a Convertible Debenture (the “Peak Debenture”) in the principal amount of $125,000 (the “Principal Amount”) due on November 6, 2017 (the “Maturity Date”). Pursuant to the Peak Debenture, the Company agreed to pay interest on the Principal Amount outstanding from time to time in arrears (i) upon conversion or (ii) on the Maturity Date, at the rate of 5% per annum. The Company has the option to redeem the Peak Debenture prior to the Maturity Date at any time or from time to time by paying the Principal Amount plus accrued interest and a redemption premium of 20% of principal if the redemption is between 91-180 days after issuance and 40% of principal after 180 days. Beginning 91 days after the issue date, Peak may convert the principal and accrued interest (the “Conversion Amount”) into shares of common stock at a conversion price for each share of common stock (the “Conversion Price”) equal to 65% of the lowest closing bid price (as reported by Bloomberg LP) of common stock for the 20 trading days immediately preceding the date of conversion of the Peak Debenture (subject to equitable adjustments resulting from any stock splits, stock dividends, recapitalizations or similar events). The Company paid issuance costs of $10,000 and issued 137,500 shares of restricted common ctock to cover the expenses incurred and analysis performed by Peak in connection with the transaction. The fair value of the 137,500 shares of restricted stock of $24,750, and $10,000 of issuance costs added to the principal, were recorded as deferred issuance costs to be amortized into interest expense over the term of the Peak Debenture. The Peak Debenture is convertible into a variable number of shares based upon a fixed dollar amount and therefore treated as stock settled debt in accordance with ASC 480. On the date of issuance, the Company recorded the fair value of the financial instrument of $66,423 as a stock settled debt obligation along with debt discount of $12,500 to be amortized into interest expense through the maturity date. During the three and six months ended June 30, 2015, the Company recognized $21,418 and $27,905, respectively of amortization of the discounts, $9,429 and $12,287, respectively of amortization of deferred financing fees, and recorded interest expense of $1,558 and $3,099, respectively. During the three months ended June 30, 2015, Peak converted $30,000 of principal into 1,373,625 shares of common stock. Upon conversion the Company recorded the fair value of the stock settled debt on the dates of conversion, totaling $45,816, to additional paid in capital. The deferred financing costs were accelerated to interest expense through the date of conversion, which is included in the $21,418 noted above. The Company adjusted the remaining stock settled debt obligation to fair value as of June 30, 2015, totaling $50,560, and recognized derivative expense of $454 for the change in fair value for the three months ended June 30, 2015. As of June 30, 2015, the Peak Debenture is carried at $99,545, net of unamortized discount of $39,601. July 2014 Convertible Promissory Notes In July 2014, the Company issued Convertible Promissory Notes with an aggregate face value of $52,500 for cash ($27,500 was provided by the CEO and CFO and two board members). The Convertible Promissory Notes accrue interest at an annual rate of 10%, mature in July 2015, and are convertible into the Company’s common stock at a conversion rate of $0.165 per share. The holders of the Convertible Promissory Notes also received warrants to acquire 318,182 shares of common stock for an exercise price of $0.50 per share, exercisable over five years. The Company allocated the proceeds from the Convertible Promissory Notes to the warrants and the notes based on their relative fair values, allocated $6,117 to the warrants, and determined that there were aggregate beneficial conversion features of $8,512. The fair value of the warrants was determined using the BSM valuation model and the following assumptions: volatility – 43.99% to 44.08%, risk free rate – 1.66 to 1.74% %, dividend rate – 0.00%. The amount allocated to the warrants and beneficial conversion features; totaling $14,629, was recorded as a discount against the Convertible Promissory Notes with an offsetting entry to additional paid-in capital. The discounts are being amortized into interest expense over the term of the Convertible Promissory Notes. During the three and six months ended June 30, 2015, the Company recorded amortization of the discount of $3,648 and $7,255, respectively. During the three and six months June 30, 2015, the Company recorded interest expense of $1,309 and $2,609, respectively. As of June 30, 2015, the carrying value of the Convertible Promissory Notes was $52,345, net of unamortized discounts of $156.

NOTE 6 - STOCK SETTLED DEBT OBL

NOTE 6 - STOCK SETTLED DEBT OBLIGATION	6 Months Ended
	Jun. 30, 2015
Note 6 - Stock Settled Debt Obligation
NOTE 6 - STOCK SETTLED DEBT OBLIGATION	NOTE 6 – STOCK SETTLED DEBT OBLIGATION The Company determined that the conversion feature included in the November 2014 Peak Debenture required liability treatment because it is convertible into a fixed dollar amount based on a variable conversion rate. Because of the uncertainty regarding the number of shares of common stock that may be issuable upon the conversion of the convertible debt, the conversion option is required to be accounted for separately and presented as a stock settled debt obligation on the Company’s balance sheet, with subsequent changes in fair value reported in the Company’s statement of operations. On the date of issuance, the Company recorded a stock settled debt obligation of $66,423 with an offsetting discount against the convertible debt to be amortized into interest expense through the maturity of the convertible debt. The Company adjusted the stock settled debt obligation to its fair value on June 30, 2015, of $50,560, resulting in derivative expense of $454 and $1,091 for the three and six months ended June 30, 2015, respectively. During the three months ended June 30, 2015, the holder of the Peak Debenture elected to convert $30,000 of principal into 1,373,625 shares of Common Stock, resulting in a change to stock settled debt obligation of $15,953 to record the transaction. The Company used Monte Carlo simulations and the following assumptions in estimating the fair value of the embedded conversion option of the derivative liability: Issuance Date December 31, 2014 June 2, 2015 June 18, 2015 June 30, 2015 Expected Volatility 41.50 % 44.10 % 37.40 % 37.70 % 37.20 % Expected Term 3.00 Years 2.85 Years 2.43 Years 2.39 Years 2.36 Years Risk-Free Interest Rate 0.51 % 1.02 % 0.64 % 0.66 % 0.64 % Dividend Rate — % — % — % — % — % The following table presents changes in Level 3 liabilities measured at fair value for the quarter ended June 30, 2015. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs. Stock Settled Debt Obligation Balance at December 31, 2014 $ 65,422 Change in fair value 1,091 Fair value recorded to APIC related to conversion of debenture (15,953 ) Balance at June 30, 2015 $ 50,560

NOTE 7 - STOCK-BASED COMPENSATI

NOTE 7 - STOCK-BASED COMPENSATION	6 Months Ended
	Jun. 30, 2015
Note 7 - Stock-Based Compensation
NOTE 7 - STOCK-BASED COMPENSATION	NOTE 7 – STOCK-BASED COMPENSATION In 2009, the Company approved the 2009 Employee, Director and Consultant Stock Option Plan (the “2009 Plan”) and authorized an option pool of 5,500,000 shares that was subject to a 3 for 1 reverse stock split, resulting in an authorized option pool of 1,833,333. Stock options typically vest over a three-year period and have a life of ten years from the date granted. In 2009, the Company accelerated the option vesting of certain employees who terminated their employment, but agreed to work in a consulting capacity. In exchange for the accelerated vesting, the employees agreed to shorter expiration periods for their options. As of June 30, 2015,there were 1,468,766 shares available for awards under this plan. In 2012, the Company approved the 2012 Employee, Director and Consultant Stock Option Plan (the “2012 Plan”) and authorized an option pool of 7,500,000 shares. Stock options typically vest over a three-year period and have a life of ten years from the date granted. As of June 30, 2015, there were 4,653,000 shares available for awards under this plan. On February 12, 2014, Arol Buntzman resigned from his positions as Chairman, Director and Chief Executive Officer (CEO) of the Company. The Company’s Board of Directors has commenced a search for a permanent CEO and has appointed Nicole Fernandez-McGovern, the Company’s Chief Financial Officer, as CEO to serve until a permanent CEO is hired. As a result of Mr. Buntzman’s resignation pursuant to the December 2013 non-qualified stock option agreement between him and the Company, which granted to him options to purchase up to 4,000,000 shares of Common Stock outside of the Company’s 2009 and 2012 stock option plans (the “Option Agreement”), options to purchase 1,500,000 shares of stock were automatically cancelled, leaving 2,500,000 outstanding options. These options covered 1,000,000 shares at an exercise price of $0.30 per share and three tranches of 500,000 shares each at an exercise price of $0.40, $0.60 and $0.70 per share, respectively. The Company believes that some or all of the remaining options under the Option Agreement, representing 1,500,000 shares in three tranches of 500,000 shares each at exercise prices of $0.40, $0.60 and $0.70, respectively, should be During the three and six months ended June 30, 2015, the Company issued to employees, directors or consultants 130,000 options, to acquire shares of c ommon tock. The grant-date fair value of options is estimated using the BSM valuation model. The per share weighted average fair value of stock options granted during 2015 was $0.07 and was determined using the following assumptions: expected price volatility is 49.6%, risk-free interest rate of 1.06%, zero expected dividend yield, and 6.5 years expected life of options. The expected term of options granted is based on the simplified method in accordance with Securities and Exchange Commission Staff Accounting Bulletin 107, and represents the period of time that options granted are expected to be outstanding. The Company makes assumptions with respect to expected stock price volatility based on the average historical volatility of peers with similar attributes. In addition, the Company determines the risk free rate by selecting the U.S. Treasury with maturities similar to the expected terms of grants, quoted on an investment basis in effect at the time of grant for that business day. As of June 30, 2015, there was approximately $68,525 of total unrecognized stock compensation expense, related to unvested stock options under both Plans. This expense is expected to be recognized over the remaining weighted average vesting periods of the outstanding options of .50 years. A summary of options issued, exercised and cancelled for the three and six months ended June 30, 2015 is as follows: Shares Weighted-Average Exercise Price ($) Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value ($) Outstanding at December 31, 2014 6,810,766 0.26 8.11 — Granted 130,000 0.07 10.00 — Exercised — — — — Cancelled (125,000 ) 0.19 — — Outstanding at June 30, 2015 6,815,766 0.26 7.66 — Exercisable at June 30, 2015 6,407,168 0.34 7.74 —

NOTE 8 - WARRANTS TO PURCHASE C

NOTE 8 - WARRANTS TO PURCHASE COMMON STOCK	6 Months Ended
	Jun. 30, 2015
Note 8 - Warrants To Purchase Common Stock
NOTE 8 - WARRANTS TO PURCHASE COMMON STOCK	NOTE 8 – WARRANTS TO PURCHASE COMMON STOCK During the six months ended June 30, 2015, the Company issued, in connection with the issuance of debentures, warrants to purchase 445,500 shares of the Company’s Common Stock at an exercise price of $0.15 and $0.20. All warrants outstanding as of June 30, 2015 are scheduled to expire at various dates through 2019. The grant-date fair value of warrants is estimated using the BSM valuation model. The per share weighted average fair value of the warrants granted during 2015 was $0.17 and was determined using the following assumptions: expected price volatility ranging between 38.96% to 49.60%, risk-free interest rate ranging between 0.83% to 1.13%, zero expected dividend yield, and 3.0 year life of warrants. The Company makes assumptions with respect to expected stock price volatility based on the average historical volatility of peers with similar attributes. In addition, the Company determines the risk-free rate by selecting the U.S. Treasury with maturities similar to the expected terms of grants, quoted on an investment basis in effect at the time of grant for that business day. A summary of warrants issued, exercised and expired for the six months ended June 30, 2015 follows: Shares Weighted-Average Exercise Price ($) Weighted-Average Remaining Contractual Term Outstanding at December 31, 2014 17,308,258 0.70 2.04 Granted 445,500 0.17 3.00 Exercised — — — Expired (9,912,169 ) 1.00 — Outstanding and exercisable at June 30, 2015 7,841,589 0.31 3.94

NOTE 9 - STOCKHOLDER'S EQUITY

NOTE 9 - STOCKHOLDER'S EQUITY	6 Months Ended
	Jun. 30, 2015
Note 9 - Stockholders Equity
NOTE 9 - STOCKHOLDER'S EQUITY	NOTE 9 – STOCKHOLDER’S EQUITY Discount related to issuance of debt with warrants and allocated fair value to beneficial conversion feature – During the six months ended June 30, 2015, the Company raised gross proceeds of $319,000 pursuant to the issuance of an beneficial conversion features totaling $274,122, capital. The discounts are being amortized into interest expense over the term of the Series F Debentures.

NOTE 10 - POTENTIALLY DILUTIVE

NOTE 10 - POTENTIALLY DILUTIVE SECURITIES	6 Months Ended
	Jun. 30, 2015
Note 10 - Potentially Dilutive Securities
NOTE 10 - POTENTIALLY DILUTIVE SECURITIES	NOTE 10. – POTENTIALLY DILUTIVE SECURITIES Options, warrants and convertible debt were all considered anti-dilutive for the three and six months ended June 30, 2015 and 2014 due to net losses that the Company reported. The following table sets forth the securities that were not included in the diluted net loss per share calculation because their effect was anti-dilutive as of the periods presented: Three and Six Months Ended June 30, 2015 June 30, 2014 Options 6,815,766 7,220,725 Warrants 7,841,589 12,064,527 Convertible Debt 31,988,790 4,183,148 Total Potentially Dilutive Securities 46,646,145 23,468,400

NOTE 11 - COMMITMENTS AND CONTI

NOTE 11 - COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
NOTE 11 - COMMITMENTS AND CONTINGENCIES	NOTE 11 – COMMITMENTS AND CONTINGENCIES Leases On August 9, 2013, the Company commenced a lease for 8,713 square feet for its former corporate offices located in Portsmouth, New Hampshire which had a five-year term ending on September 8, 2018. The monthly rental payments for the first year were $10,165 per month and were scheduled to increase on each anniversary at a rate of 3% per annum. The Company was required to pay its proportionate share of the building’s common area maintenance (“CAM”), real estate taxes, utilities serving the premises and the cost of premises janitorial service estimated to be $5,210 on a monthly basis. On August 11, 2014, the landlord declared the Company in default based on its failure to pay rent and other charges due since July 2014. The Company vacated the premises on August 22, 2014, and moved its office to smaller, less expensive premises in the neighboring area. Past due amounts owed on the lease through the date of surrender of the premises total approximately $51,000. Total payments from the date of surrender through the end of the lease would be approximately $900,000 if the space was not occupied however on January 1, 2015 the space was leased to a new tenant controlled by the former CEO thereby mitigating the liability to the Company. The Company is attempting to negotiate a settlement of the lease with the landlord based on an offset for the fair market rental value of the premises and a discount to present value, as well as a discount based on the Company’s precarious financial condition. In addition, the Company has accrued all past due amounts fully and an additional amount based on an offer of settlement presented to the landlord. There can be no assurance that settlement of this lease will not have a material adverse effect on the Company. No legal demands have been filed by either party. In April 2015, the Company executed a lease that commenced on May 1, 2015 for office space located in Davie, Florida. The lease has monthly payments of $954 per month for a six-month term and has an option to extend for another six-month term.

NOTE 12 - SUBSEQUENT EVENTS

NOTE 12 - SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2015
Note 12 - Subsequent Events
NOTE 12 - SUBSEQUENT EVENTS	NOTE 12 – SUBSEQUENT EVENTS During the third quarter of 2015, the Company has borrowed from accredited investors and a related party (the “Debenture Holders”) $123,000 ($50,000 was provided by a board member) pursuant to Series F Debenture. See Note 5 for the terms of the Series F Debentures. The Company incurred no commission costs in connection with these transactions. During the third quarter of 2015, 7,452,065 shares of common stock were issued upon the conversion of $65,000 of principal on the Peak Debenture. The remaining principal amount of the Peak Debenture of $30,000 was later settled in full upon payment by the Company of $49,000.

NOTE 2 - SUMMARY OF SIGNIFICANT

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2015
Note 2 - Summary Of Significant Accounting Policies Policies
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In April 2015, the Financial Accounting Standards Board issued a new pronouncement that requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The pronouncement becomes effective for the Company in the first quarter of 2016. Early adoption is permitted. The Company believes adoption of the pronouncement will not have a significant impact on the financial statements or its results of operations.

NOTE 3 - INTANGIBLE ASSETS (Tab

NOTE 3 - INTANGIBLE ASSETS (Tables)	6 Months Ended
	Jun. 30, 2015
Note 3 - Intangible Assets Tables
Intangible assets	Intangible assets were comprised of the following at June 30, 2015: Trunity eLearning Platform Software Development Cost Estimated Life Gross Cost Accumulated Amortization Net Book Value Internal costs capitalized for the twelve months ended December 31, 2012 3 years 548,031 (539,225 ) $ 8,806 Internal costs capitalized for the twelve months ended December 31, 2013 3 years 519,733 (365,617 ) $ 154,116 Internal costs capitalized for the twelve months ended December 31, 2014 3 years 598,285 (229,318 ) $ 368,967 Internal costs capitalized for the six months ended June 30, 2015 3 years 71,583 (9,822 ) $ 61,761 Carrying value as of June 30, 2015 $ 593,650 Carrying value as of December 31, 2014 $ 774,406
Estimated future amortization expense	Estimated future amortization expense is as follows for the following periods: Remainder of 2015 $ 207,072 2016 290,783 2017 93,686 2018 2,109 Total future amortization expense $ 593,650

NOTE 5 - CONVERTIBLE DEBT (Tabl

NOTE 5 - CONVERTIBLE DEBT (Tables)	6 Months Ended
	Jun. 30, 2015
Note 5 - Convertible Debt Tables
Summary of convertible debentures outstanding	The following is a summary of convertible debentures outstanding as of June 30, 2015: Face Value Initial Discount Accumulated Amortization Debt Extinguishment Carrying Value Convertible Promissory Notes $ 52,500 $ (14,629 ) $ 14,474 $ — $ 52,345 Series A Debentures 154,733 (69,219 ) 69,219 — 154,733 Series B Debentures 161,932 (69,135 ) 69,135 — 161,932 Series C Debentures 350,833 — — — 350,833 Series D Debentures 763,199 (34,650 ) 29,033 — 757,582 Series E Debentures 166,750 (145,000 ) 145,000 — 166,750 Series F Debentures 339,000 (271,206 ) 233,891 — 301,685 Total Debentures $ 1,936,447 $ (589,210 ) $ 546,278 $ — $ 1,893,515 Face Value Initial Discount Accumulated Amortization Stock Settled Debt Obligation Carrying Value Convertible Debenture $ 88,586 $ (66,423 ) $ 26,822 $ 50,560 $ 99,545 Total $ 2,077,533 $ (670,262 ) $ 587,574 $ 50,560 $ 2,045,405 The following is a summary of convertible debentures outstanding as of December 31, 2014: Face Value Initial Discount Amortization Debt Extinguishment Carrying Value Convertible Promissory Notes $ 52,500 $ (14,629 ) $ 7,218 $ — $ 45,089 Series A Debentures 167,540 (69,219 ) 69,219 — 167,540 Series B Debentures 161,932 (69,135 ) 69,135 — 161,932 Series C Debentures 350,833 (72,869 ) — 72,869 350,833 Series D Debentures 763,199 (267,285 ) 9,992 237,227 743,133 Series E Debentures 145,000 (145,000 ) 33,725 — 33,725 Total Debentures $ 1,588,504 $ (623,508 ) $ 182,071 $ 310,096 $ 1,457,163 Face Value Initial Discount Amortization Stock Settled Debt Obligation Carrying Value Convertible Debenture $ 113,128 $ (66,423 ) $ 3,336 $ 65,422 $ 115,463 Total $ 1,754,132 $ (704,560 ) $ 192,625 $ 375,518 $ 1,617,715

NOTE 6 - STOCK SETTLED DEBT O22

NOTE 6 - STOCK SETTLED DEBT OBLIGATION (Tables)	6 Months Ended
	Jun. 30, 2015
Note 6 - Derivatives Tables
Fair value of this derivative liability	The Company used Monte Carlo simulations and the following assumptions in estimating the fair value of the embedded conversion option of the derivative liability: Issuance Date December 31, 2014 June 2, June 18, 2015 June 30, 2015 Expected Volatility 41.50 % 44.10 % 37.40 % 37.70 % 37.20 % Expected Term 3.00 Years 2.85 Years 2.43 Years 2.39 Years 2.36 Years Risk-Free Interest Rate 0.51 % 1.02 % 0.64 % 0.66 % 0.64 % Dividend Rate — % — % — % — % — %
Change in fair value	Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs. Stock Settled Debt Obligation Balance at December 31, 2014 $ 65,422 Change in fair value 1,091 Fair value recorded to APIC related to conversion of debenture ( 15,953 ) Balance at June 30, 2015 $ 50,560

NOTE 7 - STOCK-BASED COMPENSA23

NOTE 7 - STOCK-BASED COMPENSATION (Tables)	6 Months Ended
	Jun. 30, 2015
Note 7 - Stock-Based Compensation Tables
Summary of options issued, exercised and cancelled	A summary of options issued, exercised and cancelled for the three and six months ended June 30, 2015 is as follows: Shares Weighted-Average Exercise Price ($) Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value ($) Outstanding at December 31, 2014 6,810,766 0.26 8.11 — Granted 130,000 0.07 10.00 — Exercised — — — — Cancelled (125,000 ) 0.19 — — Outstanding at June 30, 2015 6,815,766 0.26 7.66 — Exercisable at June 30, 2015 6,407,168 0.34 7.74 —

NOTE 8 - WARRANTS TO PURCHASE24

NOTE 8 - WARRANTS TO PURCHASE COMMON STOCK (Tables)	6 Months Ended
	Jun. 30, 2015
Note 8 - Warrants To Purchase Common Stock Tables
Summary of warrants issued, exercised and expired	A summary of warrants issued, exercised and expired for the six months ended June 30, 2015 follows: Shares Weighted-Average Exercise Price ($) Weighted-Average Remaining Contractual Term Outstanding at December 31, 2014 17,308,258 0.70 2.04 Granted 445,500 0.17 3.00 Exercised — — — Expired (9,912,169) 1.00 — Outstanding and exercisable at June 30, 2015 7,841,589 0.31 3.94

NOTE 10 - POTENTIALLY DILUTIV25

NOTE 10 - POTENTIALLY DILUTIVE SECURITIES (Tables)	6 Months Ended
	Jun. 30, 2015
Note 10 - Potentially Dilutive Securities Tables
Securities not included in diluted net loss per share calculation	The following table sets forth the securities that were not included in the diluted net loss per share calculation because their effect was anti-dilutive as of the periods presented: Three and Six Months Ended June 30, 2015 June 30, 2014 Options 6,815,766 7,220,725 Warrants 7,841,589 12,064,527 Convertible Debt 31,988,790 4,183,148 Total Potentially Dilutive Securities 46,646,145 23,468,400

NOTE 3 - INTANGIBLE ASSETS (Det

NOTE 3 - INTANGIBLE ASSETS (Details) - USD ($)	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Carrying value	$ 593,650	$ 774,406
Internal costs capitalized for the twelve months ended December 31, 2012
Estimated Life	3 years
Gross Cost	$ 548,031
Accumulated Amortization	(539,225)
Net Book Value	$ 8,806
Internal costs capitalized for the twelve months ended December 31, 2013
Estimated Life	3 years
Gross Cost	$ 519,733
Accumulated Amortization	(365,617)
Net Book Value	$ 154,116
Internal costs capitalized for the twelve months ended December 31, 2014
Estimated Life	3 years
Gross Cost	$ 598,285
Accumulated Amortization	(229,318)
Net Book Value	$ 368,967
Internal costs capitalized for the six months ended June 30, 2015
Estimated Life	3 years
Gross Cost	$ 71,583
Accumulated Amortization	(9,822)
Net Book Value	$ 61,761

NOTE 3 - INTANGIBLE ASSETS (D27

NOTE 3 - INTANGIBLE ASSETS (Details 1)	Jun. 30, 2015USD ($)
Note 3 - Intangible Assets Details 1
Remainder of 2015	$ 207,072
2,016	290,783
2,017	93,686
2,018	2,109
Total future amortization expense	$ 593,650

NOTE 3 - INTANGIBLE ASSETS (D28

NOTE 3 - INTANGIBLE ASSETS (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Note 3 - Intangible Assets Details Narrative
Amortization expense for intangible assets	$ 119,833	$ 143,632	$ 252,339	$ 271,242

NOTE 4 - SIGNIFICANT TRANSACT29

NOTE 4 - SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Professional fees accrued			$ 3,178	$ 9,257
Accured Printing fees			5,995	5,873
Royalty fees			4,986	9,485
Debenture held by related parties	$ 737,163		737,163		$ 676,913
Convertible promissory notes held by related parties	52,500		52,500		52,500
Accrued interest	60,746		60,746		$ 25,137
Interest expense on related party debt	20,557	$ 4,048	35,608	$ 8,097
Mrs. Fernandez-McGovern [Member] | Series F Convertible Debenture [Member]
Convertible debentures exchanged	$ 30,000		$ 30,000
Warrant issued	30,000		30,000
Warrant exercise price			$ 0.15
Mrs. Fernandez-McGovern [Member] | Series D Convertible Debenture [Member]
Debenture principal amount			$ 42,822
Mrs. Fernandez-McGovern [Member] | July 2014 Convertible Promissory Note [Member]
Convertible debentures exchanged	$ 42,500		$ 42,500
Warrant issued	175,000		175,000
Joakim Lindblom [Member] | Series D Convertible Debenture [Member]
Convertible debentures exchanged	$ 81,270		$ 81,270
Debenture principal amount			92,106
Les Anderton [Member] | Series F Convertible Debenture [Member]
Convertible debentures exchanged	$ 100,000		$ 100,000
Warrant issued	100,000		100,000
Warrant exercise price			$ 0.15
Les Anderton [Member] | Series E Convertible Debentures [Member]
Convertible debentures exchanged	$ 10,000		$ 10,000
Warrant issued	75,000		75,000
Warrant exercise price			$ 0.15
Les Anderton [Member] | July 2014 Convertible Promissory Note [Member]
Convertible debentures exchanged	$ 265,370		$ 265,370
Les Anderton [Member] | Series D and Series E Convertible Debentures [Member]
Warrant issued	280,053		280,053
Ivan Berkowitz [Member] | July 2014 Convertible Promissory Note [Member]
Convertible debentures exchanged	$ 10,000		$ 10,000

NOTE 5 - CONVERTIBLE DEBT (Deta

NOTE 5 - CONVERTIBLE DEBT (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Face Value	$ 2,077,533	$ 1,754,132
Initial Discount	(670,262)	(704,560)
Accumulated Amortization	$ 587,574	192,625
Debt Extinguishment
Stock Settled Debt Obligation	$ 50,560	375,518
Carrying Value	2,045,405	1,617,715
Convertible Promissory Notes [Member]
Face Value	52,500	52,500
Initial Discount	(14,629)	(14,629)
Accumulated Amortization	$ 14,474	$ 7,218
Debt Extinguishment
Carrying Value	$ 52,345	$ 45,089
Series A Debentures [Member]
Face Value	154,733	167,540
Initial Discount	(69,219)	(69,219)
Accumulated Amortization	$ 69,219	$ 69,219
Debt Extinguishment
Carrying Value	$ 154,733	$ 167,540
Series B Debentures [Member]
Face Value	161,932	161,932
Initial Discount	(69,135)	(69,135)
Accumulated Amortization	$ 69,135	$ 69,135
Debt Extinguishment
Carrying Value	$ 161,932	$ 161,932
Series C Debentures [Member]
Face Value	$ 350,833	350,833
Initial Discount		$ (72,869)
Accumulated Amortization
Debt Extinguishment		$ 72,869
Carrying Value	$ 350,833	350,833
Series D Debentures [Member]
Face Value	763,199	763,199
Initial Discount	(34,650)	(267,285)
Accumulated Amortization	$ 29,033	9,992
Debt Extinguishment		237,227
Carrying Value	$ 757,582	743,133
Series E Debentures [Member]
Face Value	166,750	145,000
Initial Discount	(145,000)	(145,000)
Accumulated Amortization	$ 145,000	$ 33,725
Debt Extinguishment
Carrying Value	$ 166,750	$ 33,725
Series F Debentures [Member]
Face Value	339,000
Initial Discount	(271,206)
Accumulated Amortization	$ 233,891
Debt Extinguishment
Carrying Value	$ 301,685
Total Debentures [Member]
Face Value	1,936,447	1,588,504
Initial Discount	(589,210)	(623,508)
Accumulated Amortization	$ 546,278	182,017
Debt Extinguishment		310,096
Carrying Value	$ 1,893,515	1,457,163
Convertible Debenture [Member]
Face Value	88,586	113,128
Initial Discount	(66,423)	(66,423)
Accumulated Amortization	$ 26,822	3,336
Debt Extinguishment
Stock Settled Debt Obligation	$ 50,560	65,422
Carrying Value	$ 99,545	$ 115,463

NOTE 5 - CONVERTIBLE DEBT (De31

NOTE 5 - CONVERTIBLE DEBT (Details Narrative) - USD ($)	1 Months Ended				2 Months Ended			3 Months Ended		5 Months Ended	6 Months Ended
	Nov. 30, 2014	Aug. 31, 2014	Jul. 31, 2014	Jul. 31, 2012	Nov. 30, 2014	Nov. 30, 2012	Sep. 30, 2012	Jun. 30, 2015	Jun. 30, 2014	Nov. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Convertible Debentures, Face Value													$ 1,754,132
Convertible Debentures, Initial Discount								$ (670,262)			$ (670,262)		(704,560)
Convertible Debentures, Accumulated Amortization								587,574			587,574		192,625
Convertible Debentures, Derivative Liability													375,518
Convertible Debentures, Carrying Value								2,045,405			2,045,405		1,617,715
Accrued Interest								60,746			$ 60,746		$ 25,137
Volatility											49.60%
Risk free interest rate											1.06%
Dividend rate											0.00%
Debt for the beneficial conversion feature											$ 274,122
Sale of common stock price per share													$ 0.165
January-March 2015 Unsecured Redeemable Debentures
Convertible Debentures, Face Value								$ 339,000			$ 339,000
Shares issued on debenture conversion								7,066,667			7,066,667
Convertible Debentures, Initial Discount								$ 319,000			$ 319,000
Convertible Debentures, Carrying Value								301,685			301,685
Accrued Interest								20,000			$ 20,000
Debenture matured								212,000
Interest rate											10.00%
Interest Expense								26,283			$ 28,387
Amortization of discount								$ 149,736			233,891
Unmortized discount											37,315
Warrants and the debentures fair values											2,427
Debt for the beneficial conversion feature											$ 197,573
Sale of common stock price per share								$ 0.15			$ 0.15
January-March 2015 Unsecured Redeemable Debentures | Officer and Board Member [Member]
Unsecured Redeemable Debenture								$ 130,000			$ 130,000
November 2014 Convertible Debenture
Convertible Debentures, Face Value								$ 30,000			$ 30,000
Shares issued on debenture conversion								1,373,625			1,373,625
Convertible Debentures, Carrying Value	$ 125,000				$ 125,000			$ 99,545		$ 125,000	$ 99,545
Debenture sold	$ 112,500
Maturity date	Nov. 6, 2017
Interest Expense	$ 2,856							1,558			3,099
Amortization of deferred financing fees								9,429			9,429
Amortization of discount								21,418			27,905
Unmortized discount											39,601
Issuance costs	$ 10,000
Restricted common stock issued	137,500
Fair value of the conversion option	$ 66,423				66,423					66,423
Fair value of restricted stock	24,750				24,750					24,750
Fair value of the stock settled debt								45,816
Deferred financing costs								21,418
Debt obligation to fair value								50,560			50,560
Derivative expense								454
August 2014 and November Convertible Debentures
Convertible Debentures, Face Value		$ 350,833
Convertible Debentures, Carrying Value								350,833			350,833
Maturity date		Jul. 31, 2015
Interest rate		10.00%
Interest Expense								8,771			$ 17,542
Valuation model used											Black Scholes
Dividend rate											0.00%
Sale of common stock price per share		$ 0.20
Volatility, Minimum											43.74%
Volatility, maximum											44.28%
Risk free interest rate, Minimum											1.62%
Risk free interest rate, Maximum											1.67%
July 2014 Convertible Notes
Convertible Debentures, Face Value			$ 52,500
Convertible Debentures, Carrying Value								52,345			$ 52,345
Interest rate			10.00%
Interest Expense								1,309			2,609
Amortization of discount								3,648			7,255
Unmortized discount											$ 156
Valuation model used											Black Scholes
Dividend rate											0.00%
Debt for the beneficial conversion feature											$ 6,117
Volatility, Minimum											43.99%
Volatility, maximum											44.08%
Risk free interest rate, Minimum											1.66%
Risk free interest rate, Maximum											1.74%
July Notes Convertible Debenture
Convertible Debentures, Face Value			$ 23,360	$ 197,344
Convertible Debentures, Debt Extinguishment			6,728
Convertible Debentures, Carrying Value			220,031
Net carrying value of outstanding Series A Debentures								154,733	$ 193,811		$ 154,733	$ 193,811
Accrued Interest			$ 117
Interest rate				10.00%
Interest Expense								5,064	9,817		9,706	4,934
Amortization of debt issuance costs								0	13,217		0	6,609
Amortization of discount								0	21,197		0	10,599
Sale of common stock price per share				$ 0.40
November and December 2014 Unsecured Redeemable Debentures
Convertible Debentures, Face Value								$ 166,750			$ 166,750
Shares issued on debenture conversion								5,558,333			5,558,333
Convertible Debentures, Carrying Value	145,000				$ 145,000			$ 166,750		145,000	$ 166,750
Accrued Interest								21,750			21,750
Interest rate					15.00%
Interest Expense								17,291			22,654
Amortization of discount								39,243			$ 145,000
Valuation model used											Black Scholes
Dividend rate											0.00%
Debt for the beneficial conversion feature											$ 137,055
Volatility, Minimum											42.31%
Volatility, maximum											44.28%
Risk free interest rate, Minimum											1.63%
Risk free interest rate, Maximum											1.75%
October and November Notes
Convertible Debentures, Face Value	464,440				$ 464,440	$ 624,372				464,440
Convertible Debentures, Debt Extinguishment	212,261				212,261					212,261
Convertible Debentures, Carrying Value	$ 161,932				$ 161,932			188,257		$ 161,932	$ 188,257
Debentures issued in conversion, cash						565,372
Accrued Interest						$ 51,317
Maturity date						Nov. 30, 2014
Interest rate						10.00%
Sale of common stock price per share	$ 0.40				$ 0.40					$ 0.40
October and November Notes | Series B Debentures-Issuance II
Convertible Debentures, Face Value								513,757			513,757
Convertible Debentures, Carrying Value								161,932	572,536		161,932	572,536
Interest Expense								4,791	4,048		9,636	8,097
Amortization of debt issuance costs								0	2,476		0	4,951
Amortization of discount								0	$ 31,750		0	$ 63,501
August and September 2012 Notes
Maturity date							Sep. 30, 2014
Interest rate							10.00%
July to November 2014 Convertible Debentures
Convertible Debentures, Face Value	$ 763,199				$ 763,199					$ 763,199
Convertible Debentures, Debt Extinguishment								271,877			271,877
Debt extinguishment costs								237,227			237,227
Convertible Debentures, Carrying Value								743,132			743,132
Debentures Interest expense								34,650			34,650
Carrying value of the Series D Debentures								757,582			757,582
Interest rate										12.00%
Interest Expense								22,861			45,580
Amortization of discount								8,244			19,040
Unmortized discount											5,617
Valuation model used										Black Scholes
Dividend rate										0.00%
Debt for the beneficial conversion feature										$ 126,543
Volatility, Minimum										43.63%
Volatility, maximum										44.28%
Risk free interest rate, Minimum										1.60%
Risk free interest rate, Maximum										1.69%
Convertible Promissory Notes [Member]
Convertible Debentures, Face Value								52,500			52,500
Convertible Debentures, Initial Discount								(14,629)			(14,629)
Convertible Debentures, Accumulated Amortization								7,218			7,218
Convertible Debentures, Carrying Value								$ 45,089			$ 45,089

NOTE 6 - STOCK SETTLED DEBT O32

NOTE 6 - STOCK SETTLED DEBT OBLIGATION (Details) - 6 months ended Jun. 30, 2015	Total
Assumptions in estimating the fair value of the derivative liabilities
Expected Volatility	49.60%
Expected Term	6 years 6 months
Risk Free Interest Rate	1.06%
Dividend Rate	0.00%
Issuance Date [Member]
Assumptions in estimating the fair value of the derivative liabilities
Expected Volatility	41.50%
Expected Term	3 years
Risk Free Interest Rate	0.51%
Dividend Rate	0.00%
December 31, 2014 [Member]
Assumptions in estimating the fair value of the derivative liabilities
Expected Volatility	44.10%
Expected Term	2 years 10 months 6 days
Risk Free Interest Rate	1.02%
Dividend Rate	0.00%
June 2, 2015 [Member]
Assumptions in estimating the fair value of the derivative liabilities
Expected Volatility	37.40%
Expected Term	2 years 5 months 5 days
Risk Free Interest Rate	0.64%
Dividend Rate	0.00%
June 18, 2015 [Member]
Assumptions in estimating the fair value of the derivative liabilities
Expected Volatility	37.70%
Expected Term	2 years 4 months 21 days
Risk Free Interest Rate	0.66%
Dividend Rate	0.00%
June 30, 2015 [Member]
Assumptions in estimating the fair value of the derivative liabilities
Expected Volatility	37.20%
Expected Term	2 years 4 months 10 days
Risk Free Interest Rate	0.64%
Dividend Rate	0.00%

NOTE 6 - STOCK SETTLED DEBT O33

NOTE 6 - STOCK SETTLED DEBT OBLIGATION (Details 1)	6 Months Ended
	Jun. 30, 2015USD ($)
Note 6 - Stock Settled Debt Obligation Details 1
Balance at December 31, 2014	$ 65,422
Change in fair value	1,091
Fair value recorded to APIC related to conversion of debenture	(15,953)
Balance at June 30, 2015	$ 50,560

NOTE 6 - STOCK SETTLED DEBT O34

NOTE 6 - STOCK SETTLED DEBT OBLIGATION (Details Narrative) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2015	Dec. 31, 2014
Stock Settled Debt Obligation	$ 50,560	$ 50,560	$ 375,518
November 2014 Convertible Peak Debenture [Member]
Stock Settled Debt Obligation	66,423	66,423
Derivative Liability, Fair Value, Gross Liability	50,560	50,560
Derivative income	$ 454	1,091
Conversion of Peak Debenture into shares	15,953
Conversion of Peak Debenture into shares, amount	$ 30,000
Change to stock settled debt obligation		$ 15,953

NOTE 7 - STOCK-BASED COMPENSA35

NOTE 7 - STOCK-BASED COMPENSATION (Details) - Jun. 30, 2015 - $ / shares	Total
Note 7 - Stock Based Compensation Details
Option outstanding, Begining balance	6,810,766
Option Granted	130,000
Option Exercised	0
Option Cancelled	(125,000)
Option outstanding, Ending balance	6,815,766
Options exercisable at End	6,407,168
Outstanding at Beginning, Weighted-Average Exercise Price	$ 0.26
Weighted- Average Exercise Price, Granted	0.07
Weighted- Average Exercise Price, Exercised	0
Weighted- Average Exercise Price, Cancelled	0.19
Outstanding at Ending, , Weighted-Average Exercise Price	0.26
Weighted- Average exercisable at End	$ 0.34
Weighted- Average Remaining Contractual Term, Beginning balance	8 years 1 month 10 days
Weighted- Average Remaining Contractual Term, Granted	10 years
Weighted- Average Remaining Contractual Term, Ending Balance	7 years 7 months 28 days
Weighted- Average Remaining Contractual Term, exercisable at End	7 years 8 months 27 days

NOTE 7 - STOCK-BASED COMPENSA36

NOTE 7 - STOCK-BASED COMPENSATION (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Options Outstanding	6,815,766		6,815,766		6,810,766
Exercise price of option granted			$ 0
Weighted average grant-date fair value of stock options granted			$ 0.07
Expected Volatility			49.60%
Expected Term			6 years 6 months
Risk Free Interest Rate			1.06%
Dividend Rate			0.00%
Unrecognized stock compensation expense	$ 68,525		$ 68,525
Unrecognized stock compensation expense recognition period			6 months
Shares Cancelled			1,000,000
Exercise price			$ 0.30
Option issued to acquire shares of common stock			130,000
Mr. Buntzman's
Options Outstanding	2,500,000		2,500,000
Number of option granted			4,000,000
Shares Cancelled			1,500,000
Mr. Buntzman's | Tranche 1
Shares Cancelled			500,000
Exercise price			$ 0.40
Mr. Buntzman's | Tranche 2
Shares Cancelled			500,000
Exercise price			$ 0.60
Mr. Buntzman's | Tranche 3
Shares Cancelled			500,000
Exercise price			$ 0.70
2009 Employee, Director and Consultant Stock Option Plan (the " 2009 Plan")
Number of shares authorized	5,500,000		5,500,000
Authorized option pool	1,833,333		1,833,333
Stock option description			Stock options typically vest over a three-year period and have a life of ten years from the date granted.
Shares available for awards	1,468,766		1,468,766
2012 Employee, Director and Consultant Stock Option Plan (the "2012 Plan")
Number of shares authorized	7,500,000		7,500,000
Stock option description			Stock options typically vest over a three-year period and have a life of ten years from the date granted.
Shares available for awards	4,653,000		4,653,000
Employee, Director and Consultant
Option issued to acquire shares of common stock	130,000	130,000	130,000	1,264,000

NOTE 8 - WARRANTS TO PURCHASE37

NOTE 8 - WARRANTS TO PURCHASE COMMON STOCK (Details) - Jun. 30, 2015 - $ / shares	Total
Option outstanding, Begining balance	6,810,766
Option Granted	130,000
Option Exercised	0
Option Expired	(125,000)
Option outstanding, Ending balance	6,815,766
Options exercisable at End	6,407,168
Outstanding at Beginning, Weighted-Average Exercise Price	$ 0.26
Weighted- Average Exercise Price, Granted	0.07
Weighted- Average Exercise Price, Exercised	0
Weighted- Average Exercise Price, Expired	0.19
Outstanding at Ending, , Weighted-Average Exercise Price	0.26
Weighted- Average exercisable at End	$ 0.34
Weighted- Average Remaining Contractual Term, Beginning balance	8 years 1 month 10 days
Weighted- Average Remaining Contractual Term, Granted	10 years
Weighted- Average Remaining Contractual Term, Ending Balance	7 years 7 months 28 days
Weighted- Average Remaining Contractual Term, exercisable at End	7 years 8 months 27 days
Warrant [Member]
Option outstanding, Begining balance	17,308,258
Option Granted	445,500
Option Exercised	0
Option Expired	(9,912,169)
Option outstanding, Ending balance	7,841,589
Options exercisable at End	7,841,589
Outstanding at Beginning, Weighted-Average Exercise Price	$ 0.70
Weighted- Average Exercise Price, Granted	0.17
Weighted- Average Exercise Price, Exercised	0
Weighted- Average Exercise Price, Expired	1
Outstanding at Ending, , Weighted-Average Exercise Price	0.31
Weighted- Average exercisable at End	$ 0.31
Weighted- Average Remaining Contractual Term, Beginning balance	2 years 15 days
Weighted- Average Remaining Contractual Term, Granted	3 years
Weighted- Average Remaining Contractual Term, Ending Balance	3 years 11 months 9 days
Weighted- Average Remaining Contractual Term, exercisable at End	3 years 11 months 9 days

NOTE 8 - WARRANTS TO PURCHASE38

NOTE 8 - WARRANTS TO PURCHASE COMMON STOCK (Details Narrative) - USD ($)	3 Months Ended	6 Months Ended
	Mar. 31, 2015	Jun. 30, 2015
Weighted average fair value of the warrants granted		$ 0.07
Warrant [Member]
Warrants issued to purchase shares	445,500
Weighted average fair value of the warrants granted	$ 0.17
Warrants expires through	Dec. 31, 2019
Dividend yield	$ 0
Expected life	3 years
Warrant [Member] | Minimum [Member]
Exercise Price	$ 0.15
Volatility	38.96%
Risk-free interest rate	0.83%
Warrant [Member] | Maximum [Member]
Exercise Price	$ 0.20
Volatility	49.60%
Risk-free interest rate	1.13%

NOTE 9 - STOCKHOLDER'S EQUITY (

NOTE 9 - STOCKHOLDER'S EQUITY (Details Narrative)	6 Months Ended
	Jun. 30, 2015USD ($)
Note 8 - Warrants to Purchase Common Stock
Proceeds from debenture	$ 319,000
Beneficial conversion features of debenture	$ 274,122

NOTE 10 - POTENTIALLY DILUTIV40

NOTE 10 - POTENTIALLY DILUTIVE SECURITIES (Details) - shares	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Total Potentially Dilutive Securities	46,646,145	23,468,400
Options [Member]
Total Potentially Dilutive Securities	6,815,766	7,220,725
Warrant [Member]
Total Potentially Dilutive Securities	7,841,589	12,064,527
Convertible Debt [Member]
Total Potentially Dilutive Securities	31,988,790	4,183,148

NOTE 11 - COMMITMENTS AND CON41

NOTE 11 - COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	1 Months Ended
	Apr. 30, 2015	Aug. 31, 2013	Aug. 11, 2014
Note 11 - Commitments And Contingencies Details Narrative
Lease area		8,713
Lease term		5 years
Lease commenced date	May 1, 2015	Aug. 9, 2013
Lease expiration date	Oct. 1, 2015	Sep. 8, 2018
Lease rental payments monthly	$ 954	$ 10,165
Percentage of increase annually lease rent		3.00%
Cost of premises janitorial service		$ 5,210
Past due amounts owed			$ 51,000
Total payments from surrender through the end of the lease			$ 900,000

NOTE 12 - SUBSEQUENT EVENTS (De

NOTE 12 - SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($)	Aug. 14, 2015	Sep. 30, 2015
Amount borrowed from an accredited investor		$ 123,000
Issuance of common stock for conversion of debenture		7,452,065
Full settlement of peak debenture		$ 49,000
Debentures conversion amount		$ 65,000
Series F, Debentures [Member]
Debentures conversion amount	$ 25,000
Series C Debentures [Member]
Issuance of common stock price per share		$ 0.20
Debentures conversion amount		$ 1,754,165
Series C and Series F Debentures [Member]
Debentures matured amount	$ 350,833
Les Anderton [Member]
Amount borrowed from an accredited investor		$ 50,000