QHSLab (USAQ) 10-Q 13 Nov 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Nov. 13, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	000-19041
Entity Registrant Name	QHSLab, Inc.
Entity Central Index Key	0000856984
Entity Tax Identification Number	30-1104301
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	901 Northpoint Parkway
Entity Address, Address Line Two	Suite 302
Entity Address, Address Line Three	West Palm
Entity Address, City or Town	Beach
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33407
City Area Code	(929)
Local Phone Number	379-6503
Title of 12(b) Security	Common Stock, $0.0001 Par Value
Trading Symbol	USAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		10,593,452

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current Assets:
Cash and cash equivalents	$ 95,945	$ 51,582
Accounts receivable, net	198,221	71,382
Inventory	40,033	25,181
Prepaid expenses and other current assets	15,075	7,987
Total current assets	349,274	156,132
Non-current assets:
Capitalized software development costs, net	37,232	93,079
Intangible assets, net	1,378,137	1,432,221
Total assets	1,764,643	1,681,432
Current Liabilities:
Accounts payable	243,143	78,907
Other current liabilities	140,539	196,590
Loans payable, current portion	482,668	546,052
Convertible notes payable	1,223,500	1,235,500
Total current liabilities	2,089,850	2,057,049
Non-current Liabilities:
Loans payable, non-current portion	10,060
Total non-current liabilities	10,060
Total liabilities	2,099,910	2,057,049
Commitments and contingencies (Note 13)
Stockholders’ Deficit:
Common stock, 900,000,000 shares authorized, $0.0001 par value; 10,493,452 and 9,735,508 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	1,049	974
Additional paid-in capital	3,677,455	3,606,295
Accumulated deficit	(4,014,143)	(3,983,258)
Total stockholders’ deficit	(335,267)	(375,617)
Total liabilities and stockholders’ deficit	1,764,643	1,681,432
Series A Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock, value	108	108
Series A-2 Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock, value	$ 264	$ 264

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Preferred stock, shares authorized	10,000,000	10,000,000
Common stock, shares authorized	900,000,000	900,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	10,493,452	9,735,508
Common stock, shares outstanding	10,493,452	9,735,508
Series A Preferred Stock [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued	1,080,092	1,080,092
Preferred stock, shares outstanding	1,080,092	1,080,092
Series A-2 Preferred Stock [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued	2,644,424	2,644,424
Preferred stock, shares outstanding	2,644,424	2,644,424

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenue	$ 544,285	$ 336,407	$ 1,505,945	$ 1,093,974
Cost of revenue	179,152	146,897	560,209	490,294
Gross profit	365,133	189,510	945,736	603,680
Operating expenses:
Sales and marketing	122,816	114,019	378,946	366,055
General and administrative	55,699	47,277	193,096	205,799
Research and development	79,500	45,419	186,949	169,489
Amortization	18,028	18,028	54,084	54,084
Total Operating expenses	276,043	224,743	813,075	795,427
Net operating income (loss)	89,090	(35,233)	132,661	(191,747)
Other income and (expense):
Interest expense	(39,325)	(48,581)	(104,311)	(192,268)
Other income		1,371		2,290
Net income (loss)	$ 49,765	$ (82,443)	$ 28,350	$ (381,725)
Basic net income (loss) per share	$ 0	$ (0.01)	$ 0	$ (0.04)
Diluted net income (loss) per share	$ 0	$ (0.01)	$ 0	$ (0.04)
Weighted average shares outstanding:
Basic	10,493,452	9,315,508	10,197,730	9,315,508
Diluted	18,538,336	9,315,508	18,242,614	9,315,508

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($)	Preferred Stock [Member] Series A Preferred Stock [Member]	Preferred Stock [Member] Series A-2 Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2022	$ 108	$ 264	$ 932	$ 3,589,837	$ (3,514,896)	$ 76,245
Balance, shares at Dec. 31, 2022	1,080,092	2,644,424	9,315,508
Net loss					(192,555)	(192,555)
Stock-based compensation expense				6,000		6,000
Balance at Mar. 31, 2023	$ 108	$ 264	$ 932	3,595,837	(3,707,451)	(110,310)
Balance, shares at Mar. 31, 2023	1,080,092	2,644,424	9,315,508
Balance at Dec. 31, 2022	$ 108	$ 264	$ 932	3,589,837	(3,514,896)	76,245
Balance, shares at Dec. 31, 2022	1,080,092	2,644,424	9,315,508
Net loss						(381,725)
Common stock dividend on A-2 Preferred Shares
Balance at Sep. 30, 2023	$ 108	$ 264	$ 932	3,595,837	(3,896,621)	(299,480)
Balance, shares at Sep. 30, 2023	1,080,092	2,644,424	9,315,508
Balance at Mar. 31, 2023	$ 108	$ 264	$ 932	3,595,837	(3,707,451)	(110,310)
Balance, shares at Mar. 31, 2023	1,080,092	2,644,424	9,315,508
Net loss					(106,727)	(106,727)
Balance at Jun. 30, 2023	$ 108	$ 264	$ 932	3,595,837	(3,814,178)	(217,037)
Balance, shares at Jun. 30, 2023	1,080,092	2,644,424	9,315,508
Net loss					(82,443)	(82,443)
Balance at Sep. 30, 2023	$ 108	$ 264	$ 932	3,595,837	(3,896,621)	(299,480)
Balance, shares at Sep. 30, 2023	1,080,092	2,644,424	9,315,508
Balance at Dec. 31, 2023	$ 108	$ 264	$ 974	3,606,295	(3,983,258)	(375,617)
Balance, shares at Dec. 31, 2023	1,080,092	2,644,424	9,735,508
Conversion of notes payable			$ 48	11,952		12,000
Conversion of notes payable, shares			480,000
Net loss					(18,525)	(18,525)
Balance at Mar. 31, 2024	$ 108	$ 264	$ 1,022	3,618,247	(4,001,783)	(382,142)
Balance, shares at Mar. 31, 2024	1,080,092	2,644,424	10,215,508
Balance at Dec. 31, 2023	$ 108	$ 264	$ 974	3,606,295	(3,983,258)	(375,617)
Balance, shares at Dec. 31, 2023	1,080,092	2,644,424	9,735,508
Net loss						28,350
Common stock dividend on A-2 Preferred Shares						(59,235)
Common stock dividend on A-2 Preferred Shares, shares			277,944
Balance at Sep. 30, 2024	$ 108	$ 264	$ 1,049	3,677,455	(4,014,143)	(335,267)
Balance, shares at Sep. 30, 2024	1,080,092	2,644,424	10,493,452
Balance at Mar. 31, 2024	$ 108	$ 264	$ 1,022	3,618,247	(4,001,783)	(382,142)
Balance, shares at Mar. 31, 2024	1,080,092	2,644,424	10,215,508
Net loss					(2,890)	(2,890)
Common stock dividend on A-2 Preferred Shares			$ 27	59,208	(59,235)
Common stock dividend on A-2 Preferred Shares, shares			277,944
Balance at Jun. 30, 2024	$ 108	$ 264	$ 1,049	3,677,455	(4,063,908)	(385,032)
Balance, shares at Jun. 30, 2024	1,080,092	2,644,424	10,493,452
Net loss					49,765	49,765
Balance at Sep. 30, 2024	$ 108	$ 264	$ 1,049	$ 3,677,455	$ (4,014,143)	$ (335,267)
Balance, shares at Sep. 30, 2024	1,080,092	2,644,424	10,493,452

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Operating activities
Net income (loss)	$ 28,350	$ (381,725)
Adjustments to reconcile net income (loss) to net cash from operating activities:
Allowance for doubtful accounts	4,278	5,992
Amortization	109,931	109,932
Amortization of debt and warrant issuance costs		84,082
Stock-based compensation		6,000
Changes in operating assets and liabilities:
Accounts receivable	(131,117)	(41,808)
Inventory	(14,852)	12,886
Prepaid expenses and other current assets	(7,088)	3,064
Accounts payable	164,236	134,494
Other current liabilities	(66,351)	42,621
Cash flows from operating activities	87,387	(24,462)
Financing activities:
Proceeds from related-party borrowings	10,300
Proceeds of loan borrowings	146,500	162,000
Repayments of loan borrowings	(199,824)	(265,992)
Cash flows from financing activities	(43,024)	(103,992)
Change in cash	44,363	(128,454)
Cash and cash equivalents – beginning of year	51,582	178,694
Cash and cash equivalents - end of period	95,945	50,240
Supplemental disclosures of cash flow activity:
Cash paid for interest	149,567	36,930
Cash paid for taxes
Supplemental noncash investing and financing activity:
Debt and accrued interest converted to shares of common stock	12,000
Common stock dividends on A-2 preferred shares	$ 59,235

The Company

The Company	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company	Note 1. The Company QHSLab, Inc. (the “Company” or the “Registrant”) was incorporated in Delaware on September 1, 1983. In 2019, the Company became engaged in value-based healthcare, informatics and algorithmic personalized medicine including digital therapeutics, behavior based remote patient monitoring, chronic care and preventive medicine. On September 23, 2021, the Company changed its state of incorporation from Delaware to Nevada. On April 19, 2022, the Company changed its name to QHSLab, Inc. The Company is a medical device technology and software-as-a-service (“SaaS”) company focused on enabling primary care physicians (“PCP’s”) to increase their revenues by providing them with relevant, value-based tools to evaluate and treat chronic disease as well as provide preventive care through reimbursable procedures.

Going Concern

Going Concern	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 2. Going Concern The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has only recently operated profitably, is highly leveraged and has only recently begun to generate cash from operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The continuation of the Company’s business is dependent upon its ability to achieve increased positive cash flows and profitability and, pending such achievement, future issuances of equity or other financings to fund ongoing operations. However, access to such funding may not be available on commercially reasonable terms, if at all. These unaudited condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Note 3. Basis of Presentation The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of only normal recurring accruals, necessary for a fair statement of financial position, results of operations, and cash flows. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2023. The accounting policies are described in the “Notes to the Consolidated Financial Statements” in the 2023 Annual Report on Form 10-K and updated, as necessary, in this Form 10-Q. The year-end balance sheet data presented for comparative purposes was derived from audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States. The results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the operating results for the full year or for any other subsequent interim period. Accounting Policies Use of Estimates Principles of Consolidation Cash and Cash Equivalents Accounts Receivable Inventories Capitalized Software Development Costs Internal-Use Software The estimated useful lives of software are reviewed at least annually and will be tested for impairment whenever events or changes in circumstances occur that could impact the recoverability of the assets. Capitalized software development costs for internal-use software net of accumulated amortization totaled $ 37,232 as of September 30, 2024 and $ 93,079 as of December 31, 2023. The Company completed testing of its internally-developed software application (“QHSLab platform”) at the end of the first quarter of 2022 and began to amortize the capitalized expenses on a straight-line basis over the useful life of the software. Intangible Assets Business Combination, Related Issues, Initial Measurement Intangibles, General Intangibles Other Than Goodwill Schedule of Indefinite-Lived Intangible Assets U.S. Method Patent 13.4 Web Domain Indefinite life Trademark Indefinite life The estimated useful lives and carrying value of the assets are reviewed at least annually or whenever events or circumstances occur which may result in an impact to the value of the assets. Convertible Notes Payable Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity Revenue Recognition Pursuant to ASC Topic 606, Revenue from Contracts with Customers, or To determine the revenue to be recognized for transactions that the Company determines are within the scope of ASC 606, the Company follows the established five-step framework as follows: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract(s); (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract(s); and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company sells allergy diagnostic-related products, immunotherapy treatments, and digital medicine services to physicians. Revenue is recognized once the Company satisfies its performance obligation which occurs at the point in time when title and possession of products have transitioned to the customer, typically upon delivery of the products or services. The Company includes shipping and handling fees billed to customers in revenue. The Company also generates revenue through Software-as-a-Service (SaaS) agreements whereby the Company provides physicians’ practices access to its proprietary internally-developed software that provides clinical decision support and patient monitoring The Company provides administrative, billing and clinical decision support services utilizing the Company’s internally-developed software. Revenue is recognized each month based on actual services provided during that month. The Company has entered into an agreement with a third party to provide clinical research services utilizing its proprietary internally-developed software. The agreement details the performance obligations of the Company and revenue is recognized as those obligations are met. There are several practical expedients and exemptions allowed under ASC 606 that impact timing of revenue recognition and disclosures. The Company elected to treat similar contracts as a portfolio of contracts, as allowed under ASC 606. The contracts that fall within the portfolio have the same terms and management has the expectation that the result will not be materially different from the consideration of each individual contract. The Company’s revenues consisted of the following: Schedule of Revenue Recognition 2024 2023 2024 2023 For the Three Months Ended September 30, For the Nine Months Ended September 30, 2024 2023 2024 2023 Allergy Diagnostic Kit Sales $ 220,115 $ 148,912 $ 648,175 $ 536,738 Integrated Service Program 161,751 71,600 449,203 184,803 Immunotherapy Treatment Sales 63,872 88,934 242,679 287,704 Clinical Study Revenue 74,250 - 74,250 - Subscription Revenue 12,829 15,922 45,538 55,334 Shipping and Handling 8,171 7,814 26,991 26,170 Training & Other Revenue 3,297 3,225 19,109 3,225 Total revenue $ 544,285 $ 336,407 $ 1,505,945 $ 1,093,974 Research and Development 79,500 45,419 186,949 169,489 Stock-based Compensation Share Based Payment Earnings Per Common Share 8,044,884 Income Taxes Income Taxes, The Company has net operating loss carry forwards of $ 4,014,143 begin to expire in 2026 Recently Issued Accounting Standards In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures about reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources. , . In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures This Quarterly Report on Form 10-Q does not discuss recent pronouncements that are not anticipated to have a current and/or future impact on or are unrelated to the Company’s financial condition, results of operations, cash flows or disclosures.

Accounts Receivable

Accounts Receivable	9 Months Ended
	Sep. 30, 2024
Credit Loss [Abstract]
Accounts Receivable	Note 4. Accounts Receivable Accounts receivable is recorded in the unaudited condensed consolidated balance sheets when customers are invoiced for revenue to be collected and there is an unconditional right to receive payment. Timing of revenue recognition may differ from the timing of invoicing customers resulting in deferred revenue until the Company satisfies its performance obligation. Accounts receivable is presented net of an allowance for doubtful accounts that represents future expected credit losses over the life of the receivables based on past experience, current information and forward-looking economic considerations. The beginning and ending balances of accounts receivable, net of allowance, are as follows: Schedule of Accounts Receivable September 30, December 31, Accounts receivable $ 220,945 $ 89,827 Allowance for doubtful accounts (22,724 ) (18,445 ) Accounts receivable, net $ 198,221 $ 71,382

Capitalized Software and Intang

Capitalized Software and Intangible Assets	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Capitalized Software and Intangible Assets	Note 5. Capitalized Software and Intangible Assets Non-current assets consist of the following at September 30, 2024 and December 31, 2023: Schedule of Intangible Assets Estimated September 30, December 31, Capitalized software 3.0 $ 223,390 $ 223,390 Accumulated amortization (186,158 ) (130,311 ) Capitalized software, net $ 37,232 $ 93,079 Intangible Assets: U.S. Method Patent 13.4 $ 967,500 $ 967,500 Web Domain N/A 161,250 161,250 Trademark N/A 483,750 483,750 Total Intangible assets $ 1,612,500 $ 1,612,500 Accumulated amortization (234,363 ) (180,279 ) Intangible assets, net $ 1,378,137 $ 1,432,221 Capitalized software represents the development costs for the Company’s internal-use QHSLab platform software. The Company completed testing of its QHSLab platform software application at the end of the first quarter of 2022 and began to amortize the capitalized expenses on a straight-line basis over the useful life of the software. Amortization related to the QHSLab platform was $ 18,616 55,848 no The intangible assets represent the value the Company paid to acquire the trademark “AllergiEnd”, the web domain “AllergiEnd.com” along with the U.S. Method Patent registration relating to the allergy testing kit and related materials the Company distributes to physician clients. The Company acquired the intangible assets from MedScience Research Group as of June 23, 2021 for total consideration of $ 1,612,500 Business Combination, Related Issues, Initial Measurement. Intangibles, General Intangibles Other Than Goodwill 18,028 54,084 The Company evaluates intangible assets with infinite lives for impairment at least annually and evaluates intangible assets with finite lives when events or circumstances indicate an impairment may exist. No impairments or changes in useful lives were recognized during the nine-month period ended September 30, 2024 and the year ended December 31, 2023.

Loans Payable

Loans Payable	9 Months Ended
	Sep. 30, 2024
Loans Payable
Loans Payable	Note 6. Loans Payable On June 23, 2021, the Company entered into a purchase agreement to acquire certain assets from MedScience Research Group, Inc (“MedScience”) (See Note 5 for additional information). As part of that purchase agreement, the Company issued a Promissory Note with a principal sum of $ 750,000 The Promissory Note provides for various events of default similar to those provided for in similar transactions, including the failure to timely pay amounts due thereunder. In the event of a default, the interest rate on the outstanding principal would increase to predetermined interest rate defined in the Promissory Note. The Company has deferred certain principal payments and MedScience has indicated that it would forbear taking any action but reserves all of its rights under its agreement. The most recent notice of forbearance was received on February 19, 2024. The combined principal due along with accrued interest as of September 30, 2024 is $ 423,931 396,138 25,985 11,969 On August 12, 2024, the Company entered into a fixed-fee short-term loan with its merchant bank and received $ 88,555 The loan is repaid by the merchant bank withholding an agreed-upon percentage of payments they process on behalf of the Company with a minimum of $ 18,198 The loan payable is due in February 2026. 120,768 174,092

Convertible Notes Payable

Convertible Notes Payable	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Convertible Notes Payable	Note 7. Convertible Notes Payable Convertible notes payable at September 30, 2024 and December 31, 2023 consist of the following: Schedule of Convertible Notes Payable September 30, 2024 December 31, 2023 Note 1 – Shareholder $ 100,000 $ 100,000 Note 2 – Mercer Note 683,500 695,500 Note 3 – Mercer Note #2 440,000 440,000 Convertible notes payable gross 1,223,500 1,235,500 Less: current portion 1,223,500 1,235,500 Non-current portion $ - $ - Note 1 – Effective May 7, 2021, the Company issued a Convertible Promissory Note in the principal amount of $ 100,000 10 September 30, 2022 The Company may satisfy the Note upon maturity or Default, as defined, by the issuance of common shares at a conversion price equal to the greater of a 25% discount to the 15-day average market price of the Company’s common stock or $0.50. The principal and interest accrued are convertible at any time through the maturity date of December 31, 2024 at the option of the holder using the same conversion calculation. 34,028 26,521 Note 2 – Effective August 10, 2021, the Company entered into a Securities Purchase Agreement with an accredited investor pursuant to which it issued to the investor an Original Issue Discount Secured Convertible Promissory Note (the “$806,000 Note”) in the principal amount of $ 806,000 930,000 750,000 The principal amount of the $806,000 Note and all interest accrued thereon is payable on August 10, 2022, and is secured by a lien on substantially all of the Company’s assets. The $806,000 Note provides for interest at the rate of 5 0.65 The $806,000 Note provides for various events of default similar to those provided for in similar transactions, including the failure to timely pay amounts due thereunder. On November 11, 2021, Mercer Street Global Opportunity Fund, LLC (“Mercer Fund”), converted $ 50,000 76,923 0.65 The 930,000 three years 1.25 As a result of the issuance of a $ 440,000 0.20 0.20 Mercer Fund converted $ 50,000 250,000 0.20 On October 5, 2023, at the request of Mercer Fund, the Company agreed to reduce the conversion price with respect to $ 10,500 0.025 0.20 On March 4, 2024, at the request of Mercer Fund, the Company agreed to reduce the conversion price with respect to $ 12,000 0.025 0.20 On February 19, 2024, the Company received the most recent notice from the manager of Mercer Fund of its agreement to forbear from the exercise of any rights it might have as a result of any defaults under the $806,000 Note and the related documents between the Company and the Mercer Fund, provided that the Mercer Fund As of September 30, 2024, all original issue discount and debt issuance costs, including the allocated relative fair value of the Warrants, have been recognized. The principal balance of $ 683,500 , along with associated interest, is recorded with current liabilities on the Company’s unaudited condensed consolidated balance sheets. After giving effect to payments totaling $ 80,295 made during the quarter ended September 30, 2024 and $ 110,295 during the nine months ended September 30, 2024, the $806,000 2,809 and $ 87,344 of accrued interest, as of September 30, 2024 and December 31, 2023, respectively, without giving effect to additional interest and penalties of $ 392,998 and $ 139,603 , respectively, which Mercer may demand as a result of the Company’s defaults under the terms of the $806,000 Note. Note 3 – Effective July 19, 2022, the Company entered into a Securities Purchase Agreement with Mercer Fund pursuant to which it issued an Original Issue Discount Secured Convertible Promissory Note (the “$440,000 Note”) in the principal amount of $ 440,000 550,000 400,000 The principal amount of the $440,000 Note and all interest accrued thereon is payable on July 19, 2023, and are secured by a lien on substantially all of the Company’s assets. The $440,000 Note provides for interest at the rate of 5 0.20 The $440,000 Note provides for various events of default similar to those provided for in similar transactions, including the failure to timely pay amounts due thereunder. The Note provides further that the Company will be liable to the Mercer Fund for various amounts, including the cost of a buy-in, if the Company shall default in its obligation to register the shares issuable upon conversion of the Note for sale by the Mercer Fund under the Securities Act or otherwise fails to facilitate Buyer’s sale of the shares issuable upon conversion of the Note as required by the terms of the Note. On February 19, 2024 the Company received the most recent notice from the manager of the Mercer Fund, LLC that it agreed to forbear from exercising any rights it might have as a result of any defaults under the $440,000 Note and the related documents between the Company and the Fund, provided that it reserved all of its rights. The 550,000 0.50 The Company accounts for the allocation of its issuance costs related to its Warrants in accordance with ASC 470-20, Debt with Conversion and Other Options The Company estimated the fair value of the Warrants utilizing the Black-Scholes pricing model, which is dependent upon several assumptions such as the expected term of the Warrants, expected volatility of the Company’s stock price over the expected term, expected risk-free interest rate over the expected term and expected dividend yield rate over the expected term. The Company believes this valuation methodology is appropriate for estimating the fair value of warrants. The value allocated to the relative fair value of the Warrants was recorded as debt issuance costs and additional paid in capital. The principal, net of the original issue discount and debt issuance costs, including the allocated relative fair value of the Warrants, which are being recognized over the life of the $440,000 Note, along with associated interest, is recorded with current liabilities on the Company’s unaudited condensed consolidated balance sheets. As of September 30, 2024 and December 31, 2023, without giving effect to additional interest and penalties of $ 184,485 27,988 33,575 31,764 14,705

Preferred Stock

Preferred Stock	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Preferred Stock	Note 8. Preferred Stock Issuance of Series A Preferred Stock The shares of Series A Preferred Stock have a stated value of $ 0.25 0.05 Issuance of Series A-2 Preferred Stock The shares of Series A-2 Preferred Stock have a stated value of $ 0.16 0.16 Holders of the Series A-2 Convertible Preferred Stock will vote on an as converted basis with the holders of the Company’s common stock and Series A Preferred Stock as to all matters to be voted on by the holders of the common stock. Each Series A-2 Preferred Share shall be entitled to a number of votes equal to five times the number of shares of common stock into which it is then convertible on the applicable record date. As of September 30, 2024, the holders of the series A-2 Preferred Stock had received 277,944

Income and (Loss) Per Common Sh

Income and (Loss) Per Common Share	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Income and (Loss) Per Common Share	Note 9. Income and (Loss) Per Common Share The Company calculates net income or loss per common share in accordance with ASC 260, Earnings Per Share The Company had net income for the three and nine months ended September 30, 2024. As a result, the computation of the weighted average number of outstanding shares for the diluted earnings per common share for these periods included 8,044,884 Schedule of Anti-dilutive Securities Excluded from Calculation of Earnings Per Share 2024 2023 2024 2023 Three Months Ended Nine Months Ended 2024 2023 2024 2023 Stock options 1,100,000 1,100,000 1,100,000 1,100,000 Stock warrants 550,000 1,494,854 550,000 1,494,854 Total shares excluded from calculation 1,650,000 2,594,854 1,650,000 2,594,854 Antidilutive securities 1,650,000 2,594,854 1,650,000 2,594,854

Stock-based Compensation

Stock-based Compensation	9 Months Ended
	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Note 10. Stock-based Compensation During the nine-month periods ended September 30, 2024 and 2023, there was $ 0 6,000 There were no During the nine-month periods ended September 30, 2024 and 2023 there were no As of September 30, 2024, all compensation related to 1,100,000 Options outstanding at September 30, 2024 consist of: Schedule of Options Outstanding and Exercisable Date Issued Number Number Exercise Price Expiration Date March 12, 2020 500,000 500,000 $ 0.40 March 12, 2025 June 27, 2020 150,000 150,000 $ 0.40 June 27, 2025 January 1, 2021 450,000 450,000 $ 0.65 December 31, 2025 Total 1,100,000 1,100,000 Warrants outstanding at September 30, 2024 consist of: Schedule of Warrants Outstanding and Exercisable Date Issued Number Number Exercise Price Expiration Date July 19, 2022 550,000 550,000 $ 0.50 July 18, 2025 Total 550,000 550,000 During the nine months ended September 30, 2024, 944,854

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 11. Related Party Transactions Due to Related Parties: 13,536 3,236 Convertible notes payable, related party:

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Note 12. Income Taxes For the nine-month period ended September 30, 2024 and the year ended December 31, 2023, the Company did not record a tax provision. The Company did not earn any taxable income during the year ended December 31, 2023. Although the Company had taxable income in the period ended September 30, 2024, it anticipates that any income taxes payable will be offset by a reduction in its net operating loss. The Company maintains a full valuation allowance against its net deferred tax assets.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 13. Commitments and Contingencies There are no pending or threatened legal proceedings as of September 30, 2024. The Company has no non-cancellable operating leases.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 14. Subsequent Events On October 18, 2024, the Company entered into a Consulting Agreement with Juan D. Oms, MD, FAPA, pursuant to which Dr. Oms will provide strategic advisory services in psychiatry and behavioral health to the Company. In consideration of his services, Dr. Oms received a one-time payment of 100,000

Basis of Presentation (Policies

Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates
Principles of Consolidation	Principles of Consolidation
Cash and Cash Equivalents	Cash and Cash Equivalents
Accounts Receivable	Accounts Receivable
Inventories	Inventories
Capitalized Software Development Costs	Capitalized Software Development Costs Internal-Use Software The estimated useful lives of software are reviewed at least annually and will be tested for impairment whenever events or changes in circumstances occur that could impact the recoverability of the assets. Capitalized software development costs for internal-use software net of accumulated amortization totaled $ 37,232 as of September 30, 2024 and $ 93,079 as of December 31, 2023. The Company completed testing of its internally-developed software application (“QHSLab platform”) at the end of the first quarter of 2022 and began to amortize the capitalized expenses on a straight-line basis over the useful life of the software.
Intangible Assets	Intangible Assets Business Combination, Related Issues, Initial Measurement Intangibles, General Intangibles Other Than Goodwill Schedule of Indefinite-Lived Intangible Assets U.S. Method Patent 13.4 Web Domain Indefinite life Trademark Indefinite life The estimated useful lives and carrying value of the assets are reviewed at least annually or whenever events or circumstances occur which may result in an impact to the value of the assets.
Convertible Notes Payable	Convertible Notes Payable Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity
Revenue Recognition	Revenue Recognition Pursuant to ASC Topic 606, Revenue from Contracts with Customers, or To determine the revenue to be recognized for transactions that the Company determines are within the scope of ASC 606, the Company follows the established five-step framework as follows: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract(s); (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract(s); and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company sells allergy diagnostic-related products, immunotherapy treatments, and digital medicine services to physicians. Revenue is recognized once the Company satisfies its performance obligation which occurs at the point in time when title and possession of products have transitioned to the customer, typically upon delivery of the products or services. The Company includes shipping and handling fees billed to customers in revenue. The Company also generates revenue through Software-as-a-Service (SaaS) agreements whereby the Company provides physicians’ practices access to its proprietary internally-developed software that provides clinical decision support and patient monitoring The Company provides administrative, billing and clinical decision support services utilizing the Company’s internally-developed software. Revenue is recognized each month based on actual services provided during that month. The Company has entered into an agreement with a third party to provide clinical research services utilizing its proprietary internally-developed software. The agreement details the performance obligations of the Company and revenue is recognized as those obligations are met. There are several practical expedients and exemptions allowed under ASC 606 that impact timing of revenue recognition and disclosures. The Company elected to treat similar contracts as a portfolio of contracts, as allowed under ASC 606. The contracts that fall within the portfolio have the same terms and management has the expectation that the result will not be materially different from the consideration of each individual contract. The Company’s revenues consisted of the following: Schedule of Revenue Recognition 2024 2023 2024 2023 For the Three Months Ended September 30, For the Nine Months Ended September 30, 2024 2023 2024 2023 Allergy Diagnostic Kit Sales $ 220,115 $ 148,912 $ 648,175 $ 536,738 Integrated Service Program 161,751 71,600 449,203 184,803 Immunotherapy Treatment Sales 63,872 88,934 242,679 287,704 Clinical Study Revenue 74,250 - 74,250 - Subscription Revenue 12,829 15,922 45,538 55,334 Shipping and Handling 8,171 7,814 26,991 26,170 Training & Other Revenue 3,297 3,225 19,109 3,225 Total revenue $ 544,285 $ 336,407 $ 1,505,945 $ 1,093,974
Research and Development	Research and Development 79,500 45,419 186,949 169,489
Stock-based Compensation	Stock-based Compensation Share Based Payment
Earnings Per Common Share	Earnings Per Common Share 8,044,884
Income Taxes	Income Taxes Income Taxes, The Company has net operating loss carry forwards of $ 4,014,143 begin to expire in 2026
Recently Issued Accounting Standards	Recently Issued Accounting Standards In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures about reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources. , . In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures This Quarterly Report on Form 10-Q does not discuss recent pronouncements that are not anticipated to have a current and/or future impact on or are unrelated to the Company’s financial condition, results of operations, cash flows or disclosures.

Basis of Presentation (Tables)

Basis of Presentation (Tables)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Schedule of Indefinite-Lived Intangible Assets	Schedule of Indefinite-Lived Intangible Assets U.S. Method Patent 13.4 Web Domain Indefinite life Trademark Indefinite life
Schedule of Revenue Recognition	The Company’s revenues consisted of the following: Schedule of Revenue Recognition 2024 2023 2024 2023 For the Three Months Ended September 30, For the Nine Months Ended September 30, 2024 2023 2024 2023 Allergy Diagnostic Kit Sales $ 220,115 $ 148,912 $ 648,175 $ 536,738 Integrated Service Program 161,751 71,600 449,203 184,803 Immunotherapy Treatment Sales 63,872 88,934 242,679 287,704 Clinical Study Revenue 74,250 - 74,250 - Subscription Revenue 12,829 15,922 45,538 55,334 Shipping and Handling 8,171 7,814 26,991 26,170 Training & Other Revenue 3,297 3,225 19,109 3,225 Total revenue $ 544,285 $ 336,407 $ 1,505,945 $ 1,093,974

Accounts Receivable (Tables)

Accounts Receivable (Tables)	9 Months Ended
	Sep. 30, 2024
Credit Loss [Abstract]
Schedule of Accounts Receivable	Schedule of Accounts Receivable September 30, December 31, Accounts receivable $ 220,945 $ 89,827 Allowance for doubtful accounts (22,724 ) (18,445 ) Accounts receivable, net $ 198,221 $ 71,382

Capitalized Software and Inta_2

Capitalized Software and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Non-current assets consist of the following at September 30, 2024 and December 31, 2023: Schedule of Intangible Assets Estimated September 30, December 31, Capitalized software 3.0 $ 223,390 $ 223,390 Accumulated amortization (186,158 ) (130,311 ) Capitalized software, net $ 37,232 $ 93,079 Intangible Assets: U.S. Method Patent 13.4 $ 967,500 $ 967,500 Web Domain N/A 161,250 161,250 Trademark N/A 483,750 483,750 Total Intangible assets $ 1,612,500 $ 1,612,500 Accumulated amortization (234,363 ) (180,279 ) Intangible assets, net $ 1,378,137 $ 1,432,221

Convertible Notes Payable (Tabl

Convertible Notes Payable (Tables)	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Schedule of Convertible Notes Payable	Convertible notes payable at September 30, 2024 and December 31, 2023 consist of the following: Schedule of Convertible Notes Payable September 30, 2024 December 31, 2023 Note 1 – Shareholder $ 100,000 $ 100,000 Note 2 – Mercer Note 683,500 695,500 Note 3 – Mercer Note #2 440,000 440,000 Convertible notes payable gross 1,223,500 1,235,500 Less: current portion 1,223,500 1,235,500 Non-current portion $ - $ -

Income and (Loss) Per Common _2

Income and (Loss) Per Common Share (Tables)	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Schedule of Anti-dilutive Securities Excluded from Calculation of Earnings Per Share	Schedule of Anti-dilutive Securities Excluded from Calculation of Earnings Per Share 2024 2023 2024 2023 Three Months Ended Nine Months Ended 2024 2023 2024 2023 Stock options 1,100,000 1,100,000 1,100,000 1,100,000 Stock warrants 550,000 1,494,854 550,000 1,494,854 Total shares excluded from calculation 1,650,000 2,594,854 1,650,000 2,594,854 Antidilutive securities 1,650,000 2,594,854 1,650,000 2,594,854

Stock-based Compensation (Table

Stock-based Compensation (Tables)	9 Months Ended
	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Options Outstanding and Exercisable	Options outstanding at September 30, 2024 consist of: Schedule of Options Outstanding and Exercisable Date Issued Number Number Exercise Price Expiration Date March 12, 2020 500,000 500,000 $ 0.40 March 12, 2025 June 27, 2020 150,000 150,000 $ 0.40 June 27, 2025 January 1, 2021 450,000 450,000 $ 0.65 December 31, 2025 Total 1,100,000 1,100,000
Schedule of Warrants Outstanding and Exercisable	Warrants outstanding at September 30, 2024 consist of: Schedule of Warrants Outstanding and Exercisable Date Issued Number Number Exercise Price Expiration Date July 19, 2022 550,000 550,000 $ 0.50 July 18, 2025 Total 550,000 550,000

Schedule of Indefinite-Lived In

Schedule of Indefinite-Lived Intangible Assets (Details)	9 Months Ended
	Sep. 30, 2024
Web Domain [Member]
Finite-Lived Intangible Assets [Line Items]
Impaired intangible asset	Indefinite life
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Impaired intangible asset	Indefinite life
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, amortization method	13 years 4 months 24 days

Schedule of Revenue Recognition

Schedule of Revenue Recognition (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Product Information [Line Items]
Total revenue	$ 544,285	$ 336,407	$ 1,505,945	$ 1,093,974
Allergy Diagnostic Kit Sales [Member]
Product Information [Line Items]
Total revenue	220,115	148,912	648,175	536,738
Integrated Service Program [Member]
Product Information [Line Items]
Total revenue	161,751	71,600	449,203	184,803
Immunotherapy Treatment Sales [Member]
Product Information [Line Items]
Total revenue	63,872	88,934	242,679	287,704
Clinical Study Revenue [Member]
Product Information [Line Items]
Total revenue	74,250		74,250
Subscription Revenue [Member]
Product Information [Line Items]
Total revenue	12,829	15,922	45,538	55,334
Shipping and Handling [Member]
Product Information [Line Items]
Total revenue	8,171	7,814	26,991	26,170
Training & Other Revenue [Member]
Product Information [Line Items]
Total revenue	$ 3,297	$ 3,225	$ 19,109	$ 3,225

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Capitalized Computer Software, Net	$ 37,232		$ 37,232		$ 93,079
Research and development expense	79,500	$ 45,419	186,949	$ 169,489
Operating loss carryforwards	$ 4,014,143		$ 4,014,143
Net operating losses carryforwards, expire date			begin to expire in 2026
Series A and A-2 Preferred Stock [Member]
Conversion of preferred shares	8,044,884		8,044,884

Schedule of Accounts Receivable

Schedule of Accounts Receivable (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Credit Loss [Abstract]
Accounts receivable	$ 220,945	$ 89,827
Allowance for doubtful accounts	(22,724)	(18,445)
Accounts receivable, net	$ 198,221	$ 71,382

Schedule of Intangible Assets (

Schedule of Intangible Assets (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Capitalized software	$ 223,390	$ 223,390
Accumulated amortization	(186,158)	(130,311)
Capitalized software, net	37,232	93,079
Intangible Assets:
Total Intangible assets	1,612,500	1,612,500
Accumulated amortization	(234,363)	(180,279)
Intangible assets, net	$ 1,378,137	1,432,221
Computer Software, Intangible Asset [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, amortization method	3 years
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, amortization method	13 years 4 months 24 days
Intangible Assets:
Total Intangible assets	$ 967,500	967,500
Web Domain [Member]
Intangible Assets:
Total Intangible assets	161,250	161,250
Trademarks [Member]
Intangible Assets:
Total Intangible assets	$ 483,750	$ 483,750

Capitalized Software and Inta_3

Capitalized Software and Intangible Assets (Details Narrative) - USD ($)		3 Months Ended		9 Months Ended		12 Months Ended
	Jun. 23, 2021	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization		$ 18,616	$ 18,616	$ 55,848	$ 55,848
Impairments recognized				0		$ 0
Acquired intangible assets	$ 1,612,500
Amortization of intangible assets		$ 18,028	$ 18,028	$ 54,084	$ 54,084

Loans Payable (Details Narrativ

Loans Payable (Details Narrative) - USD ($)	Aug. 12, 2024	Sep. 30, 2024	Dec. 31, 2023	Jun. 23, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Loan payable		$ 120,768	$ 174,092
Debt default long term debt amount		25,985	11,969
Proceeds from loan	$ 88,555
Payments for loan	$ 18,198
Maturity date, description	The loan payable is due in February 2026.
Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Debt instrument face amount				$ 750,000
Loan payable		$ 423,931	$ 396,138

Schedule of Convertible Notes P

Schedule of Convertible Notes Payable (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Short-Term Debt [Line Items]
Less: current portion	$ 1,223,500	$ 1,235,500
Non-current portion
Convertible Notes Payable One [Member] | Note 1 – Shareholder [Member]
Short-Term Debt [Line Items]
Convertible notes payable gross	100,000	100,000
Convertible Notes Payable Two [Member] | Note 2 – Mercer Note [Member]
Short-Term Debt [Line Items]
Convertible notes payable gross	683,500	695,500
Convertible Notes Payable Three [Member]
Short-Term Debt [Line Items]
Convertible notes payable gross	1,223,500	1,235,500
Convertible Notes Payable Three [Member] | Note 3 – Mercer Note #2 [Member]
Short-Term Debt [Line Items]
Convertible notes payable gross	$ 440,000	$ 440,000

Convertible Notes Payable (Deta

Convertible Notes Payable (Details Narrative) - USD ($)								3 Months Ended			9 Months Ended
	Mar. 04, 2024	Oct. 05, 2023	Jul. 27, 2022	Jul. 19, 2022	Nov. 11, 2021	Aug. 10, 2021	May 07, 2021	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Feb. 19, 2024	Dec. 31, 2023	Jul. 19, 2023	Aug. 10, 2022
Short-Term Debt [Line Items]
Debt instrument convertible conversion price per share	$ 0.025	$ 0.025
Conversion of notes payable									$ 12,000
Increase decrease in conversion price	$ 12,000	$ 10,500
Conversion per share price	$ 0.20	$ 0.20
Accrued interest expense								$ 39,325		$ 48,581	$ 104,311	$ 192,268
806,000 Note [Member] | Securities Purchase Agreement [Member] | Mercer Street Global Opportunity Fund LLC [Member]
Short-Term Debt [Line Items]
Debt instrument convertible conversion price per share					$ 0.65
Conversion of notes payable					$ 50,000
Conversion of notes payable, shares					76,923
Convertible Notes Payable One [Member] | Note 1 – Shareholder [Member]
Short-Term Debt [Line Items]
Debt instrument, principal amount							$ 100,000
Debt instrument interest rate stated percentage							10%
Debt instrument, maturity date							Sep. 30, 2022
Debt instrument, description							The Company may satisfy the Note upon maturity or Default, as defined, by the issuance of common shares at a conversion price equal to the greater of a 25% discount to the 15-day average market price of the Company’s common stock or $0.50. The principal and interest accrued are convertible at any time through the maturity date of December 31, 2024 at the option of the holder using the same conversion calculation.
Interest payable, current								34,028			34,028			$ 26,521
Convertible Notes Payable Three [Member] | Note 2 – Mercer Note [Member] | Securities Purchase Agreement [Member]
Short-Term Debt [Line Items]
Debt instrument, principal amount						$ 806,000
Number of securities called by warrants or rights					930,000	930,000
Proceeds from warrant exercises						$ 750,000
Warrants term					3 years
Exercise price of warrants or rights					$ 1.25
Convertible Notes Payable Three [Member] | Note 2 – Mercer Note [Member] | Securities Purchase Agreement [Member] | Mercer Street Global Opportunity Fund LLC [Member]
Short-Term Debt [Line Items]
Debt instrument, principal amount			$ 50,000					683,500			683,500
Interest payable, current								2,809			2,809			87,344
Debt instrument convertible conversion price per share			$ 0.20
Conversion of notes payable, shares			250,000
Payments of Debt Issuance Costs								80,295			110,295
[custom:AdditionalInterestAndPenalties-0]								392,998			392,998			139,603
Convertible Notes Payable Three [Member] | Note 3 – Mercer Note #2 [Member]
Short-Term Debt [Line Items]
Interest payable, current								33,575			33,575			31,764
[custom:AdditionalInterestAndPenalties-0]								184,485			184,485			$ 27,988
Accrued interest expense								$ 14,705			$ 14,705
Convertible Notes Payable Four [Member] | Note 3 – Mercer Note #2 [Member] | Securities Purchase Agreement [Member] | Mercer Street Global Opportunity Fund LLC [Member]
Short-Term Debt [Line Items]
Debt instrument, principal amount				$ 440,000
Debt instrument interest rate stated percentage															5%	5%
Proceeds from warrant exercises				$ 400,000
Debt instrument convertible conversion price per share				$ 0.20											$ 0.20	$ 0.65
Exercise price of warrants or rights													$ 0.50
Warrants issued to purchase of common stock				550,000									550,000

Preferred Stock (Details Narrat

Preferred Stock (Details Narrative) - $ / shares		3 Months Ended	9 Months Ended
	Dec. 30, 2021	Jun. 30, 2024	Sep. 30, 2024	Mar. 04, 2024	Dec. 31, 2023	Oct. 05, 2023	Jun. 21, 2021
Class of Stock [Line Items]
Debt instrument convertible conversion price per share				$ 0.025		$ 0.025
Common Stock [Member]
Class of Stock [Line Items]
Common stockdividends shares		277,944	277,944
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock stated value			$ 0.0001		$ 0.0001		$ 0.25
Debt instrument convertible conversion price per share							$ 0.05
Series A-2 Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stok stated value	$ 0.16
Number of shares convertible into common stock price per share	$ 0.16

Schedule of Anti-dilutive Secur

Schedule of Anti-dilutive Securities Excluded from Calculation of Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	1,650,000	2,594,854	1,650,000	2,594,854
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	1,100,000	1,100,000	1,100,000	1,100,000
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	550,000	1,494,854	550,000	1,494,854

Income and (Loss) Per Common _3

Income and (Loss) Per Common Share (Details Narrative) - shares	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024
Series A and A-2 Preferred Stock [Member]
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Conversion of preferred shares	8,044,884	8,044,884

Schedule of Options Outstanding

Schedule of Options Outstanding and Exercisable (Details)	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number Outstanding	1,100,000
Option One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Date Issued	Mar. 12, 2020
Number Outstanding	500,000
Number Exercisable	500,000
Exercise Price | $ / shares	$ 0.40
Expiration Date	Mar. 12, 2025
Option Two [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Date Issued	Jun. 27, 2020
Number Outstanding	150,000
Number Exercisable	150,000
Exercise Price | $ / shares	$ 0.40
Expiration Date	Jun. 27, 2025
Option Three [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Date Issued	Jan. 01, 2021
Number Outstanding	450,000
Number Exercisable	450,000
Exercise Price | $ / shares	$ 0.65
Expiration Date	Dec. 31, 2025
Options Held [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number Outstanding	1,100,000
Number Exercisable	1,100,000

Schedule of Warrants Outstandin

Schedule of Warrants Outstanding and Exercisable (Details)	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Warrant One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Date Issued	Jul. 19, 2022
Number Outstanding	550,000
Number Exercisable	550,000
Exercise Price | $ / shares	$ 0.50
Expiration Date	Jul. 18, 2025
Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number Outstanding	550,000
Number Exercisable	550,000

Stock-based Compensation (Detai

Stock-based Compensation (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock based compensation		$ 6,000
Options exercised, forfeited or cancelled	0
Options granted	0	0
Outstanding options, shares	1,100,000
Warrants outstanding	944,854

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Related Party Transaction [Line Items]
Amount due to related parties	$ 140,539	$ 196,590
Related Party [Member]
Related Party Transaction [Line Items]
Amount due to related parties	$ 13,536	$ 3,236

Subsequent Events (Details Narr

Subsequent Events (Details Narrative)	Oct. 18, 2024 shares
Consulting Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares of common stock	100,000