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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy)
12 Months Ended
Dec. 31, 2013
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]  
Cash and Cash Equivalents

(A) Cash and Cash Equivalents

 

The Company considers all highly liquid temporary cash instruments with a maturity of three months or less to be cash equivalents.

Use of Estimates in Financial Statements

(B) Use of Estimates in Financial Statements

 

The presentation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates during the period covered by these financial statements include the valuation of website costs, valuation of deferred tax asset, stock based compensation and any beneficial conversion features on convertible debt.

Fair value measurements and Fair value of Financial Instruments

(C) Fair value measurements and Fair value of Financial Instruments

 

The Company adopted FASB ASC Topic 820, Fair Value Measurements. ASC Topic 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows:

 

Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date.

 

Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data.

 

Level 3-Inputs are unobservable inputs which reflect the reporting entity's own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information.

 

The Company did not identify any assets or liabilities that are required to be presented on the balance sheets at fair value in accordance with ASC Topic 820.

 

Due to the short-term nature of all financial assets and liabilities, their carrying value approximates their fair value as of the balance sheet date.

Computer and Equipment and Website Costs

(D) Computer and Equipment and Website Costs

 

Computer Equipment and Website Costs are capitalized at cost, net of accumulated depreciation. Depreciation is calculated by using the straight-line method over the estimated useful lives of the assets, which is three to five years for all categories. Repairs and maintenance are charged to expense as incurred. Expenditures for betterments and renewals are capitalized. The cost of computer equipment and the related accumulated depreciation are removed from the accounts upon retirement or disposal with any resulting gain or loss being recorded in operations.

 

Software maintenance costs are charged to expense as incurred. Expenditures for enhanced functionality are capitalized.

 



The Company has adopted the provisions of ASC 350-50-15, "Accounting for Web Site Development Costs." Costs inurred in the planning stage of a website are expensed as research and development while costs incurred in the development stage are capitalized and amortized over the life of the asset, estimated to be three years.

 

     

  

  

Depreciation/

  

  

Amortization

Asset Category

     

Period

Furniture and fixtures

  

5 Years

Computer equipment

  

3 Years

 

Computer and equipment and website costs consisted of the following:

 

                 

  

 

December 31,

 

  

 

2013

 

 

2012

 

  

 

 

 

 

 

 

Computer equipment

 

$

6,089

 

 

$

5,408

 

Website development

 

 

24,775

 

 

 

24,775

 

  

 

 

 

 

 

 

 

 

Total

 

 

30,864

 

 

 

30,183

 

Accumulated depreciation

 

 

(28,248

)

 

 

(18,346

)

Balance

 

$

2,616

 

 

$

11,837

 

 

Depreciation expense for the years ended December 31, 2013 and 2012 was $9,221 and $9,476, respectively.

 

On February 12, 2013, the Company entered into an asset purchase agreement with WCIS Media, LLC, a Florida limited liability company ("WCIS"). Under the asset purchase agreement the Company agreed to acquire a proprietary web based technology platform (the "Asset") developed and owned by WCIS. The Asset is designed for: (1) lead generation tracking and reporting; (2) merchant categorization and sub categorization; (3) consumer tracking and qualification; (4) merchant bidding capabilities; and (5) offline tracking and service, including live transfer capabilities for consumers. The Company intends to incorporate the Asset into its current PayMeOn business. The Company acquired the Asset in consideration of 4,347,826 shares of restricted common stock of the Company valued at $454,033 the historical depreciated basis of the asset acquired. WCIS is an entity controlled by Vincent Celentano, a principal of WCIS Media, LLC and an affiliated shareholder of the Company. As such, the Company recorded the Asset at its historical cost. Furthermore, this transaction did not meet the criteria of a business combination within the guidelines of ASC 805 - Business Combinations, and therefore will be accounted for as an asset purchase. The effective closing date for this transaction was April 1, 2013. As of December 31, 2013 the Company impaired the value of the technology acquired as well as $66,976 of additional costs associated with the development of its mobile application.

Impairment of Long-Lived Assets

(E) Impairment of Long-Lived Assets

 

The Company evaluates its long-lived assets for impairment whenever events or a change in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset to the future net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is the excess of the carrying amount over the fair value of the asset. As of December 31, 2013, the Company recorded impairment charges of $521,009 associated with its purchase of technology and website development.

 

Revenue Recognition

(F) Revenue Recognition

 

The Company recognizes revenue on arrangements in accordance with FASB ASC Topic. 605 "Revenue Recognition". In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.

 



The Company recognizes sales of deals and texts when revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured.

 

The Company recognizes revenue from the sale of keywords over the period the keywords are purchased for exclusive use, usually one year.

 

The Company recognizes revenue from setup fees in accordance with Topic 13, which requires the fees to be deferred and amortized over the term of the agreements. Revenue from the sale of bulk text messages sales and packages are recognized over twelve months. Revenue from monthly membership fees are recorded during the month the membership is earned.

Segments

(G) Segments

 

The Company operates in one segment and therefore segment information is not presented.

Loss Per Share

(H) Loss Per Share

 

The basic loss per share is calculated by dividing the Company's net loss available to common shareholders by the weighted average number of common shares during the period. The diluted loss per share is calculated by dividing the Company's net loss by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. The Company has 220,290 and 223,188 shares issuable upon the exercise of options and warrants and 2,783,655 and 552,173 shares issuable upon conversion of convertible notes payable that were not included in the computation of dilutive loss per share because their inclusion is anti-dilutive for the years ended December 31, 2013 and 2012, respectively.

Stock-Based Compensation

(I) Stock-Based Compensation

 

The Company recognizes compensation costs to employees under FASB ASC Topic 718, Compensation - Stock Compensation. Under FASB ASC Topic. 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share based compensation arrangements include stock options, restricted share plans, performance based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant.

 

Equity instruments issued to other than employees are recorded on the basis of the fair value of the instruments, as required by FASB ASC Topic 505, Equity Based Payments to Non-Employees. In general, the measurement date is when either a (a) performance commitment, as defined, is reached or (b) the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each particular grant as defined in the FASB Accounting Standards Codification.

Income Taxes

(J) Income Taxes

 

The Company accounts for income taxes under FASB Codification Topic 740-10-25 ("ASC 740-10-25"). Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.



The Company's income tax expense differs from the "expected" tax expense for federal income tax purpose by applying the Federal & State blended rate of 37.63% as follows:

 

                 

  

  

December 31,

  

  

  

2013

  

  

2012

  

Expected income tax (benefit) expense at the statutory rate of 37.63%

  

$

(915,608

)

  

$

(605,304

)

Tax effect of expenses that are not deductible for income tax purposes (net of other amounts deductible for tax purposes)

  

  

246,794

  

  

  

96,171

  

Change in valuation allowance

  

  

668,814

  

  

  

509,133

  

  

  

  

  

  

  

  

  

  

Provision for income taxes

  

$

-

  

  

$

-

  


The components of deferred income taxes are as follows:


                 

  

  

December 31,

  

  

  

2013

  

  

2012

  

Deferred income tax asset:

  

$

836,041

  

  

$

629,426

  

Net operating loss carryforwards

  

  

910,885

  

  

  

448,687

  

Valuation allowance

  

  

(1,746,926

)

  

  

(1,078,112

)

Deferred income taxes

  

$

-

  

  

$

--

  


As of December 31, 2013, the Company has a net operating loss carry forward of approximately $2,420,636 available to offset future taxable income through 2032. This results in deferred tax assets of approximately $1,746,926 as of December 31, 2013. The valuation allowance at December 31, 2013 was approximately $1,746,926. The change in the valuation allowance for the year ended December 31, 2013 was an increase of $668,814. Tax returns for the years ended December 31, 2013, 2012 and 2011 are subject to examination by the Internal Revenue Service.


As a result of the Hyperlocal acquisition in 2011 and the corresponding change in ownership, the Company's NOL's are subject to a Section 382 limitation resulting in possible limitations on the future use of these net operating loss carry forwards.

 

Reclassification

(K) Reclassification

 

Certain amounts from prior periods have been reclassified to conform to the current period presentation.