Contingencies

12 Months Ended

Dec. 31, 2014

Loss Contingency [Abstract]

Contingencies

Note 12 - Contingencies

Legal Proceedings

From time to time, the Company may be involved in various litigation matters, which arise in the ordinary course of business.  There is currently no litigation that management believes will have a material impact on the financial position of the Company.

On June 16, 2014, the Company entered into a set of agreements (collectively, the “Blackbridge Agreement”) with Blackbridge, a financial services firm. The Company and Blackbridge were discussing an equity line of credit, and the Company agreed to pay Blackbridge a commitment fee of 90,000,000 shares (18,000 shares post-split), and also issued a convertible note for $90,000 having a 5% interest rate that matures on December 16, 2014. The note can be converted after the maturity date. The conversion price is 90% multiplied by the market price, which is defined in the agreement as the lowest of the daily trading price for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. The Company does not believe that the debt is valid and alleged that Blackbridge designed a contract as a fraud, but has accrued the notes on its financial statements to be conservative. The reason that it does not believe Agreement to be valid is that the parties agreed at the time that the agreement was signed that it would take 90-120 days to file an S-1 to register the shares needed for the equity line of credit. The Agreement states, however, that the Company has only 60 days from the date that the Agreement was signed to file an S-1 to register the shares, which the parties agreed was an impossible requirement to meet. The failure to meet that requirement was an event of default in the Agreement, and the counterparty, which could terminate the Agreement at its sole discretion, did not grant a waiver of this clause, despite knowing that that requirement was unrealistic, particularly given the Company’s thin cash position. The inability to register the shares within the required timeframe guaranteed the default of the Company under the Agreement from the outset. As such, the Company believes that said Agreement is therefore null and void, because the Company lacked the capacity at the outset to perform under the Agreement.