Quarterly report pursuant to Section 13 or 15(d)

Convertible Notes Payable (Narrative) (Details)

v3.20.1
Convertible Notes Payable (Narrative) (Details) - USD ($)
2 Months Ended 3 Months Ended
Dec. 19, 2019
Oct. 30, 2019
Oct. 23, 2019
Sep. 12, 2019
Mar. 31, 2020
Dec. 31, 2019
Mar. 31, 2019
Short-term Debt [Line Items]              
Amortization of debt discount         $ 436,593   $ 495,438
Debt discount         785,204 $ 808,980  
Convertible notes payable         $ 3,825,528 4,002,528  
Convertible Notes Payable [Member]              
Short-term Debt [Line Items]              
Common stock issued in settlement of convertible notes payable and accrued interest, shares         32,805,286    
Amortization of debt discount         $ 436,593   $ 495,438
Four Convertible Promissory Notes From July 01 Through September 12, 2019 - Power Up Lending [Member]              
Short-term Debt [Line Items]              
Convertible promissory note face value       $ 294,000      
Convertible promissory note interest rate       10.00%      
Convertible promissory note due date description       The promissory notes are due one year from the respective issuance date      
Convertible promissory note original issue discount       $ 12,000      
Convertible promissory note conversion terms       The notes are convertible at any time at a conversion rate equal to 61% of the Market Price (defined as the lowest trading price during the 15-trading-day period prior to the conversion date). Upon the issuance of these convertible notes, the Company determined that the features associated with the embedded conversion option embedded in the debentures, should be accounted for at fair value, as a derivative liability, as the Company cannot determine if a sufficient number of shares would be available to settle all potential future conversion transactions. As of the funding date of each note, the Company determined the fair value of the embedded derivative associated with the convertibility of each note.      
Debt discount       $ 169,202      
Convertible promissory note payment terms       The Company shall have the right to prepay the notes for an amount ranging from 125% - 140% multiplied by the outstanding balance (all principal and accrued interest) depending on the Prepayment Period (ranging from 1 to 180 days following the issuance date). The Company is prohibited from effecting a conversion of any note to the extent that, as a result of such conversion, the investor, together with its affiliates, would beneficially own more than 4.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to the issuance of shares of common stock upon conversion of the note.      
Convertible notes payable         209,000 $ 294,000  
Accrued interest         2,704    
Convertible Promissory Notes From October 01 Through December 31, 2019 - Crown Bridge Partners [Member]              
Short-term Debt [Line Items]              
Convertible promissory note face value         $ 225,000    
Convertible promissory note interest rate         10.00%    
Convertible promissory note due date description           The promissory notes are due one year from the respective issuance date  
Convertible promissory note original issue discount         $ 22,500    
Convertible promissory note conversion terms           The notes are convertible at any time at a conversion rate equal to 60% of the Market Price (defined as the lowest trading price during the 15-trading-day period prior to the conversion date). Upon the issuance of these convertible notes, the Company determined that the features associated with the embedded conversion option embedded in the debentures, should be accounted for at fair value, as a derivative liability, as the Company cannot determine if a sufficient number of shares would be available to settle all potential future conversion transactions. As of the funding date of each note, the Company determined the fair value of the embedded derivative associated with the convertibility of each note.  
Debt discount         88,674    
Convertible promissory note payment terms           The Company shall have the right to prepay the notes for an amount ranging from 125% - 140% multiplied by the outstanding balance (all principal and accrued interest) depending on the Prepayment Period (ranging from 1 to 180 days following the issuance date). The Company is prohibited from effecting a conversion of any note to the extent that, as a result of such conversion, the investor, together with its affiliates, would beneficially own more than 4.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to the issuance of shares of common stock upon conversion of the note.  
Convertible notes payable         135,000 $ 110,000  
Accrued interest         5,513    
Convertible Promissory Notes - October 30, 2019, Odyssey Funding LLC [Member]              
Short-term Debt [Line Items]              
Convertible promissory note face value   $ 250,000          
Convertible promissory note interest rate   12.00%          
Convertible promissory note due date description   The promissory notes are due one year from the respective issuance date          
Convertible promissory note original issue discount   $ 12,500          
Convertible promissory note conversion terms   The notes are convertible at any time at a conversion rate equal to 55% the average of the two lowest trading prices of the Common Stock as reported on the National Quotations Bureau OTC market exchange which the Company's shares are traded or any exchange upon which the Common Stock may be traded in the future ("Exchange"), for the twenty prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer agent (provided such Notice of Conversion is delivered by fax or other electronic method of communication to the Company or its transfer agent after 4 P.M. Eastern Standard or Daylight Savings Time if the Holder wishes to include the same day closing price). If the shares have not been delivered within 3 business days, the Notice of Conversion may be rescinded. Such conversion shall be effectuated by the Company delivering the shares of Common Stock to the Holder within 3 business days of receipt by the Company of the Notice of Conversion.          
Debt discount   $ 207,650          
Convertible promissory note payment terms   In the event the Company experiences a DTC "Chill" on its shares, the conversion price shall be decreased to 45% instead of 55% while that "Chill" is in effect. In no event shall the Holder be allowed to effect a conversion if such conversion, along with all other shares of Company Common Stock beneficially owned by the Holder and its affiliates would exceed 4.99% of the outstanding shares of the Common Stock of the Company (which may be increased up to 9.9% upon 60 days' prior written notice by the Investor)          
Convertible notes payable         250,000 250,000  
Accrued interest         12,596    
Convertible Promissory Notes - October 23, 2019, Paladin Advisors LLC [Member]              
Short-term Debt [Line Items]              
Convertible promissory note face value     $ 75,000        
Convertible promissory note interest rate     8.00%        
Convertible promissory note due date description     The promissory notes is due six months from the respective issuance date        
Convertible promissory note conversion terms     All payments due hereunder (to the extent not converted into common stock, $0.001 par value per share (the “Common Stock”) in accordance with the terms of this agreement and shall be made in lawful money of the United States of America. All payments shall be made at such address as the Holder shall hereafter give to the Company by written notice made in accordance with the provisions of this Note. Whenever any amount expressed to be due by the terms of this Note is due on any day which is not a business day, the same shall instead be due on the next succeeding day which is a business day and, in the case of any interest payment date which is not the date on which this Note is paid in full, the extension of the due date thereof shall not be taken into account for purposes of determining the amount of interest due on such date. As used in this Note, the term “business day” shall mean any day other than a Saturday, Sunday or a day on which commercial banks in the city of New York, New York are authorized or required by law or executive order to remain closed.        
Debt discount     $ 46,721        
Convertible promissory note payment terms     For so long as there remains any amount due hereunder, the Holder shall have the option to convert all or any portion of the unpaid principal amount of this Note, plus accrued interest (together with the unpaid principal amount, the “Converted Amount”), into shares of the Company’s common stock. The conversion price (the “Conversion Price”) shall be equal to a forty-five percent (45%) discount to the lowest closing bid of the previous ten (10) day trading period, ending on the business day before a Notice of Conversion is delivered to the Company. The number of shares of Common Stock into which the Converted Amount shall be convertible (the “Conversion Shares”) shall be determined by dividing (i) the Converted Amount by (ii) the Conversion Price. For the purposes of this Section 4(a), a conversion shall be deemed to occur on the date that the Company receives an executed copy of the Conversion Notice.        
Convertible notes payable         10,000 75,000  
Accrued interest         500    
Convertible Promissory Notes - December 19, 2019, GS Capital Partners LLC [Member]              
Short-term Debt [Line Items]              
Convertible promissory note face value $ 173,000            
Convertible promissory note interest rate 10.00%            
Convertible promissory note due date description The promissory notes are due one year from the respective issuance date            
Convertible promissory note original issue discount $ 15,000            
Debt discount $ 166,193            
Convertible promissory note payment terms The Holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to 62% of the lowest trading price of the Common Stock as reported on the National Quotations Bureau OTC Marketplace exchange which the Company’s shares are traded or any exchange upon which the Common Stock may be traded in the future ("Exchange"), for the twenty prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer agent (provided such Notice of Conversion is delivered by fax or other electronic method of communication to the Company or its transfer agent after 4 P.M. Eastern Standard or Daylight Savings Time if the Holder wishes to include the same day closing price). If the shares have not been delivered within 3 business days, the Notice of Conversion may be rescinded. Such conversion shall be effectuated by the Company delivering the shares of Common Stock to the Holder within 3 business days of receipt by the Company of the Notice of Conversion. Accrued but unpaid interest shall be subject to conversion. No fractional shares or scrip representing fractions of shares will be issued on conversion, but the number of shares issuable shall be rounded to the nearest whole share. To the extent the Conversion Price of the Company’s Common Stock closes below the par value per share, the Company will take all steps necessary to solicit the consent of the stockholders to reduce the par value to the lowest value possible under law. The Company agrees to honor all conversions submitted pending this increase. In the event the Company experiences a DTC “Chill” on its shares, the Conversion Price shall be decreased to 52% instead of 62% while that “Chill” is in effect. In no event shall the Holder be allowed to effect a conversion if such conversion, along with all other shares of Company Common Stock beneficially owned by the Holder and its affiliates would exceed 4.99% of the outstanding shares of the Common Stock of the Company (which may be increased up to 9.9% upon 60 days’ prior written notice by the Investor).            
Convertible notes payable         173,000 $ 173,000  
Accrued interest         $ 4,894