CONVERTIBLE DEBT AND EQUITY FINANCINGS (Details Narrative)
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3 Months Ended |
11 Months Ended |
12 Months Ended |
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Dec. 31, 2015
USD ($)
Number
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Dec. 23, 2015
USD ($)
Number
$ / shares
shares
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Apr. 14, 2015
USD ($)
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Dec. 31, 2015
USD ($)
Number
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Sep. 13, 2015 |
Sep. 30, 2015
USD ($)
$ / shares
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Dec. 28, 2015
USD ($)
$ / shares
shares
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Sep. 24, 2015
USD ($)
Number
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Sep. 15, 2015
USD ($)
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Sep. 14, 2015
USD ($)
$ / shares
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Jul. 03, 2015
USD ($)
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Jun. 03, 2015
USD ($)
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Jun. 02, 2015
USD ($)
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Mar. 18, 2015
USD ($)
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Mar. 17, 2015
USD ($)
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Jan. 08, 2015
USD ($)
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Sep. 26, 2014
USD ($)
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Sep. 22, 2014
USD ($)
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5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | RSJ Private Equity (Michal Votruba) [Member] |
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Purchase of convertible note |
$ 1,850,000
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$ 1,850,000
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Maturity date of the notes |
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Dec. 31, 2017
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5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | John Pappajohn [Member] |
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Purchase of convertible note |
550,000
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$ 550,000
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Maturity date of the notes |
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Dec. 31, 2017
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5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Thomas Tierney (Tierney Family Trust) [Member] |
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Purchase of convertible note |
540,000
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$ 540,000
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Maturity date of the notes |
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Dec. 31, 2017
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5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Robert Follman (Follman Family Trust) [Member] |
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Purchase of convertible note |
250,000
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$ 250,000
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Maturity date of the notes |
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Dec. 31, 2017
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5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Mark Oman (Oman Ventures) [Member] |
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Purchase of convertible note |
200,000
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$ 200,000
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Maturity date of the notes |
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Dec. 31, 2017
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5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Robin L. Smith [Member] |
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Purchase of convertible note |
$ 60,000
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$ 60,000
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Maturity date of the notes |
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Dec. 31, 2017
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Secured Convertible Promissory Notes (September 2015 Notes) [Member] | John Pappajohn [Member] |
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Description of conversion terms |
The September 2015 Notes are convertible into share
of Common Stock (i) automatically, in the event of a qualified financing of not less than $5 million, or (ii) voluntary, within
15 days prior to the maturity date of the note. The Omnibus Amendment also amended the form of note attached to the Note Purchase
Agreement to reflect the Fixed Conversion Price, such that the conversion price of all notes will be $0.05 per share (as adjusted
for stock splits, stock dividends, combinations or the like affecting the Common Stock)
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Amendment Note Purchase Agreement [Member] | RSJ Private Equity (Michal Votruba) [Member] |
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Description of conversion terms |
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Pursuant to the Omnibus Amendment, such Notes are
convertible into shares of Common Stock at $0.05 per share: (i) automatically, upon the closing of a qualified offering of not
less than $5 million, or (ii) voluntarily, within 15 days prior to maturity.
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Amendment Note Purchase Agreement [Member] | John Pappajohn [Member] |
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Description of conversion terms |
Pursuant to the Omnibus Amendment, the Notes are
convertible into shares of Common Stock at $0.055 per share: (i) automatically upon the closing of a qualified offering of not
less than $5 million or (ii) voluntarily within 15 days prior to maturity.
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Amendment Note Purchase Agreement [Member] | Robert Follman (Follman Family Trust) [Member] |
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Description of conversion terms |
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Pursuant to the Omnibus Amendment, these Notes are
convertible into shares of Common Stock at $0.05 per share: (i) automatically, upon the closing of a qualified offering of not
less than $5 million or (ii) voluntarily, within 15 days prior to maturity.
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Amendment Note Purchase Agreement [Member] | Robin L. Smith [Member] |
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Description of conversion terms |
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Pursuant to the Omnibus Amendment,
such Notes are convertible into shares of Common Stock at $0.05 per share: (i) automatically, upon the closing of a qualified
offering of not less than $5 million, or (ii) voluntarily, within 15 days prior to maturity.
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Amendment Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] |
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Face amount |
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$ 3,000,000
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Issuance of debt |
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$ 500,000
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Conversion price (in dollars per share) | $ / shares |
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$ 0.05
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Description of conversion terms |
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Conversion price of all notes will be $0.05 per share
(as adjusted for stock splits, stock dividends, combinations or the like affecting the Common Stock) (the Fixed Conversion
Price) (i) automatically, in the event of a qualified financing of not less than $5 million, or (ii) voluntary, within
15 days prior to the maturity date of the note. The Omnibus Amendment also amended the form of note attached to the Note Purchase
Agreement to reflect the Fixed Conversion Price.
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Description of collateral |
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Secured by a security interest in the Companys
intellectual property, as detailed in a security agreement.
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Description of repayment priority |
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Upon a change of control of the Company, the holder
of a Note had the option to have the Note repaid with a premium equal to 50% of the outstanding principal.
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Amendment Note Purchase Agreement [Member] | Secured Convertible Promissory Notes (September 2015 Notes) [Member] |
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Number of secured notes issued | Number |
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6
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Face amount |
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$ 710,000
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Amendment Note Purchase Agreement [Member] | Secured Convertible Promissory Notes (September 2015 Notes) [Member] | RSJ Private Equity (Michal Votruba) [Member] |
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Purchase of convertible note |
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350,000
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Amendment Note Purchase Agreement [Member] | Secured Convertible Promissory Notes (September 2015 Notes) [Member] | John Pappajohn [Member] |
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Purchase of convertible note |
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100,000
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$ 100,000
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Amendment Note Purchase Agreement [Member] | Secured Convertible Promissory Notes (September 2015 Notes) [Member] | Robert Follman (Follman Family Trust) [Member] |
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Purchase of convertible note |
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150,000
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150,000
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Amendment Note Purchase Agreement [Member] | Secured Convertible Promissory Notes (September 2015 Notes) [Member] | Robin L. Smith [Member] |
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Purchase of convertible note |
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$ 60,000
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$ 60,000
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] |
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Face amount |
$ 2,290,000
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$ 2,290,000
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$ 2,500,000
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Conversion price (in dollars per share) | $ / shares |
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$ 0.25
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Purchase of convertible note |
4,000,000
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$ 3,121,900
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4,000,000
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$ 3,000,000
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Maturity date of the notes |
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Mar. 21, 2016
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | RSJ Private Equity (Michal Votruba) [Member] |
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Purchase of convertible note |
$ 750,000
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$ 750,000
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$ 750,000
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | John Pappajohn [Member] |
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Number of secured notes issued | Number |
3
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3
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Purchase of convertible note |
$ 400,000
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$ 400,000
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$ 100,000
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$ 100,000
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$ 100,000
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200,000
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Thomas Tierney (Tierney Family Trust) [Member] |
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Number of secured notes issued | Number |
5
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5
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Description of conversion terms |
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Pursuant to the Omnibus Amendment, all such Notes
are convertible into shares of Common Stock at $0.05 per share: (i) automatically, upon the closing of a qualified offering of
not less than $5 million, or (ii) voluntarily, within 15 days prior to maturity.
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Purchase of convertible note |
$ 540,000
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$ 540,000
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$ 25,000
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$ 100,000
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$ 115,000
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$ 100,000
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200,000
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Robert Follman (Follman Family Trust) [Member] |
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Purchase of convertible note |
100,000
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100,000
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$ 100,000
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | Mark Oman (Oman Ventures) [Member] |
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Description of conversion terms |
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Pursuant to the Omnibus Amendment, such Notes are
convertible into shares of Common Stock at $0.05 per share: (i) automatically, upon the closing of a qualified offering of not
less than $5 million, or (ii) voluntarily, within 15 days prior to maturity.
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Purchase of convertible note |
$ 200,000
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$ 200,000
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$ 200,000
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Original Note Purchase Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | RSJ Private Equity & Nine Accredited Investors [Member] |
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Number of accredited investors | Number |
9
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9
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Number of secured notes issued | Number |
15
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15
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Face amount |
$ 2,270,000
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$ 2,270,000
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Second Amended Note & Warrant Agreement [Member] |
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Face amount |
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$ 6,000,000
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Maturity date of the notes |
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Dec. 31, 2017
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Second Amended Note & Warrant Agreement [Member] | Note Warrant [Member] |
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Conversion price (in dollars per share) | $ / shares |
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$ 0.25
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Number of shares called | shares |
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60,000,000
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Exercise price (in dollars per share) | $ / shares |
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$ 0.05
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Second Amended Note & Warrant Agreement [Member] | RSJ Private Equity (Michal Votruba) [Member] | Note Warrant [Member] |
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Conversion price (in dollars per share) | $ / shares |
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$ 0.25
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Number of shares called | shares |
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15,000,000
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Exercise price (in dollars per share) | $ / shares |
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$ 0.05
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Second Amended Note & Warrant Agreement [Member] | John Pappajohn [Member] | Note Warrant [Member] |
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Conversion price (in dollars per share) | $ / shares |
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$ 0.25
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Number of shares called | shares |
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5,000,000
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Exercise price (in dollars per share) | $ / shares |
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$ 0.05
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Second Amended Note & Warrant Agreement [Member] | Thomas Tierney (Tierney Family Trust) [Member] | Note Warrant [Member] |
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Exercise price (in dollars per share) | $ / shares |
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0.05
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Second Amended Note & Warrant Agreement [Member] | Robert Follman (Follman Family Trust) [Member] | Note Warrant [Member] |
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Exercise price (in dollars per share) | $ / shares |
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0.05
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Second Amended Note & Warrant Agreement [Member] | Mark Oman (Oman Ventures) [Member] | Note Warrant [Member] |
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Exercise price (in dollars per share) | $ / shares |
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0.05
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Second Amended Note & Warrant Agreement [Member] | Robin L. Smith [Member] | Note Warrant [Member] |
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Exercise price (in dollars per share) | $ / shares |
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$ 0.05
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Second Amended Note & Warrant Agreement [Member] | Sixteen Accredited Investors [Member] |
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Number of accredited investors | Number |
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16
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Number of secured notes issued | Number |
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16
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Purchase of convertible note |
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$ 6,000,000
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Maturity date of the notes |
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Dec. 31, 2017
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Second Amended Note & Warrant Agreement [Member] | 5% Senior Secured Notes Convertible (the "September 2014 Notes") [Member] | RSJ Private Equity (Michal Votruba) [Member] |
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Purchase of convertible note |
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$ 750,000
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Second Amended Note & Warrant Agreement [Member] | Secured Convertible Promissory Notes ( December 2015 Notes) [Member] |
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Face amount |
$ 4,000,000
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$ 1,000,000
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$ 4,000,000
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Description of conversion terms |
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Pursuant
to the Second Amended and Restated Note and Warrant Agreement, all Notes: (i) mature on December 31, 2017 (subject to earlier
conversion or prepayment), (ii) earn interest at a rate of 5% per annum with interest payable at maturity, and (iii) are convertible
into shares of Common Stock (a) automatically upon the closing of a qualified offering of no less than $5 million, at a conversion
price of $0.05 per share or (b) voluntarily, within 15 days prior to maturity, at a conversion price of $0.05 per share.
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Description of collateral |
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Secured by a security interest in the Company's intellectual
property, as detailed in the amended and restated security agreement.
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Description of repayment priority |
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Upon a change of control of the Company (as described
in the Notes), the holder of a Note will have the option to have the Note repaid with a premium equal to 50% of the outstanding
principal.
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Second Amended Note & Warrant Agreement [Member] | Secured Convertible Promissory Notes ( December 2015 Notes) [Member] | RSJ Private Equity (Michal Votruba) [Member] |
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Face amount |
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$ 750,000
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Second Amended Note & Warrant Agreement [Member] | Secured Convertible Promissory Notes ( December 2015 Notes) [Member] | John Pappajohn [Member] |
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Face amount |
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$ 250,000
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