COMMITMENTS AND CONTINGENCIES

3 Months Ended

Mar. 31, 2013

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

 The Company has entered in a number of agreements with various consultants.  Termination of any of these agreements could result in termination fees.

 The Company leases its office in Irvine, California for a one-year term. Total rent expense related to the Company’s operating lease for the three months ended March 31, 2013 was approximately $11,367.  Total remaining payments on the lease through July 31, 2013 is approximately $14,356. 

 The Company maintains employment agreements with certain key management.  The agreements provide for minimum base salaries, eligibility for stock options, performance bonuses and severance payments.

Legal Proceedings

 From time to time, claims are made against the Company in the ordinary course of business, which could result in litigation.  Claims and associated litigation are subject to inherent uncertainties and unfavorable outcomes could occur.  In the opinion of management, the resolution of these matters, if any, will not have a material adverse impact on the Company’s financial position or results of operations.

 On July 1, 2011, a lawsuit was filed in the United States District Court, the Southern District of Ohio, Cincinnati Division, against GT Beverage Company, LLC (“GT LLC”) by Dominion Liquid Technologies, LLC.  The lawsuit alleges that GT LLC breached terms of a 2010 co-packing agreement, which governed the relationship between the parties.  As of February 2013, Dominion amended its complaint to add the Company as a defendant in the case.  The Company has not yet filed responsive pleadings.  Dominion is seeking monetary damages in an amount exceeding $800,000.  GT LLC has filed its answer denying all of Dominion’s claims and expects to vigorously defend the suit.  Discovery is ongoing, and the case is currently set for trial in November 2013.