Commitments and Contingencies

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies [Abstract]

Commitments and Contingencies

7. Commitments and Contingencies

The Company leased its corporate headquarters on a month-to-month basis. For the periods ended December 31, 2012 and 2011, rent expense was approximately $25,000 and $27,700, respectively.

During 2012, the Company issued common stock for various consulting services. The fair value of the services recorded was based on the fair value of the Company’s stock price at the commitment date for the respective services. The Company issued 2,250,000 shares of common stock at prices ranging between $0.01 and $0.13 per share, and recognized approximately $331,000 in consulting or professional expenses related to these agreements during 2012. All shares of common stock related to the above consulting services were issued and became fully vested during 2012.

On January 12, 2012, the Company entered into an “Investment Intent” agreement with Energy Technology Services Company, Ltd. Pursuant to the agreement, both parties agreed to form a company, Global Hydrogen Energy (“GHE”). The Company has the option to purchase ten percent of the shares of GHE for $450,000, and another option to purchase up to 20% of all shares of GHE. As of December 31, 2012, GHE has not been formed, and the Company’s good faith cash deposit of $197,500 has been written off as a loss on investment, which is included in the accompanying statements of operations.

In October 2011, the Company entered into employment agreements with terms that commence on October 1, 2011 and run through a range of dates with the latest being September 2014. These agreements have a cumulative annual salary of approximately $156,000 annually and cumulative grants of fully vested stock issuances of 850,000 shares of stock. Upon signing the employment agreements, all unearned stock compensation from the previous employment agreements was recognized in full, as the employees were not required to forfeit their previous granted shares of common stock. At the October 1, 2011 grant date, the Company recognized approximately $279,000 in stock-based compensation related to the above grants of common stock, and grants made during 2010. Additionally, the employees were granted 850,000 fully vested common stock options, with an exercise price of $0.25 per share, and expire five years from the date of grant. The grants of common stock and common stock options were essentially sign-on bonuses, and accordingly, the grant-date fair values were recognized as compensation expense at the October 1, 2011 grant date.

The Company has entered into various other agreements that have been disclosed in previous 10K and 10Q filings.  These agreements have been put on hold but will be further pursued as adequate funding is generated.