COMMITMENTS AND CONTINGENCIES (Details)
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1 Months Ended |
9 Months Ended |
12 Months Ended |
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Sep. 01, 2022
USD ($)
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May 17, 2022
USD ($)
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May 01, 2022
USD ($)
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Feb. 04, 2022
USD ($)
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Oct. 27, 2021
USD ($)
shares
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Oct. 20, 2021
USD ($)
a
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Jul. 17, 2021
USD ($)
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Oct. 14, 2019 |
Oct. 01, 2019
USD ($)
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Jun. 06, 2019
USD ($)
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Mar. 01, 2019
USD ($)
shares
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Apr. 06, 2018
USD ($)
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Jan. 05, 2018
USD ($)
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Oct. 09, 2017
USD ($)
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Aug. 23, 2017
USD ($)
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Mar. 31, 2017
USD ($)
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Jul. 20, 2016
USD ($)
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Oct. 01, 2014
USD ($)
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Feb. 29, 2020
USD ($)
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Feb. 28, 2019
USD ($)
ft²
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Jan. 31, 2018
USD ($)
ft²
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Jan. 31, 2016
USD ($)
ft²
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Feb. 28, 2019
USD ($)
ft²
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May 31, 2022
USD ($)
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May 31, 2021
USD ($)
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Apr. 17, 2017
ft²
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Area of Real Estate Property | a |
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20
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| Lessee, Operating Lease, Term of Contract |
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9 years
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9 years
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18 months
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18 months
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| Loss Contingency Accrual, Provision |
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$ 10,000
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| Debt Conversion, Original Debt, Amount |
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$ 281,000
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$ 281,000
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$ 0
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| Employee-related Liabilities, Current |
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$ 323,254
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279,721
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| Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Lessee, Operating Lease, Term of Contract |
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1 year
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| Operating Leases, Rent Expense, Minimum Rentals |
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$ 3,500
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| Operating Lease, Expense |
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$ 3,500
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| Maximum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Lessee, Operating Lease, Term of Contract |
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10 years 6 months
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| Deposit [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Loss Contingency Accrual, Provision |
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50,000
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| Rent Expense [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Loss Contingency Accrual, Provision |
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15,699
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| Remaining Amounts Due Under Lease [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Loss Contingency Accrual, Provision |
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$ 30,000
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| Chief Executive Officer [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Salary and Wage, Officer, Excluding Cost of Good and Service Sold |
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$ 150,000
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| Share-Based Compensation Arrangement by Share-Based Payment Award, Description |
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performance bonus equal to 2% of CLS Labs’ annual EBITDA, up to a maximum annual cash compensation of $1 million (including his base salary), and annual stock options, exercisable at the fair market value of CLS Labs’ common stock on the date of grant, in an amount equal to 2% of its annual EBITDA up to $42.5 million and 4% of its annual EBITDA in excess of $42.5 million
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| Employment Agreement, Amendment Description |
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The amendment also extends the term of Mr. Binder’s employment agreement by three years instead of relying on the automatic one-year renewal provision in the employment agreement, and increases Mr. Binder’s annual base salary to $200,000. Additionally, the amendment provides for certain change of control provisions, including a payment of up to three years base salary and bonuses up to a maximum of $1,000,000, if Mr. Binder resigns or is terminated in connection with a change in control of the Company.
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| Chief Executive Officer [Member] | Unpaid Accrued Salary Converted To convertible Note [Member] | Convertible Debt [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Debt Conversion, Original Debt, Amount |
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$ 37,500
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$ 37,500
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$ 39,521
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$ 62,500
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$ 112,500
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$ 250,000
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| President [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Salary and Wage, Officer, Excluding Cost of Good and Service Sold |
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$ 250,000
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$ 200,000
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$ 175,000
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| Deferred Compensation Arrangement with Individual, Description |
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The amendment also provides that in addition to his base salary, Mr. Glashow is entitled to receive, on an annual basis, a performance-based bonus equal to two percent (2%) of the Company’s annual EBITDA up to a maximum annual cash compensation of $1 million including base salary, and annual stock options, exercisable at the fair market value of the Company’s common stock on the effective date of grant, in an amount equal to 2% of the Company’s EBITDA up to $42.5 million and 4% of its annual EBITDA in excess of $42.5 million. Additionally, the amendment provides for certain change of control provisions, including a payment of up to three years base salary and bonuses up to a maximum of $1,000,000, if Mr. Glashow resigns or is terminated in connection with a change in control of the Company.
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performance bonus equal to 1% of the Company’s annual EBITDA, and annual restricted stock awards in an amount equal to 1% of the Company’s annual EBITDA
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| President [Member] | One TIme Signing Bonus [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Salary and Wage, Officer, Excluding Cost of Good and Service Sold |
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$ 50,000
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| Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) | shares |
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500,000
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| Assistant Controller [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Salary and Wage, Officer, Excluding Cost of Good and Service Sold |
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$ 70,000
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| Vice President of Finance of Alternative Solutions and CLS Nevada [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Salary and Wage, Officer, Excluding Cost of Good and Service Sold |
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$ 137,500
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$ 117,500
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| Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) | shares |
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50,000
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| Former Officer [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Employee-related Liabilities, Current |
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$ 16,250
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$ 16,250
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| Building [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Area of Real Estate Property | ft² |
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14,392
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| Lessee, Operating Lease, Term of Contract |
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72 months
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| Lessee, Operating Lease, Renewal Term |
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10 years
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| Building [Member] | Las Vegas, NV #1 [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Area of Real Estate Property | ft² |
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1,400
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1,400
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| Lessee, Operating Lease, Term of Contract |
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18 months
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18 months
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| Operating Leases, Rent Expense, Minimum Rentals |
$ 2,084.14
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$ 1,866.7
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| Operating Lease, Annual Increase |
3.00%
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3.00%
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| Building [Member] | Las Vegas, NV #1 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Leases, Rent Expense, Minimum Rentals |
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$ 1,785
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| Building [Member] | Las Vegas, NV #2 [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Area of Real Estate Property | ft² |
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1,000
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| Building [Member] | Las Vegas, NV #3 [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Area of Real Estate Property | ft² |
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2,504
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2,504
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| Operating Lease, Annual Increase |
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3.00%
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| Building [Member] | Las Vegas, NV #3 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Leases, Rent Expense, Minimum Rentals |
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$ 3,210
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| Building and Building Improvements [Member] | Las Vegas, NV #2 [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Lease, Monthly Amount Increase |
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$ 600
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| Building and Building Improvements [Member] | Las Vegas, NV #2 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Leases, Rent Expense, Minimum Rentals |
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$ 7,500
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| Building and Building Improvements [Member] | Las Vegas, NV #4 [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Area of Real Estate Property | ft² |
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22,000
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| Building and Building Improvements [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Leases, Rent Expense, Minimum Rentals |
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$ 11,000
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| Building and Building Improvements [Member] | Las Vegas, NV #4 [Member] | Maximum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Leases, Rent Expense, Minimum Rentals |
|
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29,000
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| Building and Building Improvements [Member] | Rent For April May And June 2020 [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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| Operating Lease, Expense |
|
|
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|
|
|
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|
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25,000
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| Building and Building Improvements [Member] | Rent For March 2021 Through February 2022 [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
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|
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|
| Operating Lease, Expense |
|
|
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22,500
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| Building and Building Improvements [Member] | Rent For March 2022 Through February 2023 [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
|
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| Operating Lease, Expense |
|
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23,175
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| Building and Building Improvements [Member] | Rent For March 2023 Through February 2024 [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
|
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| Operating Lease, Expense |
|
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|
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23,870
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| Building and Building Improvements [Member] | Rent For March 2024 Through February 2025 [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
|
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| Operating Lease, Expense |
|
|
|
|
|
|
|
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|
24,586
|
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| Building and Building Improvements [Member] | Rent For March 2025 Through February 2026 [Member] | Las Vegas, NV #4 [Member] | Minimum [Member] |
|
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| COMMITMENTS AND CONTINGENCIES (Details) [Line Items] |
|
|
|
|
|
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|
|
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|
|
|
|
|
|
|
|
|
|
|
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|
|
| Operating Lease, Expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 25,323
|
|
|
|
|