1
EXHIBIT 10.20
Lessor:
Advanta Bank Corp. NOTICE: THIS IS A NON-CANCELLABLE, BINDING CONTRACT
0000 Xxxxxx Xxx Xxxx CONSISTING OF ALL TERMS ON BOTH SIDES. THIS CONTRACT
Voorhees, NJ 08043 WAS WRITTEN IN PLAIN LANGUAGE FOR YOUR BENEFIT. IT
CONTAINS IMPORTANT TERMS AND CONDITIONS AND HAS LEGAL
AND FINANCIAL CONSEQUENCES TO YOU. PLEASE READ IT
CAREFULLY; FEEL FREE TO ASK QUESTIONS BEFORE SIGNING.
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EQUIPMENT LEASE AGREEMENT
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DESCRIPTION OF LEASED EQUIPMENT (Include quantity, make, model, serial no. and
all attachments)
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(1) ARC SERVE ENTERPRISE BACK-UP SYSTEM
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VENDOR'S NAME
Zzyzx Peripherals, Inc.
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Schedule Of Rental Payments
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TERM OF LEASE (IN MONTHS) TOTAL NUMBER OF RENTAL PAYMENTS AMOUNT OF EACH PAYMENT* SECURITY DEPOSIT*
36 36 $912.40 $1,824.80
(Plus Applicable Taxes)
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PAYMENT FREQUENCY [ ] Monthly [ ] Quarterly [ ] Other _________ *Make check payable to Lessor
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Leasing Customer (Lessee): (Complete Legal name. If a corporation, use EXACT
registered corporate name.)
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COMPANY NAME & ADDRESS EQUIPMENT LOCATION (If other than Billing Address
Interactive Telesis, Inc.
000 Xxxxxxxxx Xxxx #000
Xxxxxxxxx, XX 00000
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YOU (THE LEASING CUSTOMER) ARE REQUESTING THE LEASING COMPANY ("WE," "US" OR
"OUR") TO PURCHASE THE ABOVE EQUIPMENT FOR YOUR USE. TO INDUCE US TO MAKE THIS
PURCHASE, YOU HAVE AGREED TO THE FOLLOWING IMPORTANT TERMS AND CONDITIONS.
1. LEASE. You agree to lease from us and we agree to lease to you the
equipment identified above together with any replacement part, additions or
repairs (the "Equipment") under the terms stated in this Equipment Lease
Agreement (the "Lease"). You authorize us to correct obvious errors in this
Lease and to insert the Lease number, the serial numbers and other data
identifying the Equipment, and other missing terms above (if any) following
your execution of this Lease.
LEASE AGREEMENT CONTINUES ON REVERSE SIDE
BY SIGNING THIS LEASE YOU ACKNOWLEDGE AND AGREE THAT: (i) YOU HAVE HAD AN
OPPORTUNITY TO DISCUSS THE TERMS AND CONDITIONS IN THIS LEASE WITH US BEFORE
SIGNING THIS DOCUMENT; (ii) YOU HAVE READ AND UNDERSTAND THE TERMS AND
CONDITIONS ON THE FRONT AND BACK OF THIS LEASE; (iii) THIS LEASE IS A NET LEASE
THAT CANNOT BE TERMINATED OR CANCELED; (iv) YOU HAVE AN UNCONDITIONAL
OBLIGATION TO MAKE ALL PAYMENTS DUE UNDER THIS LEASE AND YOU CANNOT WITHHOLD,
SET-OFF OR REDUCE SUCH PAYMENTS FOR ANY REASON; (v) THE PERSON SIGNING BELOW IS
A CORPORATE OFFICER, PARTNER, MEMBER OR PROPRIETOR OF YOURS AND IS AUTHORIZED
TO SIGN THIS LEASE AND BIND YOU; (iv) THIS LEASE CONTAINS THE ENTIRE AGREEMENT
BETWEEN THE PARTIES AND NO OTHER ORAL OR WRITTEN AGREEMENTS ARE IN EFFECT; AND
(vii) THIS LEASE MAY NOT BE AMENDED EXCEPT BY A WRITTEN AGREEMENT SIGNED BY
BOTH PARTIES AND WILL BE BINDING ON BOTH PARTIES, THEIR SUCCESSORS AND ASSIGNS.
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Signature Date Telephone No. (Area Code)
X /s/ XXXXXX XXXXXXX, President 6/8/99 760-632-1700
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Print Name & Title
Xxxxxx Xxxxxxx, President
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Witness X [Illegible]
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PERSONAL GUARANTY
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To induce the above Leasing Company to enter into this Lease and purchase the
Equipment for the above Leasing Customer, knowing that the Leasing Company is
relying on this Guaranty as a precondition to entering into this Lease, I (or if
more than one, then all of us, jointly and severally) INDIVIDUALLY, PERSONALLY,
ABSOLUTELY AND UNCONDITIONALLY GUARANTY to the Leasing Company (and any person
or firm the Leasing Company may transfer its interests to) all payments and
other obligations owed by the Leasing Customer to the Leasing Company under the
Lease and any add-on leases and future leases between Leasing Company and
Leasing Customer, including but not limited to the Leasing Company's attorney's
fee and legal costs incurred in enforcing the Lease. I will also pay all
reasonable costs and fees incurred by the Leasing Company in enforcing this
Guaranty. Accounts settled between the Leasing Company and the Leasing Customer
will bind me. I waive notice of demand and notice of default, and I agree that
the Leasing Company may proceed directly against me without first proceeding
against the Leasing Customer or the security (including the Equipment). I
FREELY CONSENT TO PERSONAL JURISDICTION IN THE NEW JERSEY COURTS AND I WAIVE
TRIAL BY JURY. This Guaranty will bind my heirs, representatives and successors.
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SIGNATURE (INDIVIDUALLY; NO TITLES) Date SIGNATURE (INDIVIDUALLY; NO TITLES) Date
X /s/ XXXXXX XXXXXXX 6-8-99 X
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GUARANTOR #1 Name and Home Address (Please Print) GUARANTOR #2 Name and Home Address (Please Print)
Xxxxxx Xxxxxxx
0000 Xxxxxxxx Xxxx
Xxxxxxxxx, XX 00000
WITNESS: /s/ X.X. XXXXX 6-8-99 WITNESS:
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DELIVERY AND ACCEPTANCE RECEIPT
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WE (THE LEASING CUSTOMER) CERTIFY THAT ALL EQUIPMENT REFERRED TO ABOVE HAS BEEN
DELIVERED AND IS FULLY INSTALLED. WE ALSO CERTIFY THAT WE HAVE INSPECTED THE
EQUIPMENT AND THAT IT IS IN GOOD OPERATING ORDER AND FIT FOR OUR INTENDED USE.
WE CONDITIONALLY ACCEPT THE EQUIPMENT AND ACKNOWLEDGE THAT IT HAS NOT BEEN
ACCEPTED ON A "TRIAL" BASIS. WE NOW REQUEST THAT THE LEASING COMPANY SIGN THE
LEASE AND PAY THE EQUIPMENT VENDOR. WE UNDERSTAND THE IMPORTANCE OF THIS
CERTIFICATION TO THE LEASING COMPANY PRIOR TO PAYING THE VENDOR, AND WE
UNDERSTAND WE WILL BE PRECLUDED FROM DENYING THE TRUTH OF THIS CERTIFICATION IN
THE FUTURE.
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Signature Date Name and Title (Please Print)
X /s/ XXXXXX XXXXXXX 6-8-99 Xxxxxx Xxxxxxx, President
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2
PUT Addendum to Equipment Lease Agreement
(End of Lease Purchase Agreement)
Reference:
Lessor: Advanta Bank Corp.
Lessee: Interactive Telesis, Inc.
App No. ______________ Lease No. _______________
Equipment: (1) ARC Serve Enterprise Back-Up System
Purchase Price: $2,561.76
This PUT Addendum to Equipment Lease Agreement ("Addendum") shall amend
the Equipment Lease Agreement by and between the above lessor ("Lessor") and
the above lessee ("Lessee") with reference to the above lease transaction
("Lease"). All terms and conditions of the Lease not inconsistent with this
Addendum shall be and remain in full force and effect.
1. PUT. Lessee hereby irrevocably and unconditionally agrees to purchase the
above leased equipment covered by the Lease (the "Equipment") for the above sum
(the "Purchase Price") plus all unpaid rentals and other sums due and owing by
the Lessee for the entire term of the Lease, plus any applicable sales tax,
which sum shall be payable on (a) the expiration date of the initial term of
the Lease, or (b) the earlier termination of the Lease, if allowed by Lessor.
Within fifteen (15) days after receipt of the Purchase Price and all other
sums mentioned above, Lessor shall execute and deliver to Lessee a bill of sale
for the Equipment, "AS IS" and "WHERE IS", in its then condition and its then
location, without any warranty or representation (other than as to title) by or
recourse against the Lessor.
The occurrence of an event of default under the Lease shall constitute a
default by Lessee under this Addendum, and Xxxxxx irrevocably and
unconditionally agrees thereupon to immediately pay the Purchase Price to
Lessor, together with all sums due under the Lease.
This Addendum and all rights of Lessor hereunder may be assigned by Xxxxxx
without notice to or consent by the Lessee. Lessee may not assign any of its
rights under this Addendum without the prior written consent of Lessor or its
assignee.
The parties intend and agree that a carbon copy, photocopy, or facsimile
of this document with their signature thereon shall be treated as an original,
and shall be deemed to be as binding, valid, genuine, and authentic as an
original-signature document and writing for all purposes, including all matters
of evidence and the "best evidence" rules.
IN WITNESS WHEREOF, the parties hereto have duly executed this Addendum as
of the date shown below.
Witness: LESSEE: Interactive Telesis, Inc.
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(Print name of company)
/s/ [Signature Illegible] 6/8/99 By: /s/ XXXXXX XXXXXXX
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(SEAL) (Signature)
Xxxxxx Xxxxxxx, President
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(Print name and title) (Date)
ACCEPTED BY XXXXXX
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(Signature) (Date)
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[MEDIA CAPITAL OF CALIFORNIA LOGO]
AUTHORIZATION FOR INSURANCE COVERAGE
INS. AGENT XXXX X. XXXXXXX-XXXXXXXX INS CO.
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ADDRESS XXXXX GROUP, LLC
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ONE WORLD TRADE CENTER #1500
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LONG BEACH, CA 90831
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PHONE (000) 000-0000 POLICY # 729UCGK9308
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RE: INTERACTIVE TELESIS, INC.
Gentlemen:
Media Capital, L.L.C. is about to enter into a Lease Agreement with the above
referenced lessee. In accordance with our Lease Agreement, the lessee is
responsible to provide insurance pertaining to the subject leased equipment, as
follows:
A) The Equipment must be insured against all risks of loss or damage from
every cause whatsoever for not less than the full replacement value of
$26,000 with a deductible not to exceed $500.00
B) Third Party liability and property damage insurance providing
$500,000.00 combined single limit, bodily injury and property damage
coverage relative to the leased equipment.
Media Capital, L.L.C. shall be named as the loss payee and additional insured
on the above described insurance.
As indicated by their signature below, the lessee has authorized Media Capital,
L.L.C. to:
1) Discuss the required insurance with your company; and,
2) Authorize and instruct you, or any other insurance company, to
provide such insurance as is required by our Lease Agreement, at our
sole discretion and without obligation on our part; and,
3) To debit xxxxxx's account for any costs related thereto.
We respectfully request that you immediately provide the herein required
insurance and provide proof of coverage to us by forwarding a copy of a
Certificate of Insurance by fax to 000-000-0000, with the original being sent
by mail. Additionally, should the subject insurance be canceled or modified
before the expiration date, you must give us 30 days notice.
Media Capital, L.L.C. Acknowledged and Agreed to:
Lessee Interactive Telesis, Inc.
By By /s/ XXXXXX XXXXXXX
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Xxxxxx Xxxxxxxxx Xxxxxx Xxxxxxxx
Date 6-8-99
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INVOICE
PAGE 1
[Z LOGO] INVOICE NUMBER: 0991379-IN
Zzyzx Peripherals, Inc. INVOICE DATE: 06/09/99
Solutions by design
0000 Xxxxxxx Xxxxx XXXXX NUMBER: S091224
Suite #102 ORDER DATE: 06/02/99
San Diego, CA 92121 SALESPERSON: 0204
Ph: 000-000-0000 CUSTOMER NO: 0000000
FAX: 000-000-0000
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SOLD TO SHIP TO
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INTERACTIVE TELESIS INTERACTIVE TELESIS
ATTN: ACCOUNTS PAYABLE *WILL CALL*
000 XXXXXXXXX XXXX, XXX 000 XXX XXXXX, XX
XXXXXXXXX, XX 00000
CONFIRM TO:
XXXXXX XXXXXXX-760-632-1700
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CUSTOMER P.O. SHIP VIA F.O.B. TERMS
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9996 CUST PICK UP SAN DIEGO NET 30 DAYS
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ITEM NO. UNIT ORDERED SHIPPED BACK ORDER PRICE AMOUNT
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COA/MPL50LP0MEV EACH 1 1 0 .00 .00
CA Open License Prgm Sol. Kt
COA/ARB601661CC EACH 5 5 0 850.00 4,250.00
ArcserveIT V6.61 Adv Ed. NT, 0
COA/ARB601661C2 EACH 5 5 0 330.00 1,650.00
ArcserveIT V6.61 AE NT, UG 2yr
COA/ARB607661AC EACH 5 5 0 300.00 1,500.00
ArcserveIT WrkGp AE Disaster R
COA/ARB607661A2 EACH 5 5 0 115.00 575.00
ArcserveIT WrkGp AE Dis Rec UG
COA/ARB601661AC EACH 8 8 0 620.00 4,960.00
ArcserveIT V6.61 WkGp B/U Agnt
COA/ARB601661A2 EACH 8 8 0 235.00 1,880.00
ArcserveIT V6.61 WG B/U Agnt 2
COA/ARB613661AC EACH 10 10 0 500.00 5,000.00
ArcserveIT V6.61 WG B/U Agnt 2
CONTINUED
FEDERAL TAX IDENTIFICATION NUMBER 00-0000000
PLEASE VISIT US ON THE INTERNET: xxx.xxxxx.xxx INVOICE BALANCE
5
INVOICE
PAGE 2
[Z LOGO] INVOICE NUMBER: 0991379-IN
Zzyzx Peripherals, Inc. INVOICE DATE: 06/09/99
Solutions by design
0000 Xxxxxxx Xxxxx XXXXX NUMBER: S091224
Suite #102 ORDER DATE: 06/02/99
San Diego, CA 92121 SALESPERSON: 0204
Ph: 000-000-0000 CUSTOMER NO: 0000000
FAX: 000-000-0000
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SOLD TO SHIP TO
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INTERACTIVE TELESIS INTERACTIVE TELESIS
ATTN: ACCOUNTS PAYABLE *WILL CALL*
000 XXXXXXXXX XXXX, XXX 000 XXX XXXXX, XX
XXXXXXXXX, XX 00000
CONFIRM TO:
XXXXXX XXXXXXX-760-632-1700
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CUSTOMER P.O. SHIP VIA F.O.B. TERMS
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9996 CUST PICK UP SAN DIEGO NET 30 DAYS
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ITEM NO. UNIT ORDERED SHIPPED BACK ORDER PRICE AMOUNT
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COA/ARB613661A2 EACH 10 10 0 190.00 1,900.00
ArcserveIT V6.61 WG B/U Agnt 2
COA/ARB605661AC EACH 2 2 0 430.00 860.00
ArcserveIT WG/AE Tape Lib Opt
COA/ARB605661A2 EACH 2 2 0 170.00 340.00
ArcserveIT WG/AE TapeLibOpt 2y
COA/ARB608661AC EACH 1 1 0 620.00 620.00
ArcserveIT V6.61 WG/AE MS BU N
COA/ARB608661A2 EACH 1 1 0 240.00 240.00
ArcserveIT V6.61 WG/AE MS BU N
*H EACH 1 1 0 .00 .00
*F/H EACH 1 1 0 .00 .00
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23,775.00
LESS DISCOUNT: .00
FREIGHT CHARGE: .00
SALES/USE TAX: 1,842.57
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INVOICE TOTAL: 25,617.57
FEDERAL TAX IDENTIFICATION NUMBER 00-0000000
PLEASE VISIT US ON THE INTERNET: xxx.xxxxx.xxx INVOICE BALANCE
