LOCATION OF PROPERTY END OF LEASE OPTIONS
Counterpart No. 1 of 2 Counterparts
LEASE SCHEDULE (“SCHEDULE”) NUMBER: 1651-001
DATED: 03/29/2011
to MASTER LEASE AGREEMENT (“MASTER LEASE”) NUMBER: 1651
| LESSEE | LESSOR |
Name: All Digital, Inc.
|
Name: Technology Finance Corporation |
Address: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
Address: ▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
Attention: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
Attention: ▇▇▇▇▇ ▇▇▇▇▇▇
|
Phone Number:
|
Phone Number: (▇▇▇) ▇▇▇-▇▇▇▇ |
| Fax Number: | Fax Number: (▇▇▇) ▇▇▇-▇▇▇▇
|
| BILLING ADDRESS | PAYMENT SCHEDULE |
Name: All Digital, Inc.
|
Initial Term 36 ( X ) Months ( ) Quarters |
Address: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
Rent $393.00 (payable monthly in advance- Tax not including)
|
Attention: Accounts Payable Federal ID: |
|
| Phone Number: |
| LOCATION OF PROPERTY | END OF LEASE OPTIONS |
| Lessee PO Number: | X FMV Purchase or Renewal |
| Location: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
| Irvine, CA 92614 | |
| Attention: | |
| Phone Number: |
PRODUCT DESCRIPTION: SEE ATTACHEMENT A
|
MASTER LEASE: This original executed Schedule is issued and effective as of the date set forth above. All of the terms, conditions, representations and warranties of the Master Lease identified above are hereby incorporated herein and made a part hereof as if they were expressly set forth in this Schedule and this Schedule constitutes a separately enforceable, complete and independent Lease with respect to the Product described herein. By their execution and delivery of this Schedule, the parties hereby affirm all of the terms, conditions, representations and warranties of the Master Lease.
Counterparts: This Schedule may be executed in any number of counterparts, each of which shall be sequentially numbered. No security interest in this Lease may be created through the transfer or possession of any counterpart other than Counterpart No. 1 of this Schedule, but no transfer or possession of the Master Lease will be required to create a security interest in the Lease evidenced by this Schedule.
Other Terms: Electronic Delivery of Documents. The parties hereto acknowledge that this document was delivered by Lessor to Lessee in electronic format only. Lessee, by executing and delivering this document to Lessor, represents and warrants to Lessor that this document has not been altered or modified in any manner whatsoever from the version that Lessor electronically transmitted to Lessee for execution. ▇▇▇▇▇▇ acknowledges that ▇▇▇▇▇▇ has relied upon this representation and warranty in accepting from ▇▇▇▇▇▇ the executed original of this document. No revisions to Lessor's standard version of this document shall be valid or enforceable except by a written amendment, which is signed by both of the parties hereto. |
| AGREED AND ACCEPTED BY | |||
| LESSOR: Technology Finance Corporation | LESSEE: All Digital, Inc. | ||
| By: | /s/ | By: | /s/ |
| Name: | ▇▇▇▇▇ ▇▇▇▇▇▇ | Name: | |
| Title: | President | Title: | |
| Date: | Date: | ||
| 1 |
ATTACHMENT A
to Lease Schedule 1651-001
| Qty | Part # | Description | |
| HP Z6000 Blade Chassis | |||
| 2 | 538080-B21 | HP PROLIANT Z6000 G6 2U CHASSIS | |
| 4 | 500172-B21 | HP 1200W CS SLVR HT PLG PWR SUPPLY KIT | |
| 2 | 570226-B21 | HP 1U/2U E-LSERVERS RAIL KIT | |
| HP Support | |||
| 2 | HA104A3 16Q | PROLIANT SL6000 HW SUPPORT | |
| HP SL Blade Series Servers | |||
| (2x 2.0GHz QC; 16GB Memory; 2x 500GB SATA) | |||
| 4 | 570147-B21 | HP SL170ZG6 HALF-WIDTH NODE CTO TRAY | |
| 4 | 539266-L21 | HP E5504 SL170Z G6 FIO KIT | |
| 4 | 539266-B21 | HP E5504 SL170Z G6 KIT | |
| 32 | 500656-B21 | HP 2GB 2RX8 PC3-10600R-9 KIT | |
| 4 | 462828-B21 | HP P212/ZM SMART ARRAY CONTROLLER | |
| 8 | 574953-B21 | HP 500GB 3G SATA 7.2K 2.5IN QR MDL HDD | |
| 4 | 339778-B21 | HP RAID 1 DRIVE 1 FIO SETTING | |
| 4 | 574806-B21 | HP I/O RISER X16 SL160/170 G6 | |
| 4 | 582657-B21 | HP Z6000 2 DRIVE SFF CAGE KIT | |
| 4 | 574001-B21 | HP Z6000 P212 / SAS 4HDD CABLE KIT | |
| 2 | 512766-B21 | HP Y-CABLE KIT | |
| 2 |
Counterpart No. 2 of 2 Counterparts
LEASE SCHEDULE (“SCHEDULE”) NUMBER: 1651-001
DATED: 03/29/2011
to MASTER LEASE AGREEMENT (“MASTER LEASE”) NUMBER: 1651
| LESSEE | LESSOR |
Name: All Digital, Inc.
|
Name: Technology Finance Corporation |
Address: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
Address: ▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
Attention: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
Attention: ▇▇▇▇▇ ▇▇▇▇▇▇
|
Phone Number:
|
Phone Number: (▇▇▇) ▇▇▇-▇▇▇▇ |
| Fax Number: | Fax Number: (▇▇▇) ▇▇▇-▇▇▇▇
|
| BILLING ADDRESS | PAYMENT SCHEDULE |
Name: All Digital, Inc.
|
Initial Term 36 ( X ) Months ( ) Quarters |
Address: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
Rent $393.00 (payable monthly in advance- Tax not including)
|
Attention: Accounts Payable Federal ID: |
|
| Phone Number: |
| LOCATION OF PROPERTY | END OF LEASE OPTIONS |
| Lessee PO Number: | X FMV Purchase or Renewal |
| Location: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ | |
| Irvine, CA 92614 | |
| Attention: | |
| Phone Number: |
PRODUCT DESCRIPTION: SEE ATTACHMENT A
|
MASTER LEASE: This original executed Schedule is issued and effective as of the date set forth above. All of the terms, conditions, representations and warranties of the Master Lease identified above are hereby incorporated herein and made a part hereof as if they were expressly set forth in this Schedule and this Schedule constitutes a separately enforceable, complete and independent Lease with respect to the Product described herein. By their execution and delivery of this Schedule, the parties hereby affirm all of the terms, conditions, representations and warranties of the Master Lease.
Counterparts: This Schedule may be executed in any number of counterparts, each of which shall be sequentially numbered. No security interest in this Lease may be created through the transfer or possession of any counterpart other than Counterpart No. 1 of this Schedule, but no transfer or possession of the Master Lease will be required to create a security interest in the Lease evidenced by this Schedule.
Other Terms: Electronic Delivery of Documents. The parties hereto acknowledge that this document was delivered by Lessor to Lessee in electronic format only. Lessee, by executing and delivering this document to Lessor, represents and warrants to Lessor that this document has not been altered or modified in any manner whatsoever from the version that Lessor electronically transmitted to Lessee for execution. ▇▇▇▇▇▇ acknowledges that ▇▇▇▇▇▇ has relied upon this representation and warranty in accepting from ▇▇▇▇▇▇ the executed original of this document. No revisions to Lessor's standard version of this document shall be valid or enforceable except by a written amendment, which is signed by both of the parties hereto. |
| AGREED AND ACCEPTED BY | |||
| LESSOR: Technology Finance Corporation | LESSEE: All Digital, Inc. | ||
| By: | /s/ | By: | /s/ |
| Name: | ▇▇▇▇▇ ▇▇▇▇▇▇ | Name: | |
| Title: | President | Title: | |
| Date: | Date: | ||
| 3 |
ATTACHMENT A
to Lease Schedule 1651-001
| Qty | Part # | Description | |
| HP Z6000 Blade Chassis | |||
| 2 | 538080-B21 | HP PROLIANT Z6000 G6 2U CHASSIS | |
| 4 | 500172-B21 | HP 1200W CS SLVR HT PLG PWR SUPPLY KIT | |
| 2 | 570226-B21 | HP 1U/2U E-LSERVERS RAIL KIT | |
| HP Support | |||
| 2 | HA104A3 16Q | PROLIANT SL6000 HW SUPPORT | |
| HP SL Blade Series Servers | |||
| (2x 2.0GHz QC; 16GB Memory; 2x 500GB SATA) | |||
| 4 | 570147-B21 | HP SL170ZG6 HALF-WIDTH NODE CTO TRAY | |
| 4 | 539266-L21 | HP E5504 SL170Z G6 FIO KIT | |
| 4 | 539266-B21 | HP E5504 SL170Z G6 KIT | |
| 32 | 500656-B21 | HP 2GB 2RX8 PC3-10600R-9 KIT | |
| 4 | 462828-B21 | HP P212/ZM SMART ARRAY CONTROLLER | |
| 8 | 574953-B21 | HP 500GB 3G SATA 7.2K 2.5IN QR MDL HDD | |
| 4 | 339778-B21 | HP RAID 1 DRIVE 1 FIO SETTING | |
| 4 | 574806-B21 | HP I/O RISER X16 SL160/170 G6 | |
| 4 | 582657-B21 | HP Z6000 2 DRIVE SFF CAGE KIT | |
| 4 | 574001-B21 | HP Z6000 P212 / SAS 4HDD CABLE KIT | |
| 2 | 512766-B21 | HP Y-CABLE KIT | |
| 4 |
Technology Finance Corporation
Insurance Authorization- Return to Technology Finance Corporation
This Insurance Authorization is for equipment leased from:
| LESSOR: | Technology Finance Corporation |
| ▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇▇ | |
| Scottsdale, Arizona 85254 | |
| RE: | Equipment Schedule No. 1651-002 |
Our insurance carrier/representative is:
Agent Name: __________________________________________________________
Company Name: __________________________________________________________
Address: __________________________________________________________
City, State & Zip: __________________________________________________________
Phone: __________________________________________________________
Our insurance carrier/representative is directed to accommodate the Lessor named above for the following coverage:
1. Lessor to be named as “Additional Insured”. The following statement shall appear: “Should any of the above described policies be canceled, reduced or altered, the issuing company will mail 30 days prior written notice to the named certificate holder.”
2. Evidence of Insurance in the form of binder(s) is acceptable until formal certificates can be issued. Mail or deliver binder(s) to Lessor address above.
3. Property Insurance
a. “All Risk” physical damage insurance.
b. Reference to Lease Schedule No. 1651-001 to Master Lease Agreement No. 1651 between Lessor and the undersigned Lessee and a description of the covered equipment (the “Product”) should be included.
c. Limits: The full replacement value of the Product but not less than $12,725.00
d. Endorsement naming the LESSOR AND/OR IT ASSIGNEES as Loss Payee.
e. Endorsement giving the Lessor and any assignee of the Lessor 30 days prior written notice of any cancellation, reduction, or alteration of any coverage.
4. Public Liability
a. General liability insurance.
b. Limits: Bodily injury: $1,000,000 per occurrence. Property damage: $250,000 per occurrence. Combined Single Limit: $1,000,000. Products and/or completed operations, and blanket contractual liability to be included.
c. Endorsement naming the LESSOR AND/OR ITS ASSIGNEES as Additional Insured.
d. Endorsement giving Lessor thirty (30) days prior written notice of any cancellation, reduction or alteration of any coverage.
All premiums and other costs associated with the above insurance coverage are the total responsibility of the Lessee.
Product will be located at: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
INSURANCE AGENT: The Lessee’s signature below is your authorization to immediately comply with the instructions and requirements set forth above including immediate submission of binder(s) and subsequent delivery of certificates to the aforementioned Lessor.
LESSEE: All Digital, Inc.
| By: | /s/ |
(Signature)
________________________________________
(Print or Type Name)
________________________________________
(Print or Type Title)
| 5 |
Technology Finance Corporation
Insurance Authorization – Forward to your Insurance Agent
This Insurance Authorization is for equipment leased from:
| LESSOR: | Technology Finance Corporation |
| ▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇▇ | |
| Scottsdale, Arizona 85254 | |
| RE: | Equipment Schedule No. 1651-002 |
Our insurance carrier/representative is:
Agent Name: __________________________________________________________
Company Name: __________________________________________________________
Address: __________________________________________________________
City, State & Zip: __________________________________________________________
Phone: __________________________________________________________
Our insurance carrier/representative is directed to accommodate the Lessor named above for the following coverage:
1. Lessor to be named as “Additional Insured”. The following statement shall appear: “Should any of the above described policies be canceled, reduced or altered, the issuing company will mail 30 days prior written notice to the named certificate holder.”
2. Evidence of Insurance in the form of binder(s) is acceptable until formal certificates can be issued. Mail or deliver binder(s) to Lessor address above.
3. Property Insurance
a. “All Risk” physical damage insurance.
b. Reference to Lease Schedule No. 1651-001 to Master Lease Agreement No. 1651 between Lessor and the undersigned Lessee and a description of the covered equipment (the “Product”) should be included.
c. Limits: The full replacement value of the Product but not less than $12,725.00
d. Endorsement naming the LESSOR AND/OR IT ASSIGNEES as Loss Payee.
e. Endorsement giving the Lessor and any assignee of the Lessor 30 days prior written notice of any cancellation, reduction, or alteration of any coverage.
4. Public Liability
a. General liability insurance.
b. Limits: Bodily injury: $1,000,000 per occurrence. Property damage: $250,000 per occurrence. Combined Single Limit: $1,000,000. Products and/or completed operations, and blanket contractual liability to be included.
c. Endorsement naming the LESSOR AND/OR ITS ASSIGNEES as Additional Insured.
d. Endorsement giving Lessor thirty (30) days prior written notice of any cancellation, reduction or alteration of any coverage.
All premiums and other costs associated with the above insurance coverage are the total responsibility of the Lessee.
Product will be located at: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
INSURANCE AGENT: The Lessee’s signature below is your authorization to immediately comply with the instructions and requirements set forth above including immediate submission of binder(s) and subsequent delivery of certificates to the aforementioned Lessor.
LESSEE: All Digital, Inc.
| By: | /s/ |
(Signature)
________________________________________
(Print or Type Name)
________________________________________
(Print or Type Title)
| 6 |
BILLING INSTRUCTIONS
Thank you for selecting Technology Finance Corporation to handle your equipment leasing needs. In order that we may better serve you, please complete the billing instructions and return this form with the equipment leasing documents being returned to:
Technology Finance Corporation
▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇▇
Scottsdale, Arizona 85254
Please provide the name of the person that should receive the invoice along with the complete mailing address (including if applicable, room number, mail stop)
Attention: ______________________________________________________
| Billing Address: | Company: All Digital, Inc. |
| Street: ____________________________ | |
| City, State, Zip:__________________________ |
A/P Contact: ________________________________________________
Telephone and Extension: __________________________________________
End User: (if involved in approving invoices): ____________________________________
Telephone and Extension: __________________________________________
Purchase Agent: (if involved in approving invoices): ______________________________
Telephone and Extension: __________________________________________
County: _______________________________
State of Incorporation: California
Federal Tax ID: _______________________________
If your purchasing department requires we reference a purchase order in order to process our invoices please attach a copy of your purchase order to this form.
Purchase Order Number: __________________
How many days are required for your Accounts Payable Group to process an invoice to ensure that we receive payment by the payment due date? ____________________
Is your company tax exempt, or does your company pay sales and use tax directly to the taxing authorities? YES __________ NO __________. If yes, please attach a copy of the tax exemption certificate or direct pay permit to this form.
| 7 |
Thank you
CERTIFICATE OF INCUMBENCY
of All Digital, Inc.
| RE: | Master Lease Agreement No. 1651 (“Master Lease”) between Technology Finance Corporation as Lessor and All Digital, Inc. as Lessee (the "Company"), and all documents related thereto. |
I hereby certify that (i) I am the [Assistant] Secretary of the Company; and (ii) the Company is a corporation organized under the laws of the state of California. I further certify that the person(s) listed below has/have the title(s) as designated below and that the signature(s) appearing below is/are the genuine signature(s) of such person(s). Such person(s) has/have the power and authority to execute any and all documents on behalf of the Company relating to any lease or financing transactions entered into pursuant to the above referenced Master Lease and to bind the Company to perform in accordance with the terms thereof. Lessor (and any assignee of Lessor’s interests in any such lease or financing transaction) is entitled to rely on this Certificate until notified otherwise by the Company in writing.
| NAME | TITLE | SIGNATURE | ||
|
[ASSISTANT] SECRETARY OF All Digital, Inc. |
||
| By: | /s/ | |
| Signature | ||
| Name | ||
| Print or type | ||
| Date | ||
| 8 |