<PAGE>
EXHIBIT 10.42
FFSI
FORD FINANCIAL SERVICES, INC.
LEASE SCHEDULE NO. 004
to
MASTER LEASE AGREEMENT No.: B01060898SD
(including all supplements and addenda the "Lease")
dated
the 13th day of August, 1998
between
FORD FINANCIAL SERVICES, INC. ("Lessor")
and
INTERACTIVE TELESIS, INC. ("LESSEE")
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TERMS AND CONDITIONS
1. LEASE. All terms used herein shall have the same meaning as set
forth in the Lease. The items of Equipment described on Exhibit "A", attached
hereto and incorporated herein by this reference, are hereby Leased on the
terms specified herein and in the Lease which by this reference are
incorporated in this Schedule.
2. TERM AND COMMENCEMENT DATE. The term of this Lease is for
THIRTY-SIX (36) MONTHS, is nonterminable and shall commence on the date
Lessee signs the Delivery and Acceptance Certificate relating to the
Equipment ("Acceptance Date").
3. RENT. Lessee shall pay Rent to Lessor for the Equipment as
follows:
$8,728.18 per month for 36 months. The Rent shall be based upon a
Base Payment of $8,100.40 and a Use Tax Payment of $627.78 for a Total Rental
Payment of $8,728.18.
The payment of "Per Diem Rent" (calculated as one-thirtieth (1/30) of the
monthly Rent amount) hereunder shall begin on the Acceptance Date and shall
continue until the "Rent Commencement Date," which shall be a date chosen by
the Lessor that is within thirty (30) days following the Acceptance Date. The
first and last payment(s) of Rent shall be due and payable on the Rent
Commencement Date. All subsequent Rent payments shall be due and payable on
the same day of each succeeding calendar month thereafter until all
obligations of Lessee under the Lease have been paid in full.
Rental payments shall be paid to:
FORD FINANCIAL SERVICES, INC.
101 LEUCADIA BOULEVARD, SUITE 104
ENCINITAS, CALIFORNIA 92024
ATTN: LEASE DEPARTMENT
or such other addresses that may be designated by written notice given in the
manner prescribed in the Lease.
4. LOCATION OF EQUIPMENT:
INTERACTIVE TELESIS, INC.
12636 HIGH BLUFF DRIVE, 2ND FLOOR
SAN DIEGO, CA 92130
5. ADVANCE RENTAL. Upon the execution of this Schedule, Lessee shall
pay to Lessor as Advance Rental(s) and Deposit(s) in an amount equal to
$17,456.36. Upon Acceptance by Lessor of this Schedule, the Advance Rental(s)
and Deposit(s) shall become non-refundable. Upon execution of the Delivery
and Acceptance Certificate the Advance Rental(s) and Deposit(s) shall be
applied to the First and Last month's Rent and any Deposit(s) required and
any Per Diem Rent due under this Schedule. After Acceptance of this Schedule
by Lessor, if Lessee does not consummate this transaction, including, but not
limited to, Lessee's rejection or refusal to Accept any item of Equipment
pursuant to this Schedule, Lessor may retain the Advance Rental(s) and
Deposit(s) as liquidated damages.
6. STIPULATED LOSS VALUE. If this Schedule contains a Stipulated Loss
Value of the Equipment, the Stipulated Loss Value of each item of Equipment
as of each rental payment date in respect thereto shall be that percentage of
Purchase Price of such item of Equipment as set forth in the Stipulated Loss
Value Rider (Exhibit * *) opposite the number of rental payments in respect
of such item of Equipment which would have become due and including such
date. The Purchase Price of the Equipment (including any applicable sales or
use taxes and charges for transportation, assembly and/or installation) is
$249,243.00.
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7. COUNTERPARTS. Three (3) counterparts of this Schedule have been
executed by the parties hereto. One counterpart has been designated
"Lessor's Copy." One counterpart has been designated "Lessee's Copy." One
counterpart has been designated "File Copy." Only the counterpart marked
"Lessor's Copy" along with the original or a photocopy of the Lease evidence
Lessee's monetary obligations hereunder and therefore constitutes chattel
paper under the Uniform Commercial Code. Notwithstanding the foregoing, if
Lessor's Copy of this Lease shall become lost, mutilated or destroyed, Lessor
may prove this Lease by photocopies hereof, or by Lessee's Copy.
8. END OF TERM PROVISION. The Lessor, at its option, may grant to
Lessee the option to purchase all of the equipment set forth in said Lease
Schedule upon the termination of the initial Lease Schedule Term, provided,
however, that the Lessee has performed all conditions of said Lease and that
an "Event of Default" has not occurred. Not withstanding the foregoing, the
Lessor shall have the option to require the Lessee to purchase the equipment
upon the full expiration of the Lease Schedule Term for its then Fair Market
Value ("FMV"). Lessee hereby agrees that the Fair Market Value shall be based
upon an appraisal provided by an appraiser of the Lessors selection. Should
Lessor so require, Lessee hereby guarantees a minimum payment of $24,924.30
plus applicable taxes.
LESSOR: LESSEE:
FORD FINANCIAL SERVICES, INC. INTERACTIVE TELESIS, INC.
BY: [Illegible] By: /s/ Donald E. Cameron
------------------------- -----------------------
DONALD E. CAMERON
Title: President Title: CEO
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Date: 16 Aug , 2000 Date: 8-16-00 , 2000
---------------------- ---------------------
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<PAGE>
FFSI
FORD FINANCIAL SERVICES, INC.
EXHIBIT "A"
===========
Page 1 of 1
Attached to and forming a part of the following documents: LEASE
SCHEDULE No.: 004 under that certain MASTER LEASE AGREEMENT No.: B01060898SD
dated August 13, 1998, Certificate of Acceptance and UCC-1 Financing
Statement to the referenced Lease Schedule, and any addenda thereto by and
between FORD FINANCIAL SERVICES, INC., as Lessor, and INTERACTIVE TELESIS,
INC., as Lessee.
The Lease Schedule referenced above is incorporated herein by this
reference. All terms used herein which are defined in the Lease shall have
the same meaning herein.
Lessee is hereby instructed to contact the Supplier referenced below
for a description of any rights Lessee may have under the Supply Contract
covering the Equipment.
<TABLE>
<S> <C> <C> <C>
SUPPLER: MC INFO
WS-C6509-1300AC Catalyst 6509 CHAS w/1300W AC P/S 2
WS-X6K-SUPIA-MSFC Cat. 6000 Sup. Eng. 1-A 2
WS-X6248.RJ-4 Cat. 6000 48 Port 10/100 RJ-45 Module 4
WS-X6324-100F 24 Port 100FX Module 2
WS-O5484 GBIC-SX Gigabit Interface 3
WS-CAC-1300W Cat. 6000 A/C Power Supply 2
CON-SNT-PKG17 Cisco Smartnet 8x5xNBD 1
PIX-515-R-BUN PIX Software Bundle 1
PIX-515-FO-BUN PIX 515 Firewall Fail-Over Bun 1
PIX-VPN-3DES PIX 3DES VPN S/W License 1
CON-SNT-PKG10 Cisco Smartnet Maintenance 1
CON-SNT-PKG7 Cisco Smartnet Maintenance 1
CISCO1720 Cisco 1720 VPN Router 1
CD17-C-12.0.5 1700 IP Feature Pack 1
WIC-1B-U 1 port BRI w/NT-1 WAN Int Card 1
CON-SNT-PKG2 Cisco Smartnet Maintenance 1
Cisco2621 Cisco Dual 10/100 Router 1
CD26-C-12.0.7 IP Feature Pack 1
NM-4B-U 4 Port BRI (U) w/NT-1 Module 1
CON-SNT-PKG5 Cisco Smartnet Maintenance 1
</TABLE>
EQUIPMENT LOCATION:
12636 High Bluff Drive, 2nd Floor
San Diego, CA 92130
LESSEE (Initial)
--------
LESSOR (Initial)
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<PAGE>
[MC INFO LETTERHEAD]
INVOICE #: 00007812
BILL TO: SHIP TO:
Ford Financial Service Interactive Telesis, Inc.
101 Leucadia Blvd 12636 High Bluff Drive, 2nd Floor
Suite 100 San Diego, CA 92130
Encinitas, CA 92024
<TABLE>
<CAPTION>
SALESPERSON YOUR SHIP VIA COL PPD SHIP DATE TERMS DATE PG.
ORDER NO.
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Jorge Beaumont UPS Ground Net 20 8/14/00 1
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QTY. ITEM NO. DESCRIPTION PRICE UNIT DISC % EXTENDED PRICE TX
----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
4 WS-C6509-1300 Cat. 6509 CHAS w/1300W AC P/S $8,394.00 $33,576.00
4 WS-X6K-SUPIA Cat. 6000 Sup. Eng. 1-A $17,997.00 $71,988.00
8 WS-X6248.RJ-4 48 Port 10/100 Module $7,797.00 $62,376.00
4 WS-X6324-100F 24 Port 100FX Module $8,997.00 $35,988.00
16 WS-O5484 GBIC-SX Gigabit Interface $300.00 $4,800.00
4 WS-CAC-1300W Cat. 6000 A/C Power Supply $2,397.00 $9,588.00
2 CON-SNT-PKG1 Cisco Smartnet 8x5xNBD $6,000.00 $12,000.00
2 PIX-515-R-BUN PIX Software Bundle $3,000.00 $6,000.00
2 PIX-515-FO-BU PIX 515 Firewall Fail-Over Bun $1,800.00 $3,600.00
2 PIX-VPN-3DES PIX 3DES VPN S/W License $600.00 $1,200.00
2 CON-SNT-PKG1 Cisco Smartnet Maintenance $1,100.00 $2,200.00
2 CON-SNT-PKG7 Cisco Smartnet Maintenance $550.00 $1,100.00
1 CISCO1720 Cisco 1720 VPN Router $717.00 $717.00
1 CD17-C-12.0.5 1700 IP Feature Pack $9.00 $9.00
2 WIC-1B-U 1 port BRI w/NT-1 WAN Int Card $420.00 $840.00
1 CON-SNT-PKG2 Cisco Smartnet Maintenance $135.00 $135.00
1 Cisco2621 Cisco Dual 10/100 Router $1,857.00 $1,857.00
1 CD26-C-12.0.7 IP Feature Pack $9.00 $9.00
1 NM-4B-U 4 Port BRI (U) w/NT-1 Module $900.00 $900.00
1 CON-SNT-PKG5 Cisco Smartnet Maintenance $360.00 $360.00
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1 1/2% WILL BE CHARGED MONTHLY ON ALL OVER DUE BALANCES SALE AMOUNT $249,243.00
ALL RETURNS SUBJECT TO 20% RESTOCK FEE FREIGHT $0.00
MAKE ALL CHECKS PAYABLE TO: MC INFO SALES TAX $0.00
TOTAL AMOUNT $249,243.00
PAID TODAY $0.00
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BALANCE DUE $249,243.00
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I/WE, AS THE LESSEE, DO HEREBY RECOGNIZE AND ACCEPT THIS DOCUMENT TO BE A TRUE AND CORRECT COPY OF THE "ORIGINAL
INVOICE(S)". THE EQUIPMENT DESCRIPTION(S), SERIAL NUMBERS(S), AND DOLLAR AMOUNT(S) IS/ARE CORRECT AND I/WE DO
HEREBY ACCEPT THE TOTAL DOLLAR AMOUNT(S) OF THE INVOICE(S) AS THE CORRECT AMOUNT TO BE FINANCED UNDER THE LEASE
AND ANY APPLICABLE SCHEDULE(S).
/s/ Donald E. Cameron CEO
-------------------------------------------- ------------------------------- DATE: 8-16-00 ,2000
DONALD E. CAMERON TITLE
</TABLE>
