EX-10.19



 Exhibit 10.19 

BILLING INFORMATION 
 Lessee: Five
9, Inc. 
 Agreement to Lease Equipment No: 9383-MM001-0  

Providing timely and accurate invoices for each of your lease transactions is important to Cisco Systems Capital Corporation (CSCC). Please verify and/or
complete the information below and return this with the signed Agreement. 
  

	1.	Billing Address: Our records indicate invoices for this lease should be sent to the following address . If this is not correct, please indicate the correct information in the space provided. 


 

					
	7901 Stoneridge Drive	 	  
	 	
	Pleasanton, CA 94588	 	  
	 	

  

	2.	Billing Contact: Our records indicate the invoices should be addressed to the attention of the following contact. Please provide correct information as appropriate. ·· 


 

					
	Accounts Payable	 	  
	 	
	Contact E-Mail Address	 	  
	 	

  

	3.	Billing Contact Telephone Number: Please provide the appropriate contact telephone number if the one below is not correct. 

  

					
	(925) 201-2000	 	  
	 	

  

	4.	PO Number: Please indicate which of the following numbers will be required on your invoice. 

  

							
	  
	 	Purchase Order #	 	  
	 	(Check if required)
	  
	 	Reference #	 	  
	 	(Check if required)
	  
	 	None (Check if required	 		 	

  

	5.	Sales/Use Tax Status: Our records indicate that you have provided a tax exemption certificate for the following states. 

  

							
	State	  	Asset Type	  	Expiration	  	

 Note: Lessee will be responsible for all applicable taxes until CSCC has received a qualifying exemption certificate or
direct pay permit. 
 Lessee, please elect one of the following options related to any upfront tax: 

                     1) Pay any applicable
upfront tax on the first invoice, or 

                     2) Finance any applicable
upfront tax over the term of this Agreement 
  

	*	If Lessee elects Option 2, an amendment or correction to original Lease Agreement may be required to adjust the total amount financed. 









 CISCO Capital Cisco System Capital Corporation 

170 West Tasman Drive, Mailstop SJ-13/3 
 San Jose, CA 95134 

 


	6.	Miscellaneous Billings: Unless other arrangements have been made, all taxes (other than taxes associated with Rental Payments) and freight charges paid by CSCC to the supplier will be billed on Lessee’s
initial invoice. 

  

	7.	Equipment Location: Please indicate below the location(s) where the equipment on this schedule will be installed. 

  

									
	  

	Street Address	  	City	  	State/Zip	  	County	  	

  

									
	Street Address	  	City	  	State/Zip	  	County	  	 

  

									
	Street Address	  	City	  	State/Zip	  	County	  	 

  

	8.	         Check here, if there will be more than three installation addresses for this schedule. 


In order to ensure accurate and timet invoicing, it is necessary that we obtain all this information prior to completing 

 

			
	Prepared By /s/ David Hill
	Printed Name	 	  

	Phone Number	 	  










 CISCO Capital Cisco System Capital Corporation 

170 West Tasman Drive, Mailstop SJ-13/3 
 San Jose, CA 95134 

 


							
	Legal Name of Lessee                     D.B.A Name	  	Federal Tax ID
			
	Five9, Inc.	  		  	
				
	Address	  		  		  	County
			
	7901 Stoneridge Drive Suite 200	  		  	Alameda
				
	City	  	State	  	Zip	  	Corporation / Partnership / Proprietorship
				
	Pleasanton	  	CA	  	94588	  	A Delaware private corporation
			
	Contact Name	  	Phone Number	  	Fax Number
			
	David Hill	  	925-201-2000	  	

  

					
	Total Amount Financed	 	$2,040,244.34	  	Quantity Model     Equipment Description     Serial #
	Periodic Rent:	 		  	
	 1 to 12
	 	$73,648.68***	  	SEE ATTACHED “ANNEX A”
	 13 to 36
	 	$54,121.93***	  	
	Lease Term:	 	36 (Months)	  	
	End of Lease Option:	 	$1 buy out	  	
	Equipment Location:	 	See Attached “Annex A”	  	

 AGREEMENT TO LEASE EQUIPMENT 

1. Lease of Equipment. In accordance with the terms and conditions of this Agreement to Lease Equipment (“Lease”), Cisco Systems Capital
Corporation (“Lessor”) shall lease to Lessee, and Lessee shall lease from Lessor, the personal property, and any one-time charges for related expenses financed by Lessor (“Soft Costs”), described in Annex A hereto together with
all substitutions, replacements, repairs, parts and attachments, improvements and accessions thereto (the “Equipment”), Annex A hereto is expressly incorporated herein and made a part of this Lease. 

2. Terms of Lease. The term of this Lease shall commence on the date of execution of the Certificate of Acceptance (“Commencement Date”), and
continue for the number of months set forth above (the “Initial Term”). ·“If Lessee fails to return the Certificate of Acceptance within 5 days of acceptance of the Equipment, Lessee shall (i) be deemed to have accepted
and ratified such Certificate of Acceptance and (ii) be deemed to have authorized Lessor to complete and legally sign the Certificate of Acceptance on behalf and in the name of Lessee. Unless (a) Lessor receives written notice, at least 90
days prior the expiration of the Term, of Lessee’s intent to (i) purchase the Equipment pursuant to Section 15, or (ii) not renew the Lease, or (b) the “End of Lease Option” above specifies “$1 buy out”,
this Lease shall renew automatically in 90-day non-cancelable increments (each an “Extended Term”, .and any Extended Term, together with the initial Term, the “Term”) m, the “Term”). This Lease is non-cancelable for any
reason whatsoever, prior to the end of the Lease Term. 
 3. Rent. Lessee agrees to pay Lessor the rent set forth above (“Rent”) for the
Equipment and any son Costs beginning the first day of the calendar month immediately following the Commencement Date (unless the Commencement Date is the first day of the month, in which case the first Rent payment shall be due on such date) at the
address specified above. The Rent for any Extended Term shall be payable monthly, in advance, and shall be in an amount equal to that of the original Rent, adjusted, as applicable, for Soft Costs. 

  
  

					
	 AGREEMENT TO LEASE EQUIPMENT (EASY LEASE)
	  	1	  	CISCO CAPITAL CONFIDENTIAL
	 REVISION DATE: 1/01/2007
	  		  	









 4. Advance Change Agreement. Lessee acknowledges that complete and definitive information regarding the
Equipment may not be available at the time of execution of this Lease and any Certificate of Acceptance. Lessee hereby irrevocably authorizes Lessor, without any further action or agreement by Lessee, to (i) modify or replace Annex A or any
Certificate of Acceptance in order to supplement, correct, or replace descriptive or location information regarding the Equipment, and (ii) increase or decrease the total amount financed under this Lease, provided such increase or decrease
shall in no event exceed five percent (5%) of the amount set forth in the Lease as originally executed by the parties, as Lessor may deem appropriate, to the extent necessary to accurately document the Equipment information and/or the amount
financed under this Lease. Lessee agrees to be bound by such changes made by Lessor as though set forth herein at the time of Lessee’s execution of this Lease or the Certificate of Acceptance. 

5. Disclaimers; Warranties. Lessee represents and acknowledges that the Equipment is of a size, design, capacity and manufacture selected by it.
LESSEE LEASES THE EQUIPMENT AS IS AND, NOT BEING THE MANUFACTURER OF THE EQUIPMENT, THE MANUFACTURER’S AGENT OR THE SELLER’S AGENT, LESSOR MAKES NO WARRANTY OR REPRESENTATION WHATSOEVER, EXPRESS OR IMPLIED, AS TO THE MERCHANTABILITY,
FITNESS FOR ANY PARTICULAR PURPOSE, DESIGN OR CONDITION OF THE EQUIPMENT, OR INTELLECTUAL PROPERTY RIGHTS (INCLUDING WITHOUT LIMITATION ANY PATENT, COPYRIGHT AND TRADEMARK RIGHTS, OF ANY THIRD PARTY WITH RESPECT TO THE EQUIPMENT, WHETHER RELATING TO
INFRINGEMENT OR OTHERWISE) WITH RESPECT TO THE EQUIPMENT. LESSOR SHALL NOT BE RESPONSIBLE FOR ANY DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM POSSESSION OR USE OF THE EQUIPMENT. All transferable manufacturer and supplier
warranty rights are, to the extent such rights have been transferred to Lessor, hereby assigned without representation or warranty by Lessor to Lessee for the Lease Term, which warranties Lessee is authorized to enforce. 

6. Net Lease; Payments Unconditional. THIS LEASE IS A NET LEASE. LESSEE’S OBLIGATION TO PAY ALL· RENT AND OTHER SUMS HEREUNDER, AND THE
RIGHTS OF LESSOR IN AND TO SUCH PAYMENTS, SHALL BE ABSOLUTE AND UNCONDITIONAL, AND SHALL NOT BE SUBJECT TO ANY ABATEMENT, REDUCTION, SETOFF, OR RECOUPMENT, FOR ANY OTHER REASON WHATSOEVER. 

7. Use of Equipment. Lessee shall use the Equipment solely in the conduct of its business, in a manner and for the use contemplated by the manufacturer
thereat: So long as no Event of Default exists, neither Lessor nor its assignee shall interfere with Lessee’s right to use the Equipment under any Lease. Lessee acknowledges and represents that the Equipment shall be and remain personal
property, notwithstanding the manner by which it may be attached or affixed to realty. · 
 8. Delivery; Installation; Return; Maintenance and
Repair; Inspection. Lessee shall be solely responsible, for (a) the delivery of the Equipment to Lessee, (b) the return of Equipment to Lessor, upon expiration or termination of the Lease, in good repair, condition and working order,
ordinary wear and tear excepted, at the location(s) within the continental United States specified by Lessor, . and (c) the installation, de-installation, maintenance and repair of the Equipment. Lessee shall, at its expense, keep the Equipment
in good repair; condition and working order, ordinary wear and tear excepted. Unless Lessee is purchasing the Equipment pursuant to Section 15, Lessee shall return the Equipment to Lessor within 15 days of the termination or expiration of this
Lease. Lessee shall remain obligated to pay Rent until the Equipment is accepted by Lessor in the condition required by this section. Lessee. warrants that the Equipment, upon return to Lessor, will be acceptable to the manufacturer for maintenance.
Lessor shall be entitled to inspect the Equipment at reasonable times. 
 9. Taxes. Lessee shall pay, and hereby indemnifies and holds Lessor
harmless from all fees, assessments, taxes, and charges imposed by any governmental body or agency upon or with respect to any of the Equipment, or the possession, ownership, use or operation thereof. Lessor shall file and shall pay personal
property taxes payable with respect to the Equipment. Lessee shall pay to Lessor the amount of all such personal property taxes within 15 days of its receipt of an invoice for such taxes. 

  
  

					
	 AGREEMENT TO LEASE EQUIPMENT (EASY LEASE)
	  		  	CISCO CAPITAL CONFIDENTIAL
	 REVISION DATE: 1/01/2007
	  		  	









 10. Risk of Loss. Lessee assumes all risk of loss for Equipment upon delivery to Lessee. If the Equipment
is lost or damaged beyond repair (a “Loss Event”), Lessee shall pay to Lessor, within 30 days of a Loss Event, an amount equal to all payments due and payable with respect to such Equipment on or prior to such Loss Event, plus a sum equal
to the casualty value (“Casualty Value”) of such Equipment as of such date. The Casualty Value of the Equipment shall be 110% of the total Equipment cost set forth above, decreased from month to month thereafter by 1.69% of I the total
Equipment cost. Upon making such payment, the Rent tbr such Equipment shall cease to accrue, the Term of the Lease as to such Equipment shall terminate. 

11. Insurance. Lessee shall maintain property damage, liability insurance, insurance against loss or damage to the Equipment in an amount no less than
the Casualty Value of the Equipment, with each such insurance policy naming Lessor as loss payee or additional insured thereof. Lessee shall provide Lessor with a Certificate of Insurance upon request. 

12. Indemnity. Lessee hereby indemnities and holds harmless Lessor from and against any and all liability, damages, and costs arising from this Lease.

 13. Prohibitions Related to Lease and Equipment. Without the prior written consent of Lessor, Lessee shall not assign, lend, pledge, transfer, or
sublease the Equipment or the Lease, permit to exist any security interest, lien or encumbrance with respect to any of the Equipment; or cause or permit any of the Equipment to be moved from the location specified in Annex A. 

14. Alterations and Modifications. Any alteration or improvement to any item of Equipment shall belong to and become the property of Lessor unless, at
Lessee. risk, cost, and expense~’ it is removed prior to the return of such item of Equipment by Lessee. 
 15. End of Term Purchase. If the
“End of Lease Option” at the beginning of this Lease specifies “FMV”, then upon termination or expiration of this Lease: (a) provided no Event of Default exists, and (b) Lessee has provided 90 days prior written notice
to Lessor of its intent to purchase, Lessee shall have the option to purchase all (not part) of the Equipment at Fair Market Value without recourse or warranty. The Fair Market Value of the Equipment shall be the then retail market price determined
by the mutual agreement of Lessor and Lessee. Title to the Equipment shall automatically pass to Lessee upon payment in full of the purchase price but in no event earlier than the expiration of the Term of this Lease. If the parties are unable. to
agree on the purchase price, or the terms and conditions of the purchase, then this Lease shall remain in full force and effect, and Lessee will he invoiced, and agrees to pay Rent for the Equipment beyond the termination or expiration of the Lease
until the Fair Market Value payment has been received by Lessor. If the “End of Lease Option” at the beginning of this Lease specifies “$1 buy out”, then upon expiration of the Initial Term, provided no Event of Default exists,
Lessee shall purchase the Equipment hereunder by remitting One Dollar ($1.00) to Lessor on the last day of the Initial Term. Notwithstanding any purchase option hereunder, until all obligations of this Lease have been fulfilled, Lessor shall retain
a purchase money security interest in the Equipment and this Lease shall constitute a security agreement under the Uniform Commercial Code of the state in which the Equipment is located. 

16. Financial Statements. Lessee shall promptly furnish to Lessor such financial or other statements regarding the condition and operations of Lessee
and any guarantor of any Lease, and information regarding the Equipment, as Lessor may from time to time reasonably request. 
 17. Events of
Default. The occurrence of any of the following shall constitute an “ Event of Default” hereunder if( a) Lessee fails to pay any Rent or other amount due within ten days after it becomes due and payable; (b) Lessee fails to
maintain insurance as required herein; (¢) Lessee is in breach of Section 13, (d) bankruptcy, receivership, insolvency, reorganization, dissolution, liquidation or other similar proceedings are instituted by or against Lessee;
(c) Lessee defaults under any other Lease or agreement between the parties. 

  
  

					
	 AGREEMENT TO LEASE EQUIPMENT (EASY LEASE)
	  		  	CISCO CAPITAL CONFIDENTIAL
	 REVISION DATE: 1/01/2007
	  		  	









 18. Remedies. If an Event of Default exists, Lessor may exercise any one or more of the following
remedies, in addition to those arising under applicable law: (a) cancel any or all Leases by notice to Lessee and peacefully take possession of any or all of the Equipment; (b) recover all stuns due and accelerate and recover the present
value of the remaining payment stream of all Rent due under this Lease, together with Rent and all other amounts currently due including without limitation, any and all direct, indirect and consequential damages; (c) sell or re-lease any or all
of the Equipment, through public or private sale or lease transactions, and apply the proceeds thereof to. Lessee’s obligations hereunder, and (d) exercise any other remedy in accordance with applicable provisions of the Uniform Commercial
Code. Lessee shall remain liable for any resulting deficiency and Lessor may retain any surplus it may realize. Lessee shall pay all costs and expenses (including reasonable attorneys’ fees) incurred by Lessor in retaking possession of, and
removing, storing, repairing, refurbishing and selling or leasing such Equipment and enforcing any obligations of Lessee hereunder. 
 19. Assignment by
Lessor. Lessor may assign or transfer any or all of Lessor’s” interest in this Lease without notice to Lessee. Any assignee of Lessor shall have all of the rights, but none of the obligations (unless otherwise. provided in the
applicable assignment), of a “Lessor” under this Lease. Upon notice of such assignment or transfer, Lessee will pay all Rent and other sums due ·under this Lease to such assignee or transferee. Lessee agrees that it will not assert
against any assignee any defense, counterclaim or offset that Lessee may have against Lessor or any preceding assignee. 
 20. Entire Lease. No
waiver or amendment of, or any consent with respect to, any provision of this Lease shall bind either party unless set forth in a writing signed by both parties. TO THE EXTENT PERMITTED BY APPLICABLE LAW AND NOT OTHERWISE SPECIFICALLY GRANTED TO
LESSEE HEREUNDER, LESSEE HEREBY \VAIV.ES ANY AND ALL RIGHTS OR REMEDIES CONFERRED UPON A LESSEE UNDER THE CODE OR ANY OTHER APPLICABLE LAW OR STATUTE. 

21. Default Rate. Any nonpayment of Rent or other amount payable hereunder shall result in Lessee’s obligation to promptly pay. Lessor on such
overdue payment, for the period of time during which it is overdue (including during any grace period), interest at a rate equal to the lesser of 14% per annum, or (b) the highest rate of interest permitted by applicable law (each, the
“Default Rate”). 
 22. Governing Law. The parties expressly agree this Lease shall be governed in all respects by the laws of the state of
California. Lessee hereby consents to personal jurisdiction and venue in the courts of the State of California. 
 23. Survival. All obligations of
Lessee to make payments to Lessor under this Lease or to indemnify Lessor, and all rights of Lessor hereunder with respect to this Lease, shall survive the termination of this Lease and the return of the Equipment. 

24. Security. Lessee hereby appoints Lessor as its attorney-in-fact, coupled with an interest, to file such financing statements, amendments and any
other instruments related to this Lease without Lessee’s consent. Lessee hereby grants Lessor a security interest in Lessee’s right, title and interest, now existing and hereafter arising, in and to all Equipment and any other rights to
payment arising out of this Lease. The original of this Lease shall constitute chattel paper for purposes of the Uniform Commercial Code. If there exist multiple originals of this Lease, the one marked “Lessor’s Copy” or words of
similar import, shall be the only chattel paper. 
 25. NOTICE. Any notice, request, demand, consent, approval or other communication provided for or
permitted in relation to this Lease shall be in writing (including via facsimile) and shall be delivered to the parties at their respective addresses set forth above. 

  
  

					
	 AGREEMENT TO LEASE EQUIPMENT (EASY LEASE)
	  		  	CISCO CAPITAL CONFIDENTIAL
	 REVISION DATE: 1/01/2007
	  		  	









 LESSEE, BY THE SIGNATURE BELOW OF ITS AUTHORIZED REPRESENTATIVE, ACKNOWLEDGES THAT IT HAS READ THIS LEASE,
UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. EACH PERSON SIGNING BELOW ON BEHALF OF LESSEE REPRESENTS AND WARRANTS THAT HE OR SHE IS AUTHORIZED TO EXECUTE AND DELIVER THIS LEASE ON BEHALF OF LESSEE. 

 

			
	 LESSOR: CISCO SYSTEMS CAPITAL CORPORATION
  

Signed:                         
                
Date:                                        
 
  

Name/Title                        
                                         
                    
	  	 LESEE:
  

Signed /s/ David Hill Date:    10/27/11        

 
 Name/Title VP—Finance



  
  

					
	 AGREEMENT TO LEASE EQUIPMENT (EASY LEASE)
	  	1	  	CISCO CAPITAL CONFIDENTIAL
	 REVISION DATE: 1/01/2007