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Full title: Objection to Claim Number by Claimant TIAA Commercial Finance DBA Rabbit Office Automation (Claim no. 98) Filed by Debtor Wave Computing, Inc.. (Attachments: # 1 Declaration of Julie Rome-Banks In Support Thereof # 2 Declaration of Deanna Hurd In Support Thereof) (Harris, Robert) (Entered: 08/18/2021)

Document posted on Aug 17, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

19 WAVE COMPUTING, INC., MIPS TECH INC. and CAUSTIC GRAPHICS, INC., 20 the Reorganized Debtors and Debtors-in-Possession (together the “Debtors” and each a21 “Debtor”) hereby object to the Proof of Claim that has been filed by claimant TIAA 22 COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION described below and 23 request that said claim be disallowed in its entirety: 24 25 1 The Debtors in these chapter 11 cases, along with the last four digits of eacDebtor’s federal tax identification number, as applicable, are: Wave Computing, Inc. (426426 MIPS Tech, Inc. (8247), Hellosoft, Inc. (8640), Wave Computing (UK) Limited (NoneImagination Technologies, Inc. (6967), Caustic Graphics, Inc. (7272), and MIPS Tech, LL27 (2161). TIAA COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION: 7 Debtor Wave Computing, Inc. (“Wave”) objects to Claim #98 filed by TIAA 8 COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION (“TIAA”), which proof of9 claim was filed with Donlin Recano on August 31, 2020 in the case of Wave Computing, 10 Inc., in the amount of $48,179.89 as a general unsecured, non-priority claim (the “Claim”11 or the “TIAA Claim”).Wave is unable to verify that the calculation of the 25 “Receivable Balance Remaining” asserted by TIAA is accurate due to (i) a lack of 26 supporting documents, (ii) a lack of additional supporting calculation information and (iii) 27 a lack of information as to TIAA’s disposition of the leased copiers including any credit 28 1 applied to Wave’s account due to the resale or re-lease of the copiers after the Lease 2 was rejected.Due to a lack of supporting documents and a lack of explanation for 11 the Balance Calculation Worksheet, it is unknown whether TIAA has included late 12 charges, interest or other fees that TIAA may not be entitled to under the terms of the 13 Copy Services Agreement. A true and correct copy of Claim #98 of TIAA is attached as Exhibit 2 “A” to the Declaration of Julie H. Rome-Banks filed concurrently herewith (the “Rome-3 Banks Declaration”) and is incorporated herein by reference.

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Document Contents

1 BINDER & MALTER, LLP Michael W. Malter (SBN 96533) 2 Robert G. Harris (SBN 124678) Julie H. Rome-Banks (SBN 142364) 3 2775 Park Avenue, Santa Clara CA 95050 4 Telephone: 408.295.1700 Facsimile: 408.295.1531 5 Email: michael@bindermalter.com Email: rob@bindermalter.com 6 Email: julie@bindemalter.com 7 Attorneys for the Reorganized Debtors 8 UNITED STATES BANKRUPTCY COURT 9 NORTHERN DISTRICT OF CALIFORNIA 10 SAN JOSE DIVISION 11 In re: Case No. 20-50682 (MEH) 12 WAVE COMPUTING, INC., et al., Chapter 11 (Jointly Administered) 13 Debtors.1 14 NO HEARING UNLESS REQUESTED 15 16 OBJECTIONS TO CLAIM OF TIAA COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION 17 18 TO AFFECTED CLAIMANT: TIAA COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION (CLAIM #98) 19 WAVE COMPUTING, INC., MIPS TECH INC. and CAUSTIC GRAPHICS, INC., 20 the Reorganized Debtors and Debtors-in-Possession (together the “Debtors” and each a21 “Debtor”) hereby object to the Proof of Claim that has been filed by claimant TIAA 22 COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION described below and 23 request that said claim be disallowed in its entirety: 24 25 1 The Debtors in these chapter 11 cases, along with the last four digits of eacDebtor’s federal tax identification number, as applicable, are: Wave Computing, Inc. (426426 MIPS Tech, Inc. (8247), Hellosoft, Inc. (8640), Wave Computing (UK) Limited (NoneImagination Technologies, Inc. (6967), Caustic Graphics, Inc. (7272), and MIPS Tech, LL27 (2161). The Debtors’ mailing address is 3201 Scott Blvd, Santa Clara, CA 95054. 28

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1 1. The Debtors each filed a voluntary petition under chapter 11 on April 27, 2 2020 (“Petition Date”). The cases were ordered jointly administered by order entered on3 May 1, 2020 (docket #50) with Wave Computing, Inc. as the lead case. Donlin Recano 4 was appointed as the claims, noticing and solicitation agent on behalf of the Debtors by 5 order entered on May 1, 2020 (docket #54). 6 2. TIAA COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION: 7 Debtor Wave Computing, Inc. (“Wave”) objects to Claim #98 filed by TIAA 8 COMMERCIAL FINANCE DBA RABBIT OFFICE AUTOMATION (“TIAA”), which proof of9 claim was filed with Donlin Recano on August 31, 2020 in the case of Wave Computing, 10 Inc., in the amount of $48,179.89 as a general unsecured, non-priority claim (the “Claim”11 or the “TIAA Claim”). Wave objects to the TIAA Claim for the following reasons: 12 A. Wave scheduled the following pre-petition unsecured non-priority 13 claims that it believed were owed to Rabbit Office Automation (“Rabbit”) in its bankruptcy14 schedule E/F filed on June 3, 2020 (docket #166): 15 Creditor Basis for Claim Amount Scheduled 16 Rabbit Office Automation (CA) Accounts Payable $511.28 904 Weddell Ct 17 Sunnyvale, CA 94089 18 Rabbit Office Automation (CO) Accounts Payable $13,310.83 P.O. Box 911608 19 Denver, CO 80291-1608 20 21 B. The Debtor also identified an “IT/IS Services Contract” in its 22 Schedule G with Rabbit Office Automation (CA) at the same Sunnyvale address noted 23 above, which contract is also included in the bankruptcy schedules of Wave at Docket 24 #166. 25 C. The TIAA Claim is identified as based on an equipment lease in the 26 amount of $48,179.89. TIAA used a single address on the Claim of 10 Waterview Blvd, 27 Parsippany, NJ 07054. 28 ///

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1 D. TIAA attached two documents to the Claim in support thereof. The 2 first document attached is entitled “Balance Calculation Worksheet” which identifies 3 Agreement No. 20376038 with Wave. The second document attached is a “Copy 4 Services Agreement” between Wave and Rabbit Office Automation identified as 5 Agreement No. 20376038. 6 E. On the “Balance Calculation Worksheet” (page 4 of the TIAA Claim),7 TIAA identifies a “Receivable Balance Remaining” of $44,100.60 and “Pre-Petition Sales8 Tax” of $4,079.29 for a total Claim of $48,179.89. However, there are no unpaid invoices9 or statements attached to the Claim. In addition, the Claim fails to include any 10 explanation as to how TIAA calculated the “Receivable Balance Remaining”. It is 11 uncertain when the Lease commenced based on the limited documents attached in 12 support of the Claim and Wave is therefore unable to verify that the calculation of the 13 Claim is accurate. Wave therefore objects to the Claim on the grounds of the failure to 14 include an explanation of how the Receivable Balance Remaining was calculated by 15 TIAA, how the Pre-Petition Sales Tax was calculated by TIAA and failure to attach 16 supporting documents such as invoices or other documents. 17 F. The “Copy Services Agreement” (pages 5 and 6 of the TIAA Claim) 18 reflect an agreement to lease three (3) Ricoh copy machines between Rabbit and Wave 19 (the “Lease”). It is uncertain when the Lease commenced with Rabbit based on the 20 limited documents attached in support of the Claim, although the term of the Lease was 21 to be 39 months in length. The Lease was rejected pursuant to the confirmed Sixth 22 Amended Joint Chapter 11 Plan of Reorganization (docket #1129) in these cases. The 23 rejection of the Lease became effective on the Effective Date of the Plan, which was 24 February 26, 2021 (docket #1227). Wave is unable to verify that the calculation of the 25 “Receivable Balance Remaining” asserted by TIAA is accurate due to (i) a lack of 26 supporting documents, (ii) a lack of additional supporting calculation information and (iii) 27 a lack of information as to TIAA’s disposition of the leased copiers including any credit 28

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1 applied to Wave’s account due to the resale or re-lease of the copiers after the Lease 2 was rejected. Wave therefore additionally objects to the Claim on such basis. 3 G. The Claim also includes an amount of $4,079.29 for “Pre-Petition 4 Sales Tax” identified on page 4. However, there is no explanation as to how the sales 5 tax is calculated or why Wave would be obligated to pay sales tax for rejected copy 6 machines that were returned to. There are no documents or information attached to the 7 Claim to support any right of reimbursement for sales taxes that TIAA may allege that it 8 previously paid on behalf of Wave. Wave therefore additionally objects to the Claim on 9 such basis. 10 H. Due to a lack of supporting documents and a lack of explanation for 11 the Balance Calculation Worksheet, it is unknown whether TIAA has included late 12 charges, interest or other fees that TIAA may not be entitled to under the terms of the 13 Copy Services Agreement. Wave therefore additionally objects to the Claim on such 14 basis. 15 I. There is no evidence supporting TIAA’s right to assert a claim based16 upon a rejected Copy Services Agreement that was executed between Wave and Rabbit17 Wave never scheduled a claim on behalf of TIAA and there is no information or 18 documents attached to the Claim to support TIAA’s right to make the Claim. In addition, 19 due to the fact that TIAA listed an address in Parsippany, New Jersey, it is unclear to 20 Wave under what circumstances TIAA may have acquired an interest in or succeeded to21 the interest of Rabbit under the Lease. Wave therefore additionally objects due to 22 TIAA’s lack of standing to assert the Claim. 23 J. Prior to filing this Objection, counsel for the Reorganized Debtor 24 attempted to contact TIAA at the email address listed on the TIAA Claim to request 25 additional documents to support the Claim. However, no response has ever been 26 received from TIAA or anyone acting on behalf of TIAA. 27 /// 28 ///

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1 K. A true and correct copy of Claim #98 of TIAA is attached as Exhibit 2 “A” to the Declaration of Julie H. Rome-Banks filed concurrently herewith (the “Rome-3 Banks Declaration”) and is incorporated herein by reference. 4 L. Based upon the foregoing, Claims #98 of TIAA should be disallowed5 in its entirety. 6 3. The failure of TIAA as noted in several of the above paragraphs to attach 7 sufficient supporting documents to its Claim has the legal effect of rendering the Claim 8 lacking in prima facie validity pursuant to Fed.R.Bank. Proc. 3001(f). TIAA as a creditor 9 bears the ultimate burden of proving its Claim. See generally, In re Consolidated Pionee10 Mortgage, (9th Cir. BAP 1995) 178 B.R. 222, aff’d 91 F.3d 151 (9th Cir. 1996). 11 4. The Debtors reserve the right to amend these objections to state additional12 substantive grounds for objecting to the Claim described herein, should a response to 13 these Objections be filed. 14 WHEREFORE, the Debtors pray as follows: 15 A. That Claim number 98 of TIAA filed in the amount of $48,179.89 be 16 disallowed in its entirety; 17 B. For such other and further relief as the Court deems just and proper18 Dated: August 16, 2021 BINDER & MALTER, LLP 19 20 By: /s/ Julie H. Rome-Banks Julie H. Rome-Banks 21 Attorneys for Reorganized Debtors 22 23 24 25 26 27 28

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