Exhibit 10.20

   MATERIAL TERMS AND CONDITIONS OF VERBAL OFFICE LEASE FOR EXECUTIVE OFFICES
                             IN IRVINE, CALIFORNIA

Introduction:

     From May 1, 2009, until March 31, 2010,  Ciralight Global, Inc. ("Company")
subleased  certain  office  space  and  contracted  for  certain  administrative
overhead  support  from  iCapital  Finance,  Inc. a company  owned in by Randall
Letcavage,  who was on May 1, 2009,  the  President of the  Company.  The verbal
lease has the following terms and conditions:

     1. Office Location: 2603 Main Street, Suite 1150, Irvine, Texas 92614.

     2. Monthly Rent; Term: $3,000 per month; month to month term; commenced May
1, 2009.

     3. Office Space and Services  Provided by Landlord:  This monthly rental is
to share a portion of the rent,  the  utilities and the time of two staff people
that assist to handle  Company  business.  This  includes  answering all Company
telephones,   processing   telephone  and  internet  leads,   coordinating   and
communicating with the distributors and general administrative activities.  This
was deemed the most cost  efficient  and time  saving  approach  as it saved the
Company  from the  expense  of  setting  up its own  offices,  which  would have
required searching for and negotiating a lease, purchasing furniture, equipment,
phones and hiring our own office.  The rental arrangement is on a month to month
basis and the  Company is free to  negotiate  with other  properties  should our
management  deem  it in the  Company's  best  interest  to  change  the  current
arrangement.