Switzerland-Stansstad-Muhlebach 2 Lease - Vierwaldstatter Beteiligungen AG and Artificial Life Solutions AG
Lease
(Subsidized, in effect until September 30, 2001)
Lessor Vierwaldstatter Beteiligungen AG, Stans
represented by
Noetzli Immobilien-Treuhand AG
Kappehmattstrasse 5
5052 Hergiswil
Lessee: Artificial Life Solutions AG
Muhlebach 2
6362 Stansstad
Property: Muhlebach 2, 6362 Stansstad
--------------------------------------------------------------------------------
Leased Premises - 65.95 m(2) of office space (including a portion of the traffic
area, water-closet facilities, etc.) on the third floor as shown an the enclosed
ground plan
<PAGE>
1. Commencement and Term of the Lease
----------------------------------
Tenancy begins on October 1, 1999. The lease agreement is concluded for a
fixed term of two years, ending on September 30, 2001. The lease expires
without notice upon the lapse of the agreed term. As of October 1, 2001,
the lease of September 24, 1999, is effective for these same premises.
2. Rent and Other Charges
----------------------
The annual net rent amounts to:
from October 1, 1999 to June 30, 2000 Fr. 150.00/m(2) Fr. 9,892.50
less subsidy per year Fr. 50.00/m(2) Fr. 3,297.50 Fr. 6,595.00
from July 1, 2000 to June 30, 2001 Fr. 170.00/m(2) Fr. 11,211.50
less subsidy per year Fr. 70.00/m(2) Fr. 4,616.50
from July 1, 2001 to September 30, 2001 Fr. 200.00/m(2) Fr. 13,190.00
less subsidy per year Fr. 100.00/m(2) Fr. 6,595.00
Furthermore, the lessee has to make payments
on account for the following additional expenses:
- heating, hot water and
water treatment
- janitorial, cleaning, materials
- trash collection, sewage purification, operating fees.
general electric, water, elevator service,
television fees Fr. 600.00
------------
Annual gross rent Fr. 7,195.00
Monthly gross rent Fr. 599.60
============
The preceding gross rent is to be paid in advance an monthly installments.
Other claims arising from the lease agreement cannot be offset against the
lessor's claims from this lease agreement. The aforesaid rent reduction is
a program of Vierwaldstatter Beteiligungen AG for the promotion of
economic development. The purpose of this program is to lighten the
starting conditions for enterprising young businesspeople and to promote
the economy. The rent reduction is limited to 2 years. After the lapse of
2 years the conditions which are usual for the market will be in force and
will be regulated in a separate agreement having a term of 5 years and
nine months with the option right to extend the agreement an additional 5
years.
<PAGE>
Thus the subsidy amounts to
from October 1, 1999 to June 30, 2000 Fr 2,473.15
from July 1, 2000 to June 30, 2001 Fr 4,616.50
from July 1, 2001 to September 30, 2001 Fr 1,648.75
-----------
Total Fr 8,738.40
===========
3. Other Payments
--------------
Every year a derailed statement of other payments shall be made in
accordance with Provision 2. These shall be computed from the actual costs
and distributed according to an apportionment formula for hearing and
other expenses. The lessee is obligated to make all resulting additional
payments based on this statement. Excess payments shall be carried forward
to the new statement for the lessee. Each monthly contribution for other
charges shall be increased or decreased according to the result of the
annual statement balance sheet plus the profit-and-loss-account.
4. Delivery of Possession of the Leased Property
---------------------------------------------
Possession of the Leased Property shall be delivered with the assistance
of the company Noetzli Immobilien-Treuhand AG. The office space is fully
developed. Upon delivery of possession of the leased property a record of
the delivery shall be drawn up and signed by the parties to the agreement.
5. Maintenance, Repairs and Renovations
------------------------------------
The lessee is required to keep the leased premises in good and clean
condition in accordance with Article 257fOR. It is liable to indemnify
the lessor for damages which are not the result of ordinary usage or acts
of God. If work that is the responsibility of the lessor becomes
necessary, the lessee shall report it immediately to the lessor in order
to prevent increasing damage.
6. Repairs Payable by the Lessee
-----------------------------
The lessee assumes responsibility for the so-called minor maintenance of
the leased property in accordance with Article 263 OR, namely, all repairs
which individually cost no more than 0.2 percent of the annual net rent.
The following repairs shall always be paid by the lessee in accordance
with local custom:
- Reparation of door locks and keys, hinges, doorbells and windows and
the replacement of window cranks, electric switches and broken panes
of glass and all repairs to the lessee's own furnishings and
equipment.
<PAGE>
7. Inspection Right of the Lessor
------------------------------
The lessor is permitted at any time, with prior notice to the lessee, to
inspect the leased premises as necessary for the preservation of the
property right and the supervisory right. Normally this inspection shall
be made during the day. The lessor has the right of access to the furnace
and utility room in the basement, to the extent that this is necessary.
8. Liens
-----
For a lapsed annual rent and the current half-year rent and for the other
charges specified in this agreement the lessor has a lien on the movable
property which is located in the rented spaces and which furnishes and is
used in them.
9. Subleasing
----------
The lessor can withhold consent to sublease, if either
- the lessee refuses to inform the lessor of the conditions of the
sublease,
- the sublease is disadvantageous to the lessor,
- the conditions of the sublease are improper in comparison with those
of the main lease.
Once given, consent to sublease especially becomes inapplicable if the
lessee agrees to or allows a sub-sublease without the written consent of
the lessor.
10. Transfer of the Lease to a Third Party
--------------------------------------
In connection with the transfer of the lease to a third party, the
following, among other things, shall be agreed upon:
The lessor can withhold consent to the transfer on significant grounds in
accordance with Article 263 Paragraph 2 OR.
11. Return of the Leased Property
-----------------------------
Upon expiration of the lease, the premises must be returned in clean
condition. Fixtures and installations which the lessee has installed at
its own expense and which are firmly affixed to the building shall become
the property of the lessor upon expiration of this agreement.
<PAGE>
12. Additional Contractual Rights
-----------------------------
Wherever the present agreement does not specify differently, the
requirements of the OR (Articles 253 - 274) and the local regulations by
order the fire and health authorities shall additionally apply. All
insurance connected with the leased property such as theft, fire, glass,
liability and loss-of-profit, and staff insurance and insurance of
furnishings and equipment are the lessee's responsibility. The increased
premium for the lessor's building insurance which results from approved
alterations and improvements by the lessee to the leased premises shall be
borne by the lessee.
13. Court of Jurisdiction
---------------------
The Court of Stansstad has jurisdiction over all disputes developing from
this agreement. Reserved for this are Article 274b OR and the cantonal law
on arbitration authorities for rent and lease (GSMP), the cantonal and
Swiss means of legal redress and the arbitration authorities for rent and
lease in the case of Provision 5 Paragraph 3 ff.
The parties acknowledge that they have read this agreement and that each has
received a copy of it.
Hergiswil/Stansstad, September 23, 1999
The Lessor: The Lessee:
Vierwaldstatter Beteiligungen AG
represented by
Noetzli Immobilien-Treuhand AG Artificial Life Solutions AG