Exhibit 10.18-CE
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Lease for Office Spaces
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Lessor Erbengemeinschaft/(1)/ A. + W Xxxxxx Reference No
represented by XXXXXXX BARRIER IMMOBILIEN/(2)/ AG Guarantee 10,000.00 SFr.
Xxxxxxxxxx. 00, 0000 Xxxxxx
Xxxxxx (Xx several persons are lessees, they are jointly and severally liable
for the obligations arising from this agreement)
Artificial Life Solutions XX
Xxxxxxxxx 0
0000 Xxxxxxxxx
Property Xxxxxxxxxx 00, 0000 Xxxxxx
1. Leased Premises / Annual Rent
Property No Floor Property/Purpose of Use Area m(2) Rate Fr /m2 Annual Rent
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SFr.
01 2nd floor, left offices approximately 75 21,600.00 SFr.
SFr.
Total Annual Rent, Net 21,600.00 SFr.
Jointly used by ----------
2. Commencement and Termination of the Lease
Commencement on August 1. 1999, 12.00 p.m.
Notice requirements: six months in advance at the end of March and the end
at the earliest on of September
Notice by the lessee shall be given with registered letter. Notice by the lessor
shall be given with an official form. The notice is valid if it is received by
the other party or is awaiting collection at the post office box on the last day
before commencement of the period of notice at the latest. If the lessee wishes
to dissolve the lease without keeping to the agreed periods and dates of notice,
then he shall be liable for rent and the other obligations of the lessee until
further leasing but until a date no later than the next contractually possible
termination date. The outgoing lessee who has dissolved the lease on a date
other than an agreed termination date shall assume responsibility for the
advertisement-insertion costs and other activities connected with the
re-leasing.
3. Rent and Other Charges
The rent shall be paid in advance in monthly installments on the first day of
every month. Provided that no other arrangement has been made, the first rent
payment shall be paid upon conclusion of this agreement.
Property No Rent Payment on Account** Flat Rate for Janitorial Gross Rent
(see Annual Rent*) Heating and Stairwell Cleaning
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SFr.
01 Fr. 1,800.00 Fr 85.00 Fr 20.00 1,905.00 SFr.
SFr.
Total Gross Rent per Month 1,905.00 SFr.
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/(1)/ community of heirs
/(2)/ real estate
On the appointed day, a heat or other-charge statement will be drawn up for
heating based on prime costs with allowances made for the payment on account**
4. Reminder Fees and Collection Fees
The lessor is entitled to charge the lessee for expenses in connection with late
rent payments.
5. Additional Requirements or References to the Appendix of the Lease
- The appendix to the lease of July 14, 1999, forms an integral part of this
agreement.
- General conditions of the lease for office spaces
The "general conditions of the lease for office spaces" form an integral part of
this agreement. The parties acknowledge with their signatures that they have
received a copy and that they give their consent to the contents.
This lease is drawn up in duplicate and contains all agreements made. Any change
or addition to the same must be made in writing in order to be valid. The lease
takes effect when both parties to the agreement have signed.
Zurich, July 14, 1999/ir
The Lessor The Lessee(s)
[signature] [signature]
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XXXXXXX BARRIER IMMOBILIEN AG Artificial Life Solutions AG
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5. Sublease/Transfer of the Rent to a Third Parry
Sublease or transfer of the lease shall be permitted only with the prior written
consent of the lessor. The lessee shall give the lessor all details about each
intended sublessee or third party which are necessary for the consideration of
the request and shall especially announce to the lessor all conditions of the
sublease or transfer. Once given, the lessor's consent shall no longer apply if
the lessee has not completely or correctly informed the lessor.
Sublease
The lessor can withhold consent to sublease, if
- 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 shall no longer apply especially if the lessee
agrees to or allows a sub-sublease without the written consent of the lessor.
Regarding misuse of the sublease, the following, among other things, shall be
agreed upon:
A rent demanded of the sublessee shall be considered misuse if it increases the
rent of the main lease by the amortization of the investments which the lessee
demonstrably transacted in the leased property for the duration of the lease
term and exceeds a commensurate payment of interest on such investments.
Transfer of the Lease to a Third Parry
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Regarding the transfer of the lease to a third party, the following, among other
things, shall be agreed upon:
The lessor can withhold consent to transfer on significant grounds in the sense
of Article 263 Paragraph 2 OR/(3)/. Namely, significant grounds are present if
the lessee intends to make a profit through the transfer of his rights from the
lease to a third party or if the lessee actually makes a profit. Any payment,
whether it is a one-time or periodic payment, which a lessee makes receivable or
stipulates shall be considered a profit in this sense if because of it more than
the demonstrably transacted investments in the leased property are amortized for
the term of the agreed lease and yields commensurate interest.
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/(3)/ Obligationsrecht = obligation law
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6. Improvements by the Lessee
The rent does not include any of the lessee-specific improvements (installations
of telephone, fax and other means of communication, alterations, additions and
refurbishments). All renovations and/or installations are payable by the lessee.
The lessee shall bear the cost of refurbishments during the term of the lease.
Any alteration of the premises requires the prior approval of the lessee. The
lessee itself is responsible for the necessary building petitions and shall pay
the costs of them. Partitions, fixtures and installations which the lessee has
constructed at its own expense must be removed upon the lessor's request after
the termination of the lease. The installations can be left in place if the
succeeding lessee agrees to accept them. In any case, the lessor's approval is
required
7. Guarantee for the Lease
For the guarantee of the lessee's contractual obligations, it shall pay the
lessor, upon the signing of this agreement, a rent deposit in the amount of Fr.
10,000.00, which shall be paid into an account with the CREDIT SUISSE,
Zurich-Enge.
Zurich, July 14, 1999/ir
The Lessor: The Lessee:
[signature] [signature]
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Erbengemeinschaft A. + X. Xxxxxx, Zurich Artificial Life Solutions AG
represented by:
XXXXXXX BARRIER IMMOBILIEN AG
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Appendix No. 1 to the Lease Agreement of July 14, 1999
SPECIAL ARRANGEMENTS FOR THE LEASE
The appendix is effective as an integral part of the lease agreement of July 14,
1999, between Erbengemeinschaft A. + X. Xxxxxx, Zurich, represented by XXXXXXX
BARRIER IMMOBILIEN AG, Xxxxxxxxxxxxxx 00, 0000 Xxxxxx, and Artificial Life
Solutions XX, Xxxxxxxxx 0, 0000 Xxxxxxxxx, for the office spaces (approximately
75 m(2)) on the second floor of "Xxxxxxxxxx 00," 0000 Xxxxxx.
1. Applicability / Changes In the Lease
In case of doubt, the requirements of this supplementary agreement take
precedence over the printed text of the lease form. The requirements of the
obligations law have subsidiary applicability. Changes and additions to the
present lease/appendix must be made in writing and must be designated in an
addendum as an integral part of the main lease.
All agreements and promises which are not made in the required written form are
not valid.
2. Rent Adjustments
The lessee notes that the agreed rent is based on the cost level of the
following factors:
a) Mortgage-loan interest rate 3.75% (reserves ---- %)
b) The offset for the purchasing-power protection of the
risk-bearing capital was effected until June 30, 1999
(144.8 points) (reserves ---- %)
c) Offset for the general increases in cost until
June 30, 1999 (reserves ---- %)
3. Cleaning of the Lease Premises
The lessee is solely responsible for the cleaning of the leased premises.
4. Company Signs
Company signs are payable by the lessee. Size, kind and location of the signs
require prior approval by the lessor.
