EXHIBIT 10.5
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Rental Agreement
Between:
Verisity Design, EURL For Verisity Design, EURL
BC Xx Xxxxxx Xxxxx
00000 Xxxxx La Defense
FRANCE
Represented by Xx. Xxxxxxx Xxxxxx
--referenced hereafter as THE CUSTOMER--
and
IOM Business Center GmbH
Xxxxxx-Xxxxxx-Xxxx 0
00000 Xxxxxxx
Xxxxxxx
--referenced hereafter as IOM--
1. The company IOM agrees to rent office space for a fully serviced office to
the CUSTOMER.
1.1 Office description/Humboldtstr. 12
One office, fully furnished; total size = 17.5 m2 DM 1,400.00
2 ISDN Telephones and 2 further lines included
(1) parking DM 140.00
Prices on monthly base + VAT
1.2 The office space may only be used for office type work. Without the written
permission of IOM the office space may not be used for the following
purposes:
1.3 Office Usage
Usage for the following purposes is not allowed:
. The manufacturing and/or storage of dangerous goods (i.e. gasoline)
. the storage of materials or objects which could damage the office space
and/or persons in the office space
. Private parties, advertising campaigns, and large receptions
. Renting or leasing to a third party
. Bringing in animals
. Electrical installations in the office, as coffee-machine and others.
In addition:
. Structural network changes or any other changes are only allowed with
the written permission of IOM
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. The CUSTOMER allows access to the office space if required by IOM
employees
. The CUSTOMER has the permission to use the rented office space as
described in paragraph 1.1, no other office space is covered by this
contract.
1.4 IOM is not responsible for any stored business contracts, papers, equipment
or other materials.
2. Competition
The CUSTOMER may not operate a business in the rented office which is in
direct competition with IOM
3. Opening Hour
The switchboard opening hours are on Monday -- Thursday from 09:00 through
to 17:00, and on Friday from 09:00 through to 15:00. English speaking staff
is available. Incoming calls are answered in English. On German public
holidays, the switchboard is closed. The CUSTOMER can use the rented office
at any time.
4. Cleaning of Office
IOM assumes responsibility for the general cleaning of the office. Paper
bins will be emptied from Monday to Thursday.
5. Office + Telephone Service
As described in point 1.1, all incoming calls will be answered and all
messages appropriately conveyed to the CUSTOMER.
IOM assumes responsibility for the following:
--fully serviced office
--occupied switchboard
--answering of incoming calls and conveyance of information.
Secretarial work such as, typing, translation, conveyance of information in
absence of the CUSTOMER, the sending of faxes and similar work, will be
charged at a rate of DM 60 + VAT per hour. The charging rate is calculated
on every started ? minute period.
For packages, the costs of the courier service will be invoiced. VAT is
charged on all prices.
6. Rental Payments
The rent is payable on the 3/rd/ day of each month.
In addition this contract can be immediately terminated by IOM if the
CUSTOMER can no longer pay the agreed rent. The CUSTOMER's deposit can be
used by IOM to pay any outstanding debts and unpaid invoices the CUSTOMER
may have with IOM.
The rent is to be paid in the full sum and without any deductions of
banking fees.
7. Furnishing and Fittings
Upon moving out, the CUSTOMER must pay for any necessary renovation.
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8. Fax Costs
Incoming faxes at reception are free of charge, for outgoing faxes the
CUSTOMER will be charged DM 0,80 per unit.
Telephone Units
DM 0,15 per Unit + VAT
9. Secretarial Service
All provided services can be used during normal office hours. Photocopying
can also be performed outside of the normal office hours by the CUSTOMER
Stamps -- 10% Overhead
10. Duration of Contract
This contract starts at 1/st/ October 1999 for a period of 6 months. The
contract will be automatically renewed for a period of 6 months, if the
contract is not cancelled 3 months prior to expiration. Termination of
contract must be in written form and by a registered letter.
11. Escape Clause.
If IOM cannot provide additional office space to the Customer when needed,
then the Customer is free from rental payments and any subsequent
renovation costs.
IOM is entitled to terminate this agreement with the CUSTOMER if an
exceptional reason arises. For instance a breach of contract as described
in point 1.3, or when the rental contract for IOM is terminated. The
contract can be immediately terminated when the CUSTOMER is more than 3
weeks in arrears with the settlement of invoices.
12. Business relationship/Liability
IOM will not act on the CUSTOMER's behalf as an agent or deputy or
representative of the CUSTOMER's company.
The CUSTOMER's company frees the IOM from claims of a 3/rd/ party.
13. Payments of Services
IOM will present the invoice to the CUSTOMER at the beginning of the month
for the rent of the office, and at the end of the month for all other costs
and services.
14. Extra Costs
All extra costs such as, bills paid by IOM on behalf of the CUSTOMER,
courier services, parcel delivery, etc. will be invoiced to the CUSTOMER.
These costs are not included in the rental and secretarial costs.
15. Deposit
A deposit of 3 months net amount is to be paid by the CUSTOMER to IOM. The
deposit serves as an insurance for IOM for this contract and in case of
extraordinary circumstances. The deposit, if not used by IOM to cover this
contract, will be paid back to the CUSTOMER without interest on closure of
this contract.
The deposit shall be paid onto the following bank account from IOM:
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Bank: Deutsche Bank
Bank number: 700 700 10
Account number: 53 82 700
16. Authority/Approvals
The CUSTOMER agrees to carry the cost of all necessary legal prerequisites
required by the CUSTOMER to operate from within the rented office. In
addition the CUSTOMER agrees to abide by all the required regulations which
allow the CUSTOMER to operate.
17. Insurance
The CUSTOMER agrees to pay for a suitable insurance for his own equipment.
18. Conveyance of Information
Incoming post will be accepted by IOM on behalf of the CUSTOMER and will be
either stored in the CUSTOMER's in-tray, opened and processed, or handed on
by the post or fax as agreed upon. Registered letters will be accepted on
behalf of the CUSTOMER so long a valid postal proxy exists. IOM cannot be
held responsible for any lost post.
19. Cost of Services
The following costs for services can be calculated as follows:
Photocopying - per copy DM 0.30;
Faxes -- per outgoing fax DM 0.80 per unit (at the reception)
Secretarial work -- DM 60/hour.
20. Key to Office
The CUSTOMER receives one set of keys for each permanent employee of the
CUSTOMER'S company. Deposit each set = DM 100.00.
21. Office Doors
It is not allowed to attach stickers albeit advertisements or company logos
to the office doors.
22. Amendments to Contract
Amendments to this agreement and to this clause as such are effective in
writing only.
23. Court of Jurisdiction
This contract is amenable to the law of the Federal Republic of Germany.
Jurisdiction shall be Munich.
24. General Clause
Should a clause or paragraph of this contract become invalid or be invalid,
or should this contract be incomplete, the rest of the contract remains
valid and intact.
25. Couriers/Catering
Companies, which are wellknown by IOM, will handle overnight couriers,
beverage, Catering and more.
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26. Starting Time: 1.10.99
/s/ Xxxxxxx Xxxxxx /s/ indecipherable
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Verisity Design, EURL IOM Business Center GmbH
Munich, 15th September 1999
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