EXHIBIT 10.7
AGREEMENT ON RENT OF PROPERTY # 474/1
Moscow , 12th of January, 2005.
Limited Liability Company "Deylis-M"
(hereinafter referred to as "the Lessor"),
represented by Tikhonov A.U.,
vice-president, acting in accordance with power of
attorney of 01.04.04, on one hand, and
IPORUSSIA Inc. (hereinafter referred to
as "the Company"), represented by Kuznetsov
V.F., acting in accordance with
power of attorney of 18.12.04, on the other
hand, conclude this Agreement
concerning the following.
1. SUBJECT OF AGREEMENT
1.1. The Lessor provides the Company, for pecuniary reward,
with
movable property temporarily at his
disposal. The exact item list is contained
in the Appendix (1)1. The object of rent is
hereinafter referred to as "the
Property".
The property is being rented to provide the Company's staff with
work
equipment.
1.2. The Lessor commits himself to provide the Company with the
Property no later than the 13th of January
2005.
In case of delay by the Executor to provide the Property, the day
of
termination of current Agreement is
prolongated for a number of days equal to
the delay. A delay of more than 10 days by
the Executor to provide the Property
is ground for one-sided dissolution of
current Agreement by the Company.
1.3. The parties have agreed that the document defining the
Property is
the Appendix (1)1 to the current Agreement.
The same document acts as proof that
the property listed has been received by
the Company. Therefore the Appendix
(1)1 is an inextricable part of current
Agreement.
1.4. The parties are allowed to change the list of property while
the
Agreement is in power. This is registered
in the Appendix (1)1 as an addition to
the current Agreement, acting as proof that
the property listed has been
received by the company.
1.5. The Lessor guarantees that the Property to be rented is in
his
full possession at the moment of conclusion
of current Agreement and it is in
his rights to lease it to the Company. He
also guarantees that the Property is
not rented at the moment of conclusion of
current Agreement. The Lessor also
guarantees that the Property is not
currently under arrest.
1.6. The Property is in satisfactory shape to the moment of
conclusion
of current Agreement, meets the
requirements normally put for such types of
property, except where specially indicated
in the Appendix (1)1.
1.7. Any documents shipped with the Property (i.e. technical
passports,
certificates, etc.) are not forwarded to
the Company unless specially indicated
in the Appendix (1)1.
2. GENERAL CONDITIONS OF AGREEMENT
2.1. At no time can the Company lease the Property to a third
party, to
delegate their right to exploit the
Property, to give away the Property
temporarily or permanently, to anyhow
transfer the Property so that it would
change ownership. The Company must use the
Property solely in the manner it was
designed for.
2.2. The Lessor bears no responsibility for defects in the
Property
that were made known to the Company or were
to be discovered upon appraisal of
the Property preceding the signing of
current Agreement, even if such defects
did not appear in Appendix (1)1.
2.3. The Lessor agrees to provide the Company with said Property to
the
date set in Article 1.2. of current
Agreement and give access to the Property to
the employees and visitors of the Company
during the Lessor's working hours,
which are set by the Lessor.
2.4. The Property is placed by the Lessor at office (1)116 at
the
Lessor's office center situated in Moscow,
3rd Pavlovsky Pereulok, 57. The
Company cannot move the Property outside
the office but is free to rearrange it
as he sees fits. It is possible, however,
to move the Property to another office
in the office center by consensual
agreement between the parties to provide the
Company with another workplace should he
need it. Moving the Property without
consent of the Lessor is not permitted.
The rooms in which the Property is situated remain in possession of
the
Lessor and do not come into pos
