Compensation Contract for Land-use Right Assignment (Expropriation)
Compensation
Contract for Land-use Right Assignment (Expropriation)
Party
A:
People’s Government of Shatian, Dongguan
Legal
representative: ▇▇▇▇ ▇▇▇▇▇▇▇
Party
B:
Longyi Technology (Shenzhen) Co., Ltd.
Legal
representative: ▇▇ ▇▇▇▇▇▇▇
Whereas,
Party A agrees to assign the land-use right to Party B for valuable
consideration, therefore, the Contract is made by and between the Parties
through sufficient negotiation in equal and reciprocal principles in accordance
with the Contract Law of the People’s Republic of China and other pertinent laws
and regulations, as well as local policies regarding land expropriation.
Article
1
Target Land
|
1.1
|
Brief
Introduction
|
Party
A
agrees to assign Party B the land located at Suifengnian Village, Shatian,
Dongguan, Guangdong and covering about 52,163 square meters (78.245 mu)
(hereinafter referred to as the Land) for valuable consideration. Such details
as scope and area for the Land shall be subject to the description on the
State-owned Land Use Right Certificate which shall be applied based on the
red-line map confirmed by the Parties.
|
1.2
|
Use
period
|
The
use
period shall be subject to the duration as mentioned in the Land Use Right
Certificate which shall be issued by the Administration of State-owned Lands.
Within the usage term as defined in the Land Use Right Certificate, Party B
shall have the right to transfer, tenant, mortgage and inherit the land-use
right and any buildings may have on the land.
|
1.3
|
Land
use
|
|
1.3.1
|
The
Land shall be used for industrial purpose. If Party B desires to
use for
any other purpose, it shall submit an application to Party A and
local
government, and go through the alteration procedures with the Planning
Bureau and the Administration of State-owned Lands at its own cost.
|
|
1.3.2
|
Party
B shall be responsible for the planning, design, construction and
any
expense may incur therefore concerning the Land. The activities as
mentioned above must comply with the requirements of Shatian People’s
Government for overall planning and the national regulations on
architecture, environment protection, fire control and security.
|
|
1.4
|
Land
expropriation compensations, land administration fee, comprehensive
service fee and payment items
|
|
1.4.1
|
It
is agreed that the land expropriation compensations shall be RMB330
per
square meter (taxes not included), covering expropriation compensations,
staffing costs, green seeding compensations, costs for three connections
and one leveling and other charges for the State-owned Land Use Right
Certificate (the certificate holder shall be Dongguan Shatian Foreign
Economic Development Corporation). Total amount of the compensations
shall
be RMB17,213,790 (seventeen million two hundred and thirteen thousand
seven hundred and ninety yuan only).
|
|
1.4.2
|
Party
B shall make the initial payment (or the down payment) to Party A
within
30 days beginning at the date of the Contract, namely, RMB3,442,758
(three
million four hundred and forty-two thousand seven hundred and fifty-eight
yuan only).
|
|
1.4.3
|
Party
B shall pay Party A RMB5,164,137 (five million one hundred and sixty-four
thousand one hundred and thirty-seven yuan only) within two months
beginning at the date of the Contract.
|
|
1.4.4
|
The
remaining, RMB8,606,895 (eight million six hundred and six thousand
eight
hundred and ninety-five yuan only), shall be paid off within 10 days
after
Party A obtains the State-owned Land Use Right Certificate for the
Land
hereunder Party A shall notices Party B immediately after the obtaining
of
the Certificate as indicated above. Party A shall hand over the
State-owned Land Use Right Certificate to Party B with the payment
concurrently.
|
|
1.4.5
|
Both
party agreed that, Party B shall pay Party A the land administration
fee,
starting to accrue at the date of the Contract, RMB5 per square meter
per
year which is RMB260,815 (two hundred and sixty thousand eight hundred
and
fifteen yuan only) every year. The land administration fee shall
be
increased by 10% every five years after the Contract is signed. The
yearly
land administration fee shall be paid by two payments within a year,,
Party B is required to make first payment for the fee of the first
six
months to Party A prior to May 30 and prior to November 30 for the
fee of
the rest six months every year.
|
|
1.4.6
|
Both
party agreed that, beginning at January 1, 2008, Party B shall pay
Party B
the comprehensive service fee RMB500 thousand (taxes not included)
per
year, to be paid in June of the year.
|
|
1.4.7
|
Party
A shall issue the revenue receipt (taxes not included) to Party B
after
receiving the land expropriation compensations, the land administration
fee and the comprehensive service fee from Party B. If Party B requests
tax receipt from Party A, Party B shall be responsible for relevant
taxes,
which shall be paid to Party A prior to issue of the receipt.
|
|
1.4.8
|
Party
B shall make payment to Party A by check or by T/T at Party A’s domicile.
|
|
1.5
|
Handling
of Land-use Right Certificate
|
The
State-owned Land Use Right Certificate as to the Land hereunder shall be applied
for the beneficiary of Dongguan Shatian Foreign Economic Development
Corporation, and the costs incurred therefore shall be paid by Party A. After
the date of the Contract, Party B shall be liable for any and all expenses
regarding the transfer of the State-owned Land Use Right Certificate for the
Land hereunder to Party B. If Party B requests for alteration of the name of
the
constructor for the project concerning the Land, it shall make relevant payment
for alteration.
|
1.6
|
Land
Delivery
|
Party
A
shall hand over the Land to Party B within one month after the date of the
Contract.
Article
2
Party A’s Responsibilities
2.1
Party
A shall have the right to supervise the properly usage of the land by Party
B
pursuant to the Contract provided, however, that such supervision may not
interrupt Party B’s normal operation during the usage term
2.2
Party
A shall protect Party B’s rights with respect the usage, benefit from and
disposal of the Land hereunder, and ensure such rights not to be claimed or
restricted by any third party.
2.3
Party
A shall after the date of the Contract assist with Party B in completing the
procedures for commencement of and application for construction on the Land,
and
the costs incurred shall be paid by Party B.
2.4
Party
A shall help Party B properly deal with the security affairs concerning the
enterprise and its staff, coordinate the relationships between Party B and
local
government, authorities and villagers, and support Party B’s normal and lawful
operation and management.
2.5
Party
A shall handle the procedures for the State-owned Land Use Right Certificate
as
to the Land hereunder, except for deferment due to reasons not attributable
to
Party A. In case of such circumstances, Party B may not refuse to and/or delay
fulfill of any of its obligations hereunder with such reasons.
Article
3
Party B’s Responsibilities
3.1
Party
B shall pay the land expropriation compensations, the land administration fee,
down payment and the comprehensive service fee to Party A on schedule.
3.2
Party
B shall ensure that it will develop 50% or more of the Land within one year
after the Land is delivered; otherwise, Party A shall have the right to charge
against Party B for the idle plots at RMB3 per square meter per month.
3.3
Party
B shall within 30 days after the Land is delivered submit Party A the general
layout plan for the project site in order to issue the site option opinions
and
the copy of the business license of the company with respect to the project.
3.4
Party
B shall cooperate with Party A, actively providing all necessary materials
for
pre-examination, planning, project registration and handling of the State-owned
Land Use Right Certificate concerning the Land hereunder.
3.5
In
order to accelerate the development of Linhai Industry Park, Party B shall
submit the development plan concerning the Land hereunder to Party A within
3
months after Party A delivers the Land, and commence to develop the Land within
6 months after the delivery; otherwise, Party A shall have the right to take
back the Land hereunder.
3.6
Party
B is prohibited from setting up stores and other commercial buildings within
the
scope of the red line.
3.7
If
Party B need construct new workshops for business extension, Party A will assign
the lands within Linhai Industry Park provided that Party B shall rent the
buildings covering at least 60 thousand square meters (for workshops and
dormitories) from Party A. In such case the Parties shall negotiate about
tenancy conditions. Otherwise, Party A will not make assignment to Party B.
Article
4
Default Liability
4.1
If
Party A fails to deliver the Land to Party B on schedule, Party A shall pay
the
late fee to Party B at the daily interest date of 3‰
of the
land expropriation compensations. In case the delinquency is more than 3 months,
Article 4.3 hereof shall apply.
4.2
If
Party B cannot procure the State-owned Land Use Right Certificate due to reasons
attributable to Party A after Party B has provided necessary materials and
documents, Party A shall assume the default liability pursuant to Article 4.4
hereof.
4.3
If
Party B fails to make payment due and payable on schedule, it shall pay Party
A
the late fee at the daily interest date of 3‰
of the
outstanding amount. In case the delinquency (including down payment, land
expropriation compensations, land administration fee and comprehensive service
fee hereunder) is more than 3 months, Party A shall have the right to take
back
the Land hereunder and all buildings on the ground without compensations; in
addition, Party B shall pay Party A the liquidated damages and compensate for
economic losses arising pursuant to Article 4.4 hereof. The payments from Party
B shall be refunded after deducting the late fee, liquidated damages and actual
economic losses to be paid by Party B pursuant to the Contract.
4.4
Unless otherwise stipulated herein, either party’s breach of any other clauses
hereof shall entitle the other party to charge liquidated damages at 20% of
the
land expropriation compensations as mentioned herein, or to deal with according
to down payment rules. If the down payment or the liquidated damages are
insufficient to make up the actual economic losses to the non-breaching party,
the breaching party is required to make further compensation.
Article
5
Force Majeure
5.1
For
the purpose of the Contract, Force Majeure includes natural disasters and
amendments to national policies, laws and regulations.
5.2
Either party who delays in performing the Contract or cannot perform its
obligations hereunder as a result of force majeure may be exempted from all
or
part of liabilities according to specific impacts thereupon, provided that
the
affected party must take all necessary measures to minimize losses arising.
In
addition, the affected party shall within 30 days thereafter inform the other
party and provide relevant evidence documents and a report stating that the
Contract cannot be performed partly or completely and that deferment is
necessary.
Article
6
Dispute Settlement
Any
and
all disputes arising from conduction of the Contract shall be settled through
negotiation in equal and reciprocal principles; where negotiation fails, it
is
agreed to subject to the judgment of the People’s Court where Party A is
located.
Article
7
Miscellaneous
7.1
The
Contract shall be part of the legal documents signed between Party B and the
administration for state-owned land, and have equal force with such documents.
7.2
Any
and all matters uncovered herein may be specified in a supplemental agreement
which shall have equal force with the Contract.
7.3
The
Contract shall be in five copies with equal force, one of which is to be kept
by
either party hereto, Dongguan Shatian Foreign Economic Development Corporation,
Dongguan Shatian Finance Sub-branch and Dongguan Shatian Asset Management
Company.
Party
A:
People’s Government of Shatian, Dongguan
Representative:
▇▇▇▇ ▇▇▇▇▇▇▇
Party
B:
Longyi Technology (Shenzhen) Co., Ltd.
Representative:
Signed
at: Shatian, Dongguan
Signed
on
September 20, 2007