EXHIBIT 10.4
Shenzhen Land Agreement No. (2001 No. 3050)
CONTRACT FOR GRANT OF LAND USE RIGHT
of
SHENZHEN MUNICIPALITY
Shenzhen Municipal Administration of Planning and State-owned Land
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(The real estate title certificate has been issued.)
Plot serial no.: T205-0017
Land use plan no.: 2001-13
CONTRACT FOR GRANT OF LAND USE RIGHT OF SHENZHEN MUNICIPALITY
Shenzhen Land Agreement (2001) No. 3050
I. Parties to the Contract
GRANTOR: Shenzhen Municipal Administration of Planning and State-owned Land
(hereinafter referred to as "Party A")
Legal Representative: Name: Xxx Xxxxxxxx Position: Director
Address: 3 Zhenxing Road, Futian District, Shenzhen Tel no.: 0000000
GRANTEE: Cayman Mindray Medical Electronics (Shenzhen) Co., Ltd. (hereinafter
referred to as "Party B")
Legal Representative: Name: Li Xiting Position: Chairman
Address: 0/X Xxx Xxxxxx Xxxxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxxx Tel no.: 0000000
II. This Contract is entered into by and between Party A and Party B in
accordance with the relevant national laws and regulations and the local
regulations of Shenzhen Municipality and in adherence to the principle of
equality, voluntariness and compensation.
III. The land whose use right has been granted by Party A hereunder shall still
be owned by the People's Republic of China. Underground natural resources
and objects buried underground shall not be included in the scope of the
grant hereunder.
IV. Party A shall grant the use right of the land with a plot serial number of
T205-0017 and with an area of 8,746.2 square meters (see the delineated
boundaries in red in the plot map) on the date hereof. Party B has no
objection to the current status of the plot. The land shall be deemed to be
delivered by Party A to Party B as of the date hereof.
V. The term of the grant of the land use right under this Contract shall be 50
years, commencing from July 18, 2001 to July 17, 2051.
VI. The purpose of the land use right granted hereunder is for the land use in
Shenzhen Hi-tech Industrial Park.
VII. The nature of the land hereunder is not for the purpose of commercial
residence and the land shall not be used for real estate development.
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1. The land hereunder shall only be used in the project approved to be
domiciled in Shenzhen High-tech Industrial Park by the management
office of the park;
2. If Party B fails to make 30% of the investment in the structures
within one year after the date hereof, Party A may terminate the
Contract, withdraw the land use right and refund the land development
fees and civil infrastructure charges;
3. If the land user fails to complete the construction before the
completion date defined herein, Party A may terminate this Contract
and withdraw the land use right. The above-ground appurtenances shall
be demolished by the land users.
VIII. Requirements on Use of the Land
(I) Nature of the main building: land use in Shenzhen High-tech Industrial
Park.
(II) Building coverage (building density): <30%;
(III) Building plot ratio (floor area ratio): 1.7;
(IV) The total floor area for calculating the plot ratio is no more than
15,000 square meters;
(V) Number of storey: <= 7 storeys;
(VI) Distance to the red line and the requirements on the overall layout:
North: 10 meters, South: 6 meters, East: 6 meters, West: 6 meters.
(VII) Greenery coverage: _____/_____
(VIII) Formation level of construction site (Yellow Sea Datum): _____;_____
(IX) Distance between buildings: as per the standards
(X) Others:
(1) Domestic sewage shall be treated through a septic tank and
discharged into the city sewage collection system.
(2) Capacity of parking lot: 75 vehicles.
The architectural design shall comply with the provisions of the applicable
architectural design criteria and standards of the state.
IX. Party B agrees to be responsible for the landscaping, management and
maintenance of the green plot of ____/____ square meters (see the
delineated boundaries in green in the
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plot map) and bear all the expenses in connection therewith. The property
right in the green plot shall belong to the government and Party B shall be
subject to the inspection and supervision carried out by the city gardening
and landscaping department.
Party B agrees to be responsible for construction of the road of __/___
square meters (see the delineated boundaries in xxxxx in the plot map) and
bear all the expenses in connection therewith. The property right in the
road shall belong to the government and the road shall be a free passage
for vehicles and passers-by.
X. The land premium for the plot hereunder shall be RMB __/__, the land
development fees shall be RMB 874,620, and the civil infrastructure charges
shall be RMB 2,099,088, totaling RMB 2,973,708.
Party A and Party B agree to apply 20% of the land premium to down payment
for entering into this Contract.
XI. Party B agrees to pay the land premium, land development fees and civil
infrastructure charges in the method listed below as option 1:
(I) in a lump sum payment by Party B concurrently with the execution of
this Contract; or
(II) payment in installments and the interest accrued on each installment.
Party B will be charged 1% of the monthly interest rate for each
installment. The installments shall be made by Party B as follows:
1. to make the first installment (including the down payment) on
____/____ in the amount of RMB ______/______;
2. to make the second installment on _____/_____ in the amount of RMB
_________/________;
3. to make the third installment on _____/_____ in the amount of RMB
_________/________;
4. to make the fourth installment on _____/_____ in the amount of RMB
_________/________.
XII. If Party B fails to make the full payment of the land premium, land
development fees and civil infrastructure charges within the term specified
herein, it shall be imposed a late payment charge at the rate of 0.05% of
the amount payable for each day of delay. If Party B delays in making any
payment for over sixty days, Party A may terminate this Contract and
withdraw the land use right without giving any compensation.
Where Party B only makes the down payment, it shall forfeit such payment.
Where Party B has applied the down payment to the land premium, Party A
shall charge Party B the
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liquidated damages in the amount of 20% of the aggregate of the land
development fees and civil infrastructure charges and refund the remaining
amount to Party B and Party B shall forfeit the structures and
appurtenances under construction over the land.
XIII. In addition to payment of the land premium, land development fees and
civil infrastructure charges by Party B to Party A, Party B shall also pay
the land use fees annually as provided by the relevant regulations.
Concurrently with the execution of this Contract, Party B shall complete
the formalities for registration of land use fees.
XIV. During the term of this Contract, if Party B fails to pay the land premium,
land development fees and civil infrastructure charges as provided herein
and pay the land use fees as provided by the relevant regulations, Party A
may refuse to handle the applications for real estate title registration,
construction permit and other related formalities or take other restrictive
measures.
XV. Party B may transfer, sublease, mortgage the land use right granted
hereunder or make such land use right for other business purposes within
the term of the land use right in accordance with the applicable laws and
regulations and the local regulations of Shenzhen Municipality and this
Contract. Party B's legal rights and interests granted in connection
therewith shall be protected by law. Party B's development, use and
operation of the land hereunder shall not impair the social benefits. Party
B shall not dispose the plot in any way before the land use right
registration is completed and the real estate title certificate is obtained
by Party X.
XXX. Upon expiry of the term of the land use right granted hereunder, Party A
may take back such land use right without giving any compensation and the
structures and appurtenances above the land shall be acquired by Party A
free of compensation. Party B undertakes to surrender the land and the
above-ground structures and appurtenances to Party A on July 18, 2051 and
complete the formalities for real estate title deregistration within ten
days upon expiry of the term defined herein otherwise Party A may directly
deregister such title.
If Party B intends to continue to use the plot, it may apply for a
renewal of the right granted hereunder six months prior to the expiry of
the term hereof. After Party A approves and confirms the new term of the
granted land use right, land premium and other terms, Party B may enter
into a new contract for grant of land use right with Party A, pay the land
premium, land development fees and civil infrastructure charges and
complete the formalities for land use right registration.
XVII. Party B agrees, in case that Party A needs to notify Party B of any matter
in connection herewith during the performance of this Contract, Party A may
send such notice in a registered mail to the address of Party B set forth
herein or make a public announcement through the media to that effect.
XVIII. The Land Use Rules shall be a constituent part of this Contract and shall
have the legal effect equal to that of the Contract. Party B shall abide by
the Land Use Rules.
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XIX. The conclusion, validity, interpretation and performance hereof as well as
resolution of disputes hereunder shall be governed by the laws of the PRC.
XX. If any dispute arises from the performance hereof, the parties hereto shall
settle such dispute through consultation. If such consultation proves
unsuccessful, either party may bring such dispute to a people's court.
XXI. This Contract shall become effective as of the date of execution.
XXII. This Contract is made in five counterparts. Party B shall retain three
copies and the remaining shall be held by Party A or submitted to other
related entities.
XXIII. Both parties may enter into separate agreements for matters not covered
herein after negotiations.
Party A: Shenzhen Municipal Party B: Cayman Mindray Medical
Administration of Planning and Electronics (Shenzhen) Co., Ltd.
State-owned Land (official seal) (official seal)
Legal Representative: /s/ (illegible) Legal Representative: /s/ Li Xiting
________________ _________________
Authorized Agent: ____________________ Authorized Agent: _____________________
Date of Execution: July 18, 2001
Place of Execution: Shenzhen Municipal Administration of Planning and
State-owned Land, Nanshan Branch
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