Agreement
Exhibit
10.16
Harbin
Tech Full Electric Co., Ltd
Agreement
Party
A:
Shanghai Lingang Investment and Development Company Limited
Party
B:
Harbin Tech Full Electric Co., Ltd.
Based
on
the relevant regulations of the People’s Republic of China and the Shanghai
Municipality, and pursuant to friendly consultations, both parties A and B
hereby enter into this contract in regards to Party B’s appointment of Party A
as its agent to handle the matters relating to procedures for the transfer
of
land-use rights for the approximately 40,800 square meters of State-owned land
at the Shanghai Zhuqiao Airport Industrial Zone (hereinafter referred to as
“the
Lease”), the evacuation work to be carried out at the aforesaid land parcel, and
the provision and construction of municipal administration infrastructure
facilities.
Article
1: Location and area of the land parcel
The
land
parcel under the Lease is located at Land Lot Number M-5, Shanghai Zhuqiao
Airport Industrial Zone, and its four boundaries are as follows:
East:
Yuandong Avenue
South:
Datian
West:
Jinliang Road
North:
Datian
The
area
of the land parcel is approximately 40,800 square meters, which is equivalent
to
61.2 mu
(of
which
acquired land makes up 6 mu).
The
exact area of the land parcel shall be based on the red boundary lines and
final
site measurement by the Nanhui District Housing and Land Administration
Bureau.
Article
2: Price and use of the land parcel
The
price
for the 50-year Lease of the aforesaid land is 330,000 Yuan per mu,
and the
total for the parcel is 20.196 million Yuan (twenty million and one hundred
and
ninety six thousand Yuan). This includes compensation for land acquisition,
land
transfer fee, labor fees, expenses for removing objects on the land parcel,
and
expenses for establishing the seven connections and ground leveling. The land
parcel to be leased is for industrial use.
1
Exhibit
10.16
Article
3: Method and progress of payments
1.
Within
10 days from the date of execution of the present Contract, Party B shall pay
to
Party A 50% of the aforesaid total for the land parcel, the amount of which
is
equivalent to 10.098 million Yuan. This sum shall serve as ratification of
the
present Contract for the land parcel. If Party A does not receive it by the
stipulated time, the present Contract shall be deemed null and
void.
2.
After
Party A receives the first tranche of the Lease payment, it shall initiate
relevant procedures for the project set-up and land use on behalf of Party
B.
When Party A has completed the matters for the “Site Selection Opinion” and the
“Land Use Permit”, Party B shall pay Party A another 45% of the total for the
land parcel, the amount of which is equivalent to 9.0882 million
Yuan.
3.
Within
7 days of obtaining the “Permit for the Commencement of Works”, Party B shall
pay Party A the balance of the total for the land parcel based on its actual
area.
4.
After
the construction works of Party B have been satisfactorily inspected and
accepted, Party A shall help Party B process the application for the “Shanghai
Real Estate Title Certificate.” All fees and taxes associated with the
application for the “Shanghai Real Estate Title Certificate” shall be borne by
Party B.
Article
4: Relevant requirements pertaining to the use of the land
parcel
1.
The
land parcel under the Lease shall be used by Party B for industrial purposes.
The total investment for the present project is 15 million US dollars. The
plot
ratio of the building on the land parcel is 1: 1 to 1.5, the building density
is
45%, and the greenery ratio is 25% and above. The design and construction of
the
buildings and structures on the land parcel by Party B shall comply with the
overall planning requirements of the Airport Industrial Zone. The “three wastes”
generated through production and routine activities of Party B on the land
parcel shall be treated and comply with the relevant regulations of the Shanghai
Municipality prior to disposal.
2.
Party
B shall register a Sino-foreign joint venture company at the location of Party
A, with taxes payable at the same location. The basic tax-generation requirement
is 150,000 Yuan (equivalent to the value-added tax) per mu
of
Party
A land utilized. If Party B is unable to generate the basic amount of tax
revenue, it undertakes to compensate Party A to the extent of the basic amount
due the local tax authority.
Article
5: Obligations of the parties
Party
A:
1.
Responsible for handling the procedures for the Lease of the land parcel
referred to in Article 1 of the present Contract. After Party B makes the Lease
payment in accordance with the stipulations of the present Contract, Party
A
shall complete the application for the “Site Selection Opinion” and the “Land
Use Permit” and deliver them to Party B.
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Exhibit
10.16
2.
After
Party B makes the Lease payment, Party A shall provide and construct the
municipal administration infrastructure facilities on the land
parcel.
3.
Assist
Party B to handle the project reports, submissions, industrial and commercial
matters and tax registration, and help Party B to handle the procedures for
temporary electricity supply, water supply and telecommunications during the
pre-construction period.
4.
Responsible for managing Party B’s relationship with the local government and
rural residents arising from land acquisition during the course of the project
construction.
Party
B:
1.
Coordinate with Party A and provide the necessary documents and information
in
relation to the Lease of the aforesaid land parcel.
2.
Make
payments in accordance to the method stipulated in the present Contract. If
there is any delay in payments, Party B shall pay interest to Party A at a
rate
higher than the bank lending rate for the same period.
3.
During
the course of construction, such as the project design and implementation of
works, Party B shall carry out the requirements set out in Article 4 of the
present Contract.
4.
Responsible for making payment of the various State-required construction
expenses such as connecting the water supply, electricity, gas, and
telecommunication lines during construction and production.
5.
Within
the scope of Party A’s administration of works, Party B undertakes that the
taxes on the latter’s construction of a factory on the said land parcel shall be
paid at Party A’s location by the construction unit.
6.
During
the period of validity of the land-use rights, Party B shall make payment of
the
land-use fees to the Land Administration Bureau as required.
Article
6: Responsibilities for breach of contract
If
any
one of the parties to the Contract commits an act that violates the stipulations
therein, it shall be deemed as a breach of contract (except in cases of force
majeure). The party in breach shall bear the resultant responsibilities.
3
Exhibit
10.16
Article
7
Matters
for which no provision has been made in the present Contract may be resolved
through mutual consultation or a supplementary agreement. If any disputes occur
during the course of the performance of the Contract, and such disputes cannot
be resolved through consultations, the representatives of the parties may pursue
legal proceedings at a People’s Court that possesses jurisdiction.
Article
8
The
present Contract shall come into effect upon the date of signing and sealing
by
both parties.
Article
9
There
shall be four originals of the present Contract, with each party to retain
two
of them; all four shall have equal legal validity.
Party
A:
Shanghai Lingang Investment and Development Company Limited
Signature
of representative:
| /s/ Genyuan Ni | Seal: (Sealed) | ||
|
|
|||
Party
B:
Harbin Tech Full Electric Co., Ltd.
Signature
of representative:
| /s/ Xxxxxx Xxxx | Seal: (Sealed) | ||
|
|
|||
8th of September 2006
Place
of
execution of Contract: Shanghai Zhuqiao Airport Industrial Zone
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