City Gao Xin District Factory Lease Contract
EXHIBIT
4.12
City
Gao Xin District Factory Lease Contract
Party A (Lessor) | : He Yuan City Advanced Technological Development District Co. Ltd. |
Corporate Body Rep | : Lan An Position : General Manager |
Address | : He Yuan City, Xxxx Xxxxx Area, Bu Xxxx Xxxxx, Advanced Tech Dev Office |
Telephone | : 0000-0000000 |
Party B (Tenant) | : Hi-Lite Camera Co. Ltd. |
Corporate Body Rep | : Xxxxxx Xxxx Position : Director |
Address | : Suite Xx. 000, Xxxxx 0, Xxxxxxxx Xxxxx, 00 Xxxx Xxx Avenue, Sheung Shui, New Territories, Hong Kong |
Telephone | : (000) 0000-0000 |
Facsimile | : (000) 0000-0000 |
According
to <The Contract Law of PRC> and other interrelated laws, rules, both
parties must sign this contract based on equality, free will and
compromise.
Clause
1 : Basic Condition of Building
Party
A’s
building (hereinafter called “The Premise”) lies in the Industrial District of
Yi Min Xxxxx Xxxx Jiu Ye Ji Di, in HeYuan City Advanced Technological
Development Area; Block A; Gross area 2,513.88 sq.m. (including the factory
building supplementary area).
Clause
2 : Use of Premise
The
Premise is used to exclusively for the investment of factory by Party B.
The
name of the project (initially named) is _________________. Total investment
is
US$ --- , registered capital is US$ --- ; Business scope : Manufacturing
and Sale of Metals, electronics assembly, moulding, plastic products
etc.
Except
agreed by both parties, Party B cannot change the use of the Building, or
transfer, or lend to others.
Clause
3 : Period of Lease
1.
|
The
period of lease is from 1st
June 2005
to
31st
May 2008,
totally three years.
|
2.
|
In
order to facilitate Party B’s smooth invested production and its
fundamental mutual benefit, Party A gives Party B a month’s free rental
period for renovation of the Premise.
|
3.
|
When
the Contract expires, Party B has to submit in writing on the renewal
of
contract two months in advance. Under the same conditions, Party
B has the
preferential right to rent it.
|
Clause
4 : Rental Fee
1.
|
The
factory rental fee is calculated according to the gross area at
Rmb
7.00
per sq.m./month. The monthly rental totally is Rmb
17,597.00.
|
2.
|
Party
A cannot raise up the rental standard within 3 years. When the
Contract
expires and Party B requests to renew, Party A may increase the
rental fee
according to the current market value and compromise with Party
B. The
renewal period is 3 years.
|
Clause
5 : Payment Term
1.
|
Within
the first 7 days of the Contract period, Party B should pay Party
A one
month’s rental fee Rmb
17,597.00
as
deposit. The deposit can be transferred as the rental fee for the
first
month.
|
2.
|
When
the factory occupation right is transferred to Party B, Party B
has to pay
three month’s rental fee, totally Rmb
52,791.00
as
deposit.
|
3.
|
Party
B is required to pay the monthly rental fee before the 10th
of
each month.
|
Clause
6 : Management Fee Within the Area
The
management fee of building is calculated based on the rental area, at
Rmb
0.5
per
sq.m./ month. Its monthly total management fee is Rmb
1,256.00.
The
management fee and rental fee should both give to Party A. The management
fee
includes the services: (1) front door security service (2) the garbage cleaning
service within the industrial area, (3) the cleaning service of the public
area,
(4) the green environmental maintenance fee and, (5) the maintenance of public
facilities.
Clause
7 : Responsibilities of Both Parties
1. Party
A
:
1.1
|
Party
A should assist Party B to set up the factory in He Yuan City Advanced
Technology Development District. Party A should eagerly develop
the
function of the Government Administrative Resources to create a
good
investment environment; harmonize all plannings; provide assistance
on
foreign trade, trade, industrial & commerce, taxation, territory,
construction, programming, police, environmental protection, etc.
administrative department in the process of approval on plans;
Assist,
support and offer preferential right to Party B in the land transfer
and
certificate, business certificate, electricity and water supply,
construction approval, environmental approval, labour insurance
etc;
Guarantee Party B to enjoy the related preferential rights granted
by
HeYuan City to investors.
|
1.2
|
Regarding
the electricity and water supply of the Building, Party A is responsible
for the high
pressure circuit (10.5KV). Water pipes are built at the walls,
but Party B
should take care
the other parts (e.g. high pressure cabinet, transformer, measurer,
low
pressure cabinet,
high/low pressure electric cable, water ventilation pipes network
within
the Premise etc).
Party B should authorize the qualified contractors to proceed on
all
installation works and
bear all fees. If Party B moves out from the Building, Party B
has the
right to uninstall all
facilities which are installed by Party B, but cannot damage the
Building
and related public facilities.
|
1.3
|
For
any problem or assistance encounter during the rental period by
Party B,
Party A should be fully cooperated and try the greatest effort
to solve
problems.
|
1.4
|
When
the Contract expires, Party A should give Party B a preferential
lease
right on renewal. If Party B does not renew, both sides should
sign an
agreement of cancellation of Contract. Party B can return the Premise
and
Party A will stop calculate the rental fee, and refund all deposits
to
Party B within 10 days.
|
2. Party
B :
1.1
|
Party
B must obey the national law, rules, and the related government
rules
within the
|
production.
With any offences, Party B has to be responsible for all consequence. Party
A
will
not
bear any legal responsibilities.
1.2
|
In
the process of production, Party B should try its best to ensure
the
production safety, fire prevention, and strengthen the security
management, and avoid any accident happened. In case of any accidents,
Party should be responsible for it.
|
1.3
|
Party
B should pay the electricity and water expenses according to actual
readings from meter. Party B should pay all electricity and water
expenses
directly to all related departments, or Party A can pay on its
behalf.
|
1.4
|
Party
B is responsible for the installation of fire prevention facilities
and
bear all costs.
|
1.5
|
Party
B should obey the governmental rules and standard on water-venting,
pollution-venting, dross-venting, exhaust air, noise, and fire
prevention
facilities.
|
1.6
|
At
the time of the transfer of usage right from Party A to Party B,
Party B
needs to maintain the existing state to use the Premise. If any
alterations or increase on the occupation of area required, Party
B has to
get approval from Party A. Meanwhile, Party B should also maintain
the
existing Premise and return as an original state to Party A at
the
expiration date of the Contract. If any additional or extension
of
construction works, Party B has to return to Party A without of
any
compensation. When Party B needs to alter or demolish any parts,
it must
follow the related standard and regulations set by government
rules.
|
Clause
8 : Early Termination of Contract
1. Under
any
following of the conditions, Party B may exercise a right to terminate the
Contract early before the expiration date, without compensation on any economic
loss caused to Party A, but is required to inform Party A three months in
advance.
(1)
|
Party
B finishes the factory building on the self-purchased land at this
District No. 7 Road and at the time of moving
out.
|
(2) | Party B requires to rent other parts in this District for the expansion on production. |
(3)
|
Stoppage
of operation caused by The Customs and Inspection Departments
etc.
|
(4)
|
Any
force majeure caused Party B cannot continue
production.
|
2. When
Party B has any following of the conditions, Party A can terminate the Contract
early before the
expiration date. Party B is required to compensate any economic loss caused
to
Party A.
(1) | Unable to pay the rental fee of building for 3 months; |
(2) | Perform any illegal activities within the building area; |
(3)
|
Damage
the leased building purposely;
|
Clause
9 : Other Conditions
1.
|
If
any other condition is not completely covered in this Contract,
the
supplementary terms should be signed under mutual agreement will
be
considered as equal legal binding.
|
2.
|
There
are 6 copies of this Contract. Party A and Party B will individually
keep
3 sets and all have equal legal binding. This Contract will be
effective
after signature.
|
Party A (with stamp) : | Party B (with stamp) : |
Authorized Representative (signature) : | Authorized Representative (signature) : |
23rd May 2005 | 23rd May 2005 |
HeYuan
City Government Document
Revised
Notice to Encourage Investment in HeYuan City
[2003]
No. 107
Clause
1
To
establish investment on productive projects : policy to pay tax only, no
administrative fee. i.e. according to government tax law but no local government
administrative fee. Also offer preferential benefit on servicing fee (Details
see Appendix 1 & 2)
Clause
2
To
establish investment on industrial projects : set up a maximum price limit
of
land use. With “Three Through One Flat”, price at Xxx 00 or below per sq.m.;
Without “Three Through One Flat”, price at Xxx 00 or below per sq.m. There is
preferential benefit on land price for any investment on big scale of industrial
projects.
Clause
3
To
establish investment on industrial projects of leasing buildings : set up
a
maximum rental fee limit. Overall standard is set as : new standard buildings
with fully-equipped facilities at monthly rental of Rmb 6or below / sq.m.;
old
standard buildings at monthly rental of Rmb 5 or below / sq.m.; ordinary
buildings at monthly rental Rmb 4 or below / sq.m.
Clause
4
The
electricity and water supply departments are responsible to connect the water
and electricity pipes to the borders of the industrial area. And the industrial
area development unit is responsible to connect the water and electricity
pipe
to the outside walls of factory. It will give the preferential right to install
the water and electricity facilities. Meanwhile, it implements a price
protection. In other words, the maximum price of water does not exceed Rmb
0.7 /
m³, the maximum price of electricity does not exceed Rmb 0.5 / kw.s.