Building Property Transfer Agreement
Seller:
Tianjin
Milk Goat Dairy Co., Ltd. (hereinafter
to be addressed as Party A)
Purchaser:
Tianjin Yayi Industrial Co., Ltd. (hereinafter to be addressed as Party
B)
In
accordance with the Contract
Law of the People’s Republic of China and laws and regulations related to
building property,
Party A
and Party B have reached an agreement under the principle of being equal,
voluntary,
fair, honest credit, law-abiding
to
conclude the following contract.
Article1.
Party B purchases party A’s 4-story office building, which locates
at the
crossing between Jinghai Road and Yunshan Road in the new zone of Jinghai
Development Zone, with a construction
area of 7,800 square meters.
Article2.
The trading price of the above mentioned building property is RMB3,800 per
square meter; the aggregate is RMB 29,640,000 (¥ 29.64 million).
Article3.
The payment term is to prepay the building property
transfer payment
in
accordance with the progress of the project.
1.
As
party A will build the four-story office building completely according to
the
requests of party B, party B should prepay 70% of the building payment, which
is
RMB20.748 million (including
building property transaction tax, 3% of the total building payment, and
stamp
tax, 0.05% of the total building payment). The above mentioned payment should
be
paid within 15 days after the agreement is signed. After
the
completion of construction, if the amount of the building property transfer
pre-payment, fixed according to the invoice provided by party A, exceeds
the
amount stated in the agreement, party A should return the extra amount to
party
B. If the amount of the building property transfer pre-payment, fixed according
to the invoice provided by party A, is less than the amount stated in the
agreement, party B should pay off the balance at one time within 30 days
after
checking and accepting the building.
2.
Party
B should pay off the housing fund balance, that is, RMB8,892,000 (¥ 8.892
million), before September 30, 2008. (Paying date is based on the date of
remittance).
Article
4. Transfer
of the Building Property
If
the
physical condition and rights condition are in compliance with related
regulation and both parties’ agreement, the building property may be
transferred; if the physical condition and rights condition are not in
compliance with related regulation and both parties’ agreement, the building
property must not be transferred.
Article
5. Standards of Construction
| 1. |
To
follow related laws, regulations of the People’s Republic of China and the
requirement of construction industry to
construct.
|
| 2. |
Party
A must strictly follow the construction charts provided by party
B to
construct. The construction charts will be attachments of the
agreement.
|
Article
6. Sharing of Taxes
| 1. |
Party
A undertakes the transaction tax, which is 1% of its transaction
value and
should be imposed by the governmental authority of PRC; undertakes
notarization fee and agreement notarization fee (subject to the
actually
paid amount).
|
| 2. |
Party
B undertakes the transaction tax, which is 3% of its transaction
value and
should be imposed by the governmental authority of PRC; stamp tax,
which
is 0.05% of the total building payment and all other taxes imposed
by the
governmental authority of PRC for the transaction of the
building.
|
Article
7. Duties
| 1. |
Party
B must pay to party A as scheduled. If party B fails, it should
pay for
compensation, which is 0.3% of the not paid part of the building
payment,
for each day after the expected
date.
|
| 2. |
Party
A must transfer the building property to party B as scheduled.
If party A
fails, it should pay for compensation, which is 0.3% of the not
transferred part of the building property, for each day after the
expected
date.
|
Article
8. Regulation on Dispute of Property Right, Creditor’s Right and
Debt
Party
A
promises that there will be no dispute of property right, creditor’s right or
debt when it transfers the building property to party B. If there is any
dispute, party A will be fully responsible for it.
Article
9. Settlement of Dispute
If
any
dispute arises, party A and B should settle it through negotiation. If the
negotiation does not work, either party may raise a law suite to the People’s
Court.
Article
10. Validity
The
agreement is effective from the day when both party A and B have signed and
stamped on it. If the involved parties have reached into additional agreement,
that agreement should be followed.
|
Party
A: (stamp)
|
Party
B: (stamp)
|
|
YY
MM DD
|
YY
MM DD
|
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Authorized
agent:
|
Authorized
agent:
|
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January
15, 2007
|
January
15, 2007
|