English Translation) SECURITY DEPOSIT AGREEMENT
Exhibit 99.5
(English Translation)
Party A: The People’s Government of Qianhong Village, Lin’an, Zhejiang Province (“Party A”)
Party B: Hangzhou Jiuzhou Grand Pharmacy Chain Co., Ltd. (“Party B”)
Party A and Party B enter into the following agreement pursuant to relevant laws and regulations on land administration in the People’s Republic of China:
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1.
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Party B intends to launch an herbal plantation project in Qianhong Village.
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2.
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Party A agrees to lease state-owned industrial land of 28 Mu and forestry land of 295 Mu to Party B for its planning and use.
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3.
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Lease price and payment: Party B shall lease the industrial land for RMB 300,000 per Mu (RMB 8,400,000 total) for a term of 30 years. Party B shall also lease the forestry land for RMB 73,220 per Mu (RMB 21,600,000 total) for a term of 30 years. Party A shall be responsible for coordinating with the relevant local government and residents for the transfer of land. All lease amount shall be payable in a one-time payment.
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4.
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During the term of the lease, Party B may sublease or subcontract the land according to its actual need, and Party B shall be entitled to any revenue generated from such sublease or subcontract.
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5.
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Within one month from executing this Agreement, Party B shall pay a security deposit of RMB 7,000,000, which amount shall be applied toward the registered capital of a new company subordinate to Party B (the “New Company”). The New Company shall pay taxes in Qianhong Village in accordance with the relevant tax laws and regulations.
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6.
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Tax Exemptions: Party B shall be entitled to such tax exemptions that are applicable to leading agricultural and plantation companies in accordance with relevant government regulations.
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7.
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This Agreement shall become effective upon execution. This Agreement shall be executed into four duplicates. Each party shall hold two duplicates.
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Party A: [signature and stamp] The Government of Qianhong Village, Xxxxx, Zhejiang Province
Party B: [signature and stamp] Hangzhou Jiuzhou Grand Pharmacy Chain Co., Ltd.
February 27, 2010.
