EXHIBIT 10.34
TURNKEY HOSPITAL PURCHASE AGREEMENT
1. SELLER
NEUROTECH DEVELOPMENT CORPORATION, LOCATED AT 00 XXXXXXX XXXXXX, XXXXXXXXX, XXX
XXXX, 00000, XXX, A REGISTERED DELAWARE CORPORATION HEREBY REFERRED TO AS THE
SELLER.
2. PURCHASOR
THE No. 4 People's Hospital in Tai-Xing City, Jiangsu Province and Ren'ai
Tumours Therapeutic Centre and Jiangsu Development Authority. HEREINAFTER
REFERRED TO AS THE PURCHASOR. THAT THE PURCHASOR WILL BE THE OPERATOR OF THE
HOSPITAL(S), THE PURCHASOR IS ENTERING INTO THIS AGREEMENT WITH FULL CORPORATE
INTENT AND LEGAL RESPONSIBILITY IN ACCORDANCE WITH THE GOVERNING LAWS OF THE
PEOPLES REPUBLIC OF CHINA.
3. QUALITY STANDARDS
THE PURCHASOR WILL MAINTAIN THE QUALITY STANDARDS SET FORTH BY THE SELLER IN THE
TRAINING PROGRAM OF THE HOSPITALS NAMED IN THIS AGREEMENT.
4. DESCRIPTION OF HOSPITALS
A 250 BED ACUTE CARE FACILITY, WITH SPECIALIZATION IN THE TREATMENT AND
DIAGNOSIS OF CANCER, WITH FULL OUTPATIENT DEPARTMENTS AND SERVICES AS WELL AS
EMERGENCY SERVICES, RESEARCH & EDUCATION CENTRE. THIS HOSPITAL WILL ALSO HAVE A
TRAUMA CENTRE, WITH HELIPAD.
SIZE: 150,000 SQ FEET
NUMBER OF BEDS: 250
STRUCTURE: PREFABRICATED CONCRETE
ALL ACUTE CARE DEPARTMENTS: RADIOLOGY
EMERGENCY
ONCOLOGY
NEUROLOGY
ORTHOPEDIC
OBSTETRIC
GYNECOLOGY
PEDIATRIC
SURGERY
UROLOGY
INTERNAL MEDICINE
CARDIOLOGY
LABORATORY
RESEARCH DEPARTMENT
OPERATING SYSTEMS: ACCOUNTING
PURCHASING
MEDICAL RECORDS
TELEMEDICINE
EQUIPMENT & SUPPLIES: ALL DEPARTMENTAL EQUIPMENT
DIGITAL RADIOLOGY AND DIAGNOSTIC EQUIPMENT
OPERATING ROOM EQUIPMENT
EMERGENCY ROOM EQUIPMENT
PHARMACY EQUIPMENT
ALL PHARMACEUTICALS
ALL MEDICAL DISPOSABLES
COMPUTERIZED BILLING AND ACCOUNTING SYSTEMS
MEDICAL RECORDS SYSTEMS
ALL FURNISHINGS FIXTURES
FULL DIETARY FACILITY
WATER TREATMENT SYSTEM
MAINTENANCE AND REPAIR SHOP
CONSTRUCTION STANDARD: USA
PHARMACEUTICAL STANDARD: USA & CHINA
EQUIPMENT STANDARD : USA
HEALTH PRACTICE CODE : USA
5. SERVICES PROVIDED BY SELLER
ANCILLARY SERVICES: STAFF TRAINING IN USA
MEDICAL STAFF: FULL MEDICAL STAFF
LABORATORY STAFF
ADMINISTRATIVE STAFF
SUPPORT SERVICES ONLY: MAINTENANCE SUPERVISOR
HOUSEKEEPING
DIETARY SUPERVISORS
6. DEPOSIT
DEPOSIT WILL BE MADE BY THE ADMINISTRATIVE BANK UPON COMPLETION OF THIRD
PARTY FINANCE AGREEMENT.
7. NON EXCLUSIVITY
THE HOSPITALS ARE SOLD ON A NON EXCLUSIVE BASIS. THE NAMES "GLOBAL HEALTH"
AND "NEUROTECH CORPORATION" CANNOT BE USED IN THE OPERATING NAME OF THE
HOSPITAL.
8. CONTRACTUAL ORDER OF PROCEDURES
UPON EXECUTION OF THIS CONTRACT AND RECEIPT OF DEPOSIT, NEUROTECH
TECHNICAL TEAM WILL ARRIVE AT SITE, BEGIN PUBLIC HEALTH STUDY, OPERATING
STUDY, AND PREPARE FINAL REPORT AND FINAL BUDGETARY PROPOSAL.
THIS REPORT SHALL CONSIST OF RECOMMENDED FINAL CONFIGURATION AND DRAWINGS FOR
EACH HOSPITAL, DEPENDENT ON POPULATION, SERVICE AREA, PUBLIC HEALTH ETC.
TECHNICAL STAFF ADMINISTRATOR, WILL REMAIN AND BEGIN INTERVIEWS AND
SELECTION OF HOSPITAL STAFF WITH PURCHASOR.
9. APPROVALS REQUIRED
PURCHASOR HAS CONFIRMED THAT ALL RELEVANT GOVERNMENT APPROVALS FOR THIS
PROJECT HAVE BEEN ISSUED.
10. PAYMENT
UPON PURCHASORS EXECUTION OF THIS AGREEMENT, PURCHASOR BANK WILL OPEN BANK
GUARANTY OR OTHER RELEVANT CONFIRMING XXXXXXXXXXXXX XX XXX XXXX XX XXXXX,
XXXX XXXX FOR CONSTRUCTION OF THE PROPOSED HOSPITAL(S).
11. DELIVERY TIME
THERE IS 1 ACUTE CARE HOSPITAL IN THIS CONTRACT WHICH WILL BE DELIVERED AND
OPENED IN ACCORDANCE WITH THE FINAL SCHEDULES SET FORTH BY MUTUAL AGREEMENT
BETWEEN THE PURCHASOR AND THE SELLER.
12. TRAINING
STAFF TRAINING SHALL COMMENCE AT THE MIDTERM OF THE CONSTRUCTION PROCESS.
EMPLOYEE SALARIES, MEALS, ARE THE RESPONSIBILITY OF THE PURCHASOR.
TRAINING SHALL TAKE PLACE AT THE UNIVERSITY OF TEXAS, AT HOUSTON, OR ANY
OTHER NEUROTECH AFFILIATED SCHOOL.
THERE WILL BE 3 CLASSES. EACH TIMED FOR THE DELIVERY OF THE HOSPITAL(S) FOR
THAT PERIOD.
13. ADMINISTRATOR
AN AMERICAN ADMINISTRATOR WILL REMAIN FOR THE FIRST 6 MONTHS OF OPERATION AT
THE EXPENSE OF THE SELLER.
14. FINANCING
FINANCING IS ARRANGED WITH THIRD PARTY PROVIDERS, THRU FINANCIAL
INSTITUTIONS, AS DESIGNATED BY THE WORLD COUNCIL OF PEOPLE'S FOR THE UNITED
NATIONS.
15. PURCHASOR PROVIDES
LAND
ROAD
ELECTRICITY
FRESH WATER
SEWAGE
TELEPHONE LINES
16. PRICING
THE 250 BED ACUTE CARE FACILITY IS PRICED AT $40,000,000 USD.
PRICING MAY VARY IN ACCORDANCE WITH FINAL SPECIFICATIONS AND
RECOMMENDATIONS OF TECHNICAL COMMITTEE AND/OR PURCHASOR.
17. ENDORSEMENTS
THIS HOSPITAL PROJECT HAS BEEN SUBMITTED TO THE UNITED NATIONS WORLD COUNCIL
OF PEOPLES FOR APPROVAL AS A HUMANITARIAN PROJECT. THIS DESIGNATION MAY BE
USED WHEN SEEKING FINANCING, AND GOVERNMENTAL APPROVALS.
18. GOVERNING LAW
THIS CONTRACT SHALL BE DEEMED VALID AND SUBJECT TO THE LAWS OF PEOPLES
REPUBLIC OF CHINA.
19. LOCATIONS
THE HOSPITAL SHALL BE LOCATED IN THE AREA AS DIRECTED BY THE MUNICIPALITY OF
TAI-XING CITY, JIANGSU PROVINCE. MODIFICATIONS IN DESIGN REQUIRED BY
GEOGRAPHICAL LOCATION, WILL BE THE RESPONSIBILITY OF THE PURCHASOR.
SUCH SPECIAL CONDITIONS INCLUDE, CONSTANT POWER GENERATION, MEDICAL WASTE
DISPOSAL UNIT, FLOOD PLANE, EARTHQUAKE ETC.
A SEPARATE PUBLIC HEALTH ANALYSIS WILL BE DONE FOR EACH AREA.
20. RECOGNIZED AGENTS
THE FOLLOWING AGENTS ARE RECOGNIZED AS AGENTS FOR THE SELLER:
GRACE FAME INDUSTRIAL LTD.
XXXX 000 XX. 00 XXX 0
XXXXXXX XXXXXXX, XXXX 00 XXXXXXX XX, XXXXX XXXXXXXX
XXXXXXXX, PEOPLES REPUBLIC OF CHINA
XXXXXX XXX, PRESIDENT
21. TERM OF PROJECT
THIS PROJECT IS ESTIMATED TO TAKE 3 YEARS TO COMPLETE FROM THE DATE OF
INITIAL CONTRACT PAYMENT.
SO WE HEREBY COMPLETE THIS AGREEMENT AND SET FORTH OUR SIGNATURES ON THIS
DATE.
AGREED
SELLER: /S/ XXXXXXXX X. XXXX DATE: APRIL 12, 2000
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NEUROTECH DEVELOPMENT CORPORATION
XXXXXXXX X. XXXX, VICE PRESIDENT
PURCHASOR: /s/ [SIGNATURE APPEARS HERE] DATE: [DATE APPEARS HERE]
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XX. 0 XXXXXXX XXXXXXXX XXX-XXXX XXXX,
XXXXXXX XXXXXXXX DEVELOPMENT AUTHORITY
, LEGAL REPRESENTATIVE
AGENT: /S/ SOPHIA XXX XXX DATE: APRIL 12, 2000
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GRACE FAME INDUSTRIAL LTD
SOPHIA XXX XXX, PRESIDENT
[SEAL OF GRACE FAME INDUSTRIAL LTD. APPEARS HERE]
