Unofficial English Translation) Form of Gas Station Lease Agreement
Exhibit
99.17
(Unofficial English
Translation)
Form
of Gas Station Lease Agreement
Party A:
[Name of Lessor]
Party B:
Orient Petroleum Group Co., Ltd.
This
lease agreement (the “Agreement”) is entered into by and between the above said
Parties in pursuant to the Contract Law of the People’s Republic of China and
relevant regulations through good faith consultation:
Article
I: General Provision
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1.
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Party
A has full title and management rights to the subject property under the
Agreement. Party A hereby agrees to transfer all management and operation
rights of the subject property to Party
B.
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2.
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Party
B’s use of the subject property is limited to retail distribution of
petroleum products.
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3.
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Party
A guarantees that the subject property is licensed to operation no less
than [●] years from the execution date of the
Agreement.
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Article
II: Name and Location of Gas Station
The name
of the subject property of the Agreement is [●] (the “Gas Station”) and is
located at [●].
Article
III: Lease Period, Rent, and Time of Payment
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1.
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The
term of the lease is [●] years, starting from [●] to [●]. The total rent
for the [●]-year lease term is RMB [●] and is due in full in a one-time
payment on within [●] days upon execution of the
Agreement.
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2.
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During
the lease term, Party A shall pay water and electricity generated in the
Gas Station up to RMB [●] per month. The amount exceeding RMB [●] per
month shall be shared 50/50 by the Parties. Party A shall pay the expenses
in connection with annual inspection of operation
licenses.
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Article
IV: Parties’ Representations
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1.
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Party
A’s Rights and Duties
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(1)
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Party
A has the right to collect the rent for the Gas Station according to this
Agreement.
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(2)
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Upon
expiration of the Agreement, Party A has the right to reclaim the
management and operation rights of the Gas
Station.
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(3)
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Upon
the execution of the Agreement, Party A shall deliver all necessary
licenses of the Gas Station to Party
B.
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2.
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Party
B’s Rights and Duties
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(1)
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Upon
execution of the Agreement and completion of rent payment, Party B shall
have full management and operations rights over the Gas
Station.
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(2)
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Party
B shall timely pay the rent and relevant fees in accordance with this
Agreement.
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(3)
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During
the lease term, Party B shall not modify the operation license of the Gas
Station without Party A’s prior
consent.
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(4)
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Upon
expiration of the Agreement, Party B shall return the Gas Station and all
operation licenses to Party A.
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Article
V: Modification and Termination of Agreement
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1.
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The
Agreement shall become effective and binding to both Parties upon
execution. No party shall modify any terms or conditions under the
Agreement without the consent of the other party. No modification to the
Agreement shall be made without consent of both
parties.
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2.
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The
Agreement shall terminate if it is rendered impossible to be performed due
to government seizure or change of government policy. In this case, Party
A is entitled to the government compensation relating to the land owner
rights and Party B is entitled to the government compensation relating to
the business operating rights. The Parties shall be free from liabilities
to each other.
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3.
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The
Agreement shall terminate in case of a force majeure event. In this case,
Party B shall not be held for any
liability.
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Article
VI: Miscellaneous
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1.
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During
the term of the Agreement, Party B shall not sell or mortgage the Gas
Station. Otherwise, Party A shall have the right to repossess the Gas
Station and terminate the
Agreement.
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2.
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Party
B shall be responsible of associated taxes, workplace safety fees,
creditors’ rights and duties, and any claims from third
parties.
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3.
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During
the term of the Agreement, Party B shall be responsible for any damage
caused to Gas Station. Upon termination of the Agreement, the Parties
shall resolve the expenses on improvement of the Gas Station through
consultation.
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4.
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If
the performance of the Agreement is rendered impossible due to a force
majeure event (e.g., earthquake, flood, changes in government policy),
Party B shall be entitled to a refund of rent calculated pro rata from the
date that operation of the Gas Station ceased. The refund shall be paid
within one week.
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Article
VII: Breach of Agreement
If Party
A unilaterally terminates the Agreement, Party A shall pay RMB 50,000 per month
to Party B for the remaining lease period, plus 1.5% interest per month as a
penalty. If Party B unilaterally terminates the Agreement, Party B shall pay RMB
50,000 per month to Party A for the remaining lease period, plus 1.5% interest
per month as a penalty.
Any party
who breaches the Agreement is subject to a damage equivalent to 5% of the annual
lease amount.
Article
VIII: Dispute Resolution
Any
dispute arising from the performance of the Agreement shall be resolved through
consultation between the parties. If no resolution can be reached through
consultation, any party may submit the dispute to a court.
Article
IX: Supplementary Articles
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1.
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Party
B shall have the priority to renew the Agreement upon
expiration.
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2.
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The
parties may enter into a supplemental agreement for any unsettled matter
under the Agreement. the supplemental agreement shall have the same effect
of the Agreement.
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3.
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The
Agreement is executed into four duplicates. Each party shall hold two
duplicates. The Agreement shall become effective upon signing by the legal
representative or authorized signer of each
party.
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Party A:
[Name of Lessor]
Party B:
Orient Petroleum Group Co., Ltd.
[Effective
Date]