[UNOFFICIALENGLISH TRANSLATION] GasStation Leasing Business Contract

 

1.

The term of the lease for the gas station is from June 1st 2009 to May 31, 2039.

 

2.

The contract becomes effective after both parties sign the contract. The lease starts from the date when Party B takes over the gas station.

 

1.

The annual rent for the gas station is six hundred thousand renminbi ( 600,000 RMB), the term of the lease is 30 years with a total of eighteen million renminbi (18,000,000 RMB)

 

2.

After the agreement has been signed and five days after Party B takes over the gas station, Party B should pay Party A 80% of the rent, with a total of 14,400,000 RMB. After all the formalities have been processed and transferred such as refined oil business license and dangerous chemical certificate and Party A does not have any remaining issues of tax and measurement，Party B shall pay Party A the remaining 20% of the rent. Party A is responsible for all the expenses in relation to the transfer procedure.

 

1.

After Party A has completed all the related procedures, both parties shall start to transfer the leasehold and Party B accepts the leasehold as it and changes the image of the packaging if needed.

 

2.

If there is any construction quality issue within one year, Party A is responsible for repair and maintenance.

 

1.

During the lease period, all the usage interests belong to Party B.

 

2.

During Party B’s business operation, Party A is responsible for coordinating with all neighbors and land owners and guarantees the normal supply of water and electricity. Party B is responsible for the water and electricity costs.

 

3.

Party A promises that there is no pending lawsuit/disputes and collateral over the gas station. Because of Party A causing the title dispute of the leasehold and Party B unable to conduct business normally, Party A shall assume all liabilities.

 

4.

Party B must operate the business by laws and is responsible for its own profit and loss, pay the tax by laws and assume all its own debt and civil liabilities.

 

5.

During the lease period, due to the title dispute of the gas station or demolition, relocation or becoming the planning site by the authority, Party B can not operate its business normally, Party A shall return all the rent for the remaining period to Party B and assume all the actual loss of Party B.

 

1.

Party A shall assume all the taxes, liabilities, debts of the gas station occurred before leasing to Party B and Party B assumes no responsibility.

 

2.

Party B shall assume all the liabilities occurred after the normal operation by Party B and Party A assumes no responsibility.

 

3.

During the leasing period, due to the urban planning that cause demolition or relocation of the gas station, Party A shall return Party B the rent for the remaining year of the lease.

 

1.

Party A’s default: return all the rent paid by Party B and pay Party B 10% of the rent as the default payment.

 

2.

Party B’s default: have no right for the rent payment and pay Party A 10% of the rent as the default payment.

 

3.

If the gas station can not operate normally because of the dispute of the land ownership, Party A shall assume all the actual loss of Party B during the close down of the business. If the dispute of land ownership causes the lease contract to be unable to be fulfilled， Party B has the right to terminate the contract and does not assume any default liability. Party A shall return Party B the rent for the remaining year of the lease.

 

1.

In the event of force majeure causes the contract unable to be fulfilled.

 

2.

The change of the national polices causes the business to be unable to operate.

 

3.

If the contract is terminated in advance, Party A shall return Party B the rent for the remaining year of the lease.