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Document Preview Property Leasing Agreement |
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Title: |
Property Leasing Agreement |
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Entities: |
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Date: |
2007 |
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Size: |
29KB total |
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Price: |
$35 |
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ID: |
#2894139 |
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Start of Preview |
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Property Leasing Agreement
between
China Life Insurance (Group) Company
and
China Life Insurance Company Limited
Table of Contents
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1. |
Conditions Precedent | 2 | ||
|
2. |
Scope of the Lease | 2 | ||
|
3. |
Term | 3 | ||
|
4. |
Rent | 3 | ||
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5. |
Rights and Obligations of Both Parties | 4 | ||
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6. |
Amendment and Termination | 7 | ||
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7. |
Liability for Breach of Contract and Damages | 7 | ||
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8. |
Representations and Warranties | 8 | ||
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9. |
Force Majeure | 9 | ||
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10. |
Miscellaneous | 9 | ||
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11. |
Communications | 10 | ||
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12. |
Governing Law and Dispute Resolution | 11 | ||
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13. |
Supplementary Provisions | 11 | ||
Appendix I: Schedule of the Property Leased to Party B by Party A
Appendix II: Schedule of the Property Sub-let to Party B by Party A
This property leasing agreement (the Agreement) was entered into by and between the following two parties in Beijing, the Peoples Republic of China (PRC or China).
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Party A: |
China Life Insurance (Group) Company Address: 5 West Guanyingyuan, Xicheng District, Beijing Legal representative: Yang Chao | |
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Party B: |
China Life Insurance Company Limited Address: 16 Chaowai Avenue, Chaoyang District, Beijing Legal Representative: Yang Chao | |
Whereas:
| 1. | Party A is a duly organized and validly existing solely state-owned insurance company. |
| 2. | Party B is a duly organized and validly existing joint stock limited insurance company; |
| 3. | The two parties have signed a property leasing agreement (the Original Agreement) in December 2005 and the Original Agreement will expire on December 31, 2006. The two parties undertake to made proper adjustments and fair and reasonable arrangement so that Party A shall rent out its self-owned property to Party B and sublet the property it rents from other parties to Party B based on the Original Agreement. |
This Agreement is made based on mutual benefits of and through friendly consultations by the two parties according to Administrative Rules on Urban Real Estate of the Peoples Republic of China and Contract Law of the Peoples Republic of China.
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| 1. | Conditions Precedent |
| 1.1 | Party A owns all of the property listed in Appendix I hereto (hereinafter referred to as property of Party A). The property of Party A listed in Appendix I includes property possessed by Party A and its subsidiary companies and such subsidiary companies have consented Party A to sign this Agreement. |
| 1.2 | Party A has the right to sublet all of the property listed in Appendix II hereto (hereinafter referred to as property for subletting). |
| 1.3 | The property mentioned in above Clause 1.1 and Clause 1.2 is both referred to as the property hereunder. |
| 1.4 | Party A agrees to lease the property of Party A to Party B according to terms and conditions of this Agreement and to sublet the property for subletting to Party B for Party Bs use as offices. Party B agrees to rent the property of Party A and the property for subletting according to stipulations of this Agreement. |
| 2. | Scope of the Lease |
| 2.1 | Party A possesses 1,174 sites of property with total constructions area of 508,989.19 square meters, among which 559 sites with total construction area of 335,643.77 square meters are stipulated in the Original Agreement and the rest 615 sites with total construction area of 173,345.42 square meters are newly added. Please refer to Appendix I for details and Appendix I constitutes a part of this Agreement. |
| 2.2 | There are totally 126 sites of property for subletting with total construction area of 132,426.32 square meters. Please refer to Appendix II for details and Appendix II constitutes a part of this Agreement. |
| 2.3 | The property hereunder shall be deemed having been handed over to Party B on January 1, 2007. The property covered in the Original Agreement shall be under good state satisfied Party Bs requirements and Party A undertakes the newly added property in this Agreement is under good state satisfied Party Bs requirements at the hand-over time. |
| 2.4 | The two parties hereby agree that both parties may raise request to narrow the scope of rent for the next year according to their respective business requirements with a written notice to the other party before November 30 of each year. The two parties shall, according to request of the other party for narrowing of the scope of rent, modify the appendices of this Agreement as regulated by Clause 10.4 of this Agreement to reduce sites of the property hereunder and adjust the rent hereunder according to stipulations in Clause 4.4 of this Agreement. |
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| 2.5 | The two parties hereby agree that both parties may raise request to expand the scope of rent for the next year with a written notice to the other party before November 30 of each year. Provided that the two parties reach an agreement for expansion of the scope of rent for the next year, they shall modify the appendices of this Agreement as regulated by Clause 10.4 of this Agreement to add sites of the property hereunder and adjust the rent hereunder according to stipulations in Clause 4.4 of this Agreement. |
| 2.6 | The two parties hereby agree that Party B may raise request to narrow the scope of rent for that year with a written notice to Party A with one month in advance. Rent for the returned property till the month when Party B removes out shall be paid. |
| 3. | Term |
| 3.1 | Unless otherwise regulated by listing rules of Hong Kong Exchanges and Clearing Limited (listing rules), the term of this Agreement shall be from January 1, 2007 to December 31, 2009. |
| 3.2 | The term for the property for subletting shall be the term of the original property agreement subtracting the term Party A has occupied such property, but shall not be later than December 31, 2009. |
| 3.3 | Unless otherwise stipulated in this Agreement or with prior written consent of the other party, neither party may terminate this Agreement or rent of any property hereunder at an earlier time than stipulated herein. |
| 4. | Rent |
| 4.1 | The rent for the property of Party A shall be determined based on the market price. For the property whose price is hard to be compared with market price, the rent shall be determined by adding a reasonable profit of 5% to the cost of Party A (including amortization of the original coat or depreciation, maintenance expenses, property tax, business tax, additional tax, stamp tax, etc.). Party A shall bear all the taxes arising from leasing out of the property owned by Party A. |
| 4.2 | The rent for the property for subletting shall be determined based on the rent price in the original property leasing agreement and by adding all taxes Party A shall pay due to subletting of such property including property tax, business tax, additional tax, and stamp tax, etc. |
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| 4.3 | According to estimation, Party B shall pay total rent of 65.9813 million RMB to Party A each year, among which 46.6128 million is for the property of Party A and 19.3685 million is for the property for subletting. The final rent amount shall be determined according to Clause 2.4, 2.5, 4.4 and 4.6 of this Agreement. |
| 4.4 | A supplementary agreement shall be signed by the two parties within the last month before end of each year to adjust the rent amount for next year according to market price and narrowing or expansion of the scope of rent. |
| 4.5 | During term of this Agreement, the rent amount stipulated in this Agreement shall be paid by Party B to Party A once every half year respectively before January 31 and July 31 (Payment Date) of each year. The rent amount payable each time shall be half of the total rent amount for the whole year. If the Payment Date is not a working day, the rent shall be paid not later than the last working day before the Payment Date. |
| 4.6 | Calculation method for the rent amount Party B shall pay each time: |
| 1) | the rent payable by Party B to Party A each time = summary of the rent for all sites of property rented from Party A for the payable term |
| 2) | the rent for each site of property = the total rent for such site for that year *1/2 |
| 4.7 | The payable rent shall be paid to an account designated by Party A. |
| 5. | Rights and Obligations of Both Parties |
| 5.1 | Party A, as the party to rent out the property, enjoys the following rights: |
| 1) | To receive rent according to this Agreement; |
| 2) | To enjoy other rights regulated in this Agreement. |
| 5.2 | Party A, as the party to rent out the property, shall bear the following obligations: |
| 1) | Unless otherwise stipulated in this Agreement, Party A guarantees it has the right to rent out the property of Party A according to this Agreement and it has the right to sublet the property for subletting hereunder with consent of a third party according to the property leasing agreement Party A signs with such third party and stipulations of this Agreement. |
| 2) |
Party A undertakes to take all necessary actions to ensure the property |
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hereunder and renting of such property conform to related regulations. Party A guarantees and undertakes to pay compensation in full amount within 30 days after receiving Party Bs written request for compensations for any losses (including all economic losses) caused by Party As failure to fulfill the above undertakings. |
| 3) | Party A shall rent out and sublet the property as required by Party B. |
| 4) | Party A shall bear all the property tax, business tax, additional tax, stamp tax, land-using tax and all the other taxes payable according to laws arising from leasing property to Party B. |
| 5) | During term of this Agreement, provided that Party A intends to transfer its ownership of the property of Party A to a third party, Party A shall inform Party B of such intention. Party B has preemption right to purchase such property under the same conditions. In case Party B waivers such preemption right, Party A may transfer the ownership to a third party under the same conditions. However, the transfer shall take effect only with the precondition that the third party, as the party to rent out the property hereunder, shall be bound by this Agreement. |
| 6) | Party B may require reducing sites of rented property according to its business situations with a written notice to Party A one month in advance. |
| 7) | Party A shall provide necessary assistance for reasonable requests of Party B related to using of the property Party B rents according to this Agreement. |
| 8) | Party A shall perform all of its obligations as the party to rent out the property and shall not affect Party Bs normal using of the rented property hereunder with any actions or inactions. |
| 9) | Unless otherwise regulated in this Agreement, during term of this Agreement, Party A shall not withdraw the property hereunder, partly or wholly, or terminate this Agreement at an earlier time. |
| 5.3 | Party B, as the party to rent the hose property hereunder, enjoys the following rights: |
| 1) | to occupy and use the property hereunder according to this Agreement; |
| 2) |
to carry out non-structural decoration and reconstruction of the property hereunder at its own cost according to its business requirement without violating related laws, regulations and |
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commitments in this Agreement. Such decoration and reconstructions shall not bring adverse effect on value of the property and/or rights of Party A. |
| 3) | to sublet the property of Party A hereunder, partly or wholly, with prior written consent of Party A. (inapplicable to the property for subletting) |
| 4) | to require increase of the number of sites of the property hereunder according to its business situations, with which Party A shall try its best to satisfy Party B. |
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