Exhbit
10.12
Construction with Investment
and
Management of CNG-LNG
Project Contract
January 26, 2007
This contract is signed by both parties on
January 26, 2007 in Xuancheng City.
Parties
of this Contract:
People’s Government of Xuancheng City,
Anhui Province (hereinafter referred to as Party A)
Legal
Representative: Gao Dengbang
China
New Energy Development Investment Company Limited
(hereinafter referred to as Party
B)
Legal
Representative: Wang Zhenhong
Sinoenergy Corporation
(hereinafter referred to as Party
B)
Legal
Representative: Deng Tianzhou
In order to promote local economic development
and in accordance with relevant regulations of Contract Law of
the People’s Republic of China and Company Law of
the People’s Republic of China , both parties come to an
agreement and sign this contract on Party B invest and construct
CNG-LNG project in Xuancheng City upon the principle of mutual
benefit and friendly consultation.
Clause I Content and Scale of the
Project
1.1 Party A agrees China New Energy Development
Investment Company Limited and Sinoenergy Corporation to
collectively invest and construct CNG-LNG (Compressed and Liquefied
Natural Gas) project in Xuancheng City, Anhui Province. Scale of
the project: annual natural gas processing capacity is 300 million
m 3 , the product in initial period is CNG, and the
product in future period is LNG. Target of natural gas is settled
by Party B.
1.2 Total investment of the project is USD 28
million (refer to the Feasibility Research Report submitted by
Party B).
1.3 Party B makes registration in Industrial and
Commercial Administration Bureau of Xuancheng City to found
“Anhui New Energy Company Limited” with registered
capital of USD 5 million in cash.
Clause II Scope, Price and Payment of Land for
Construction
2.1 Party A transfers a piece of land of 60Mu to
Party B at one time (located in Tianhu Town, Economic Development
Zone, Xuancheng City) as industrial land, price of transfer is CNY
112,000/Mu (refer to Clause I of the appendix for relevant contents
of the price), and term of use is 50 years. Transfer of the land is
executed in accordance with relevant regulations of
China.
2.2 Payment is executed according to the
Transfer Contract of Use Right of State Land signed
between Party B and Municipal Bureau of State Land and
Resources.
Clause III Schedule of the
Project
After acquiring approval documents and land,
construction of this project shall be started within 12 months and
actualized according to the schedule defined in the Feasibility
Research Report.
Clause IV Programming and
Construction
4.1 Party A provides land with “Five
Connections and One Flatness” for Party B (refer to Clause II
of appendix).
4.2 Party B must develop and use the land
according to the use, term and conditions regulated in relevant
laws and Transfer Contract of Use Right of State Land .
Party B can consign designers with relevant qualifications to make
programming and design without violating relevant regulations, and
transact capital construction procedure after being examined and
approved by relevant authorities.
Clause V Conditions of
Construction
Party A shall assist to provide basic
establ
