Contract of Lease of
Property
|
Leasor:
|
Guo, Lei, a People’s Republic
of China citizen, in his capacity as Trustee under that certain
Property Trust Agreement, with Sichuan Yinfa Resource Development
Co., Ltd., as Trustor, dated December 16, 2008 (“Party
A”)
|
|
Leasee:
|
China Health Resource, Inc., a
Delaware corporation (“Party B”)
|
(Collectively, the
“Parties”)
Pursuant to the Contract Law of the
People’s Republic of China, and based on the principles of
equality, voluntarily, fairness and honesty, this Contract is made
and entered into by and between Party A and Party B, through
amicable negotiation. Both sides do hereby agree to abide by and
execute this Contract:
1. Party A agrees to lease a
forestry property to Party B as land for the use of commercial
planting. The forestry property is located in Heiwengtang Valley,
Xianping Forestry, Pingwu County, Mianyang City, Sichuan Province,
the People’s Republic of China, with the forest area and
license number of the property as B5103185981 (the “Demised
Premises”). The total area is 3,262 acres. The property is
licensed by Mr. Lei Guo.
2. Term of the Lease: From December
30, 2008 to December 30, 2039.
3. Fixed Rent of the Demised
Property for the Full Term:
The Parties agree that Party B shall
pay the total rent of the Demised Premises for the full Term in an
amount equal to US$5,775,994 (the “Fixed Rent”) to
Party A as the consideration for lease of the Demised Premises,
which amount may be paid with that certain Convertible Promissory
Note between the Parties, dated December 30, 2008 (the
“Note”), shares of Party B’s Class A Common Stock
(the “Common Stock”) or a combination
thereof.
4. Rent Payment Arrangement of Party
B:
Except as may otherwise be agreed
between the Parties, payment of the Fixed Rent shall be made as
follows:
(1) Party B shall execute the Note
with Party A or his appointed authorized agent on December 30, 2008
in an amount equal to US$5,710,994.00.
(2) Party B shall issue to Party A
on December 30, 2008 43,000,000 shares of its Common
Stock.
5. Delivery of the
Premises:
Party A shall deliver the Demised
Premises to Party B on December 30, 2008.
6. The shares of Common Stock
referred in Item 4(2), shall be issued in reliance upon an
available exemption from the registration requirements of the U.S.
Securities Act of