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Exhibit 10.11
HOUSE LEASE AGREEMENT
This Agreement is made by and
between:
Lessor:
Real Estate Co. of Shanghai China International Travel
Service Co., Ltd.
Lessee:
Shanghai Kid Castle Educational Software Development
Corporation
Premises Manager:
Shanghai
Kuo Chi Lu Articles Management Ltd.
Agreement No.:
GL04-4
In accordance with the
"Agreement Law of the People's Republic of China" and
the
regulations concerned, to
assure the relationship of rights and obligations
among the Lessor, Lessee and
the Premises Manager, this Agreement is based on
the agreement of the parties
through identical negotiation.
ARTICLE 1 LEASE LOCATION:
4th Floor, International
Travel Mansion, No. 1277, Beijing West Road, Shanghai
ARTICLE 2 LEASE AREA (all the "area"
in this Agreement designates the building
area) 1,092.95 m(2)
ARTICLE 3 LEASE TERM:
Commencement date: May 1,
2004
Termination date: April 30,
2006
If the Lessee needs to extend
the lease term, it is necessary to notify the
Lessor two months before the
expiry of the term. If both parties agree on
renewal of the Agreement, the
content of the renewal agreement shall be
negotiated and determined in
mutual consensus before expiration of the Agreement
and the renewal Agreement
shall be executed. The rental for renewing this
Agreement follows the market
but the largest change shall not be more than 8% of
the rental of this Agreement.
If both parties cannot reach an agreement, this
Agreement will terminate
automatically on expiry.
When this Agreement
terminates, the Lessee shall move out of the
International
Travel Mansion on time and
return the Premises in good condition to the Lessor.
If the Lessee cannot return
the lease location according to the termination date
of this Agreement, the
Lessor, without giving up any other rights or remedy
measures, shall have right to
ask the Lessee to pay twice the original rental
for the delay in moving out,
in addition to the realty management expense and
the other expenses actually
incurred during this period.
ARTICLE 4 GUARANTEE OF THE LESSOR AND
THE PREMISES MANAGER:
The Lessor and the Premises
Manager have all the legal rights, limits of
authority and capability to
sign this Agreement and to undertake all the
responsibilities and
obligations that this Agreement guarantees.
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ARTICLE 5 PURPOSE OF LEASE
LOCATION:
The lease location rented by
the Lessee is used as an office and for a business
purpose that is in accordance
with national laws and within the Lessee's
business scope. The Lessee
shall not change the purpose of the lease location
without the written agreement
of the Lessor in advance, and has no right to
sublet all, or part, of the
location to another party.
If the Lessee would like to
register two companies, the Lessor agrees to sign
two agreements separately
under the conditions the same as those of this
Agreement.
ARTICLE 6 BASIC RENTAL:
For the first year (from May
1, 2004 to April 30, 2005), the rental is
calculated in accordance with
RMB 1.56 per square meter of the building area and
the monthly rental is RMB
51,866 (capitalization: FIFTY ONE THOUSAND EIGHT
HUNDRED SIXTY SIX RMB). For
the second year (from May 1, 2005 to April 30,
2006), the rental is
calculated in accordance with RMB 1.68 per square meter
of
the building area and the
monthly rental is RMB 55,865 (capitalization: FIFTY
FIVE THOUSAND EIGHT HUNDRED
SIXTY FIVE RMB).
The rental is to be paid
within the first five working days of each month.
ARTICLE 7 REALTY MANAGEMENT
EXPENSE:
Realty Management Expense is
calculated in accordance with RMB 0.66 per square
meter of the building area.
The monthly subtotal is RMB 21,943 (capitalization:
TWENTY ONE THOUSAND NINE
HUNDRED FORTY THREE RMB). The payment date and method
of the realty management
expense is the same as the rental.
The realty management expense
is for the maintenance of the auxiliary equipment
of the International Travel
Mansion, the security and sanitation of the public
area, the water, air
conditioning and elevators within the building, etc.
ARTICLE 7 ELECTRICITY
CHARGE:
It is calculated in
accordance with the electricity meter set independently
for
the lighting of the lease
location or other electricity used for the office of
the Lessee. The items of
electricity charge included are as follows: 1. The
lighting of the lease
location; 2. The electricity used for the outlets in the
lease location; 3. The
electricity used for air conditioning and elevators, and
any additional electricity
used by the Lessee. The Lessor, according to the
requirement of the Lessee,
sets up two electricity meters for the eastern and
western areas separately and
charges the Lessee according to the electricity
actually used.
ARTICLE 8 DEPOSIT FOR HOUSE
LEASE:
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The deposit for house lease
is the rental for three months, equal to RMB 155,598
(capitalization: ONE HUNDRED
FIFTY-FIVE THOUSAND FIVE HUNDRED NINETY EIGHT RMB)
for the first year and RMB
167,568 (capit
