fs1a1ex10ii_ea2chnyida.htm


     

     

    Exhibit 10.7

     

    Land
Use and Leasing Agreement

     

    
      	
              Individual
      A:

            	
              Fujian
      Jintai Tourism Economic Development Area Administrative
      Council

            


    

    
      	
              Address:

            	
              #10,
      Wo Ping Pei Street, Tai Ning Province

            
	Legal
      Representative:	Sheng,
      Fu Giang, Director


    

     

    
      	
              Individual
      B:

            	
              Fujian
      Jintai Tourism Industrial Development Co.,
ltd

            


    

    
      	
              Address:

            	
              Wo
      Chung Street, Tai Ning Province

            
	Legal
      Representative:	Chen,
      MinHua, Chairman


    

     

     

    
      
        
          

        

      

    

     

    
      According
to Article 16 of the “Fujian Tai-Ning Great Golden Lake Tourism
Particular

      
        Approval
of Business Agreement”, the two individuals agree to the following
terms:

      

    

     

    
      	
              Item
      1

            	
              According
      to this agreement, Individual A agrees to lease the “Land-Use Right” to
      Individual B.  Because the government’s own law which gives the
      administration the right to the social and public interest, the
      underground resources, hidden wealth and municipal utilities are not
      in the lease of this land use
rights.

            


    

     

    
      	
              Item
      2

            	
              The
      territory for land use, location of ancestors’ site and cadastral
      pre-survey code are all listed in the attached appendix.  When
      there is a need to use any ancestors sites, both individuals have to
      sign necessary documents and registration agreements with Fujian Jintai
      Tourism Economic Development Area Administrative
  Council.

            


    

     

    
      	
              Item
      3

            	
              The
      term for the land use of this agreement is 30 year, commencing August 21,
      2001 and ending August 20, 2031.

            


    

     

    
      	
              Item
      4

            	
              The
      rent for the Land-Use Right of this agreement is listed on Article 22
      of the “Fujian Tai Ning Great Golden Lake Tourism Particular Approval
      of Business Agreement”.

            


    

     

    
      	
              Item
      5

            	
              During
      the period of this leasing agreement, if Individual B needs to make any
      Basic and structure changes of the leasing property, the individual has to
      get prior approval from Individual A.  Individual B shall be in
      accordance with the law for land use and precede all necessary authorized
      procedure.

            


    

     

    
      	
              Item
      6

            	
              During
      the period of this leasing agreement, profits made on the land use right
      belongs to Individual B.

            


    

     

    
      	
              Item
      7

            	
              Upon
      expiration of this agreement, any substance on the land, disposal of
      buildings will be arranged according to Article 30 of the “Fujian Tai Ning
      Great Golden Lake Tourism Particular Approval of Business Agreement”,
      provide all necessary documents and registration
    procedures.

            
	 	 
	Item
      8	Due
      to the management need of Individual A, there are instances to construct
      management and non-management facilities, Individual B shall give full
      supportto this activity.  Use of the land will not be
      returned.  Individual A confirmed that he will not engage in any
      commercial activities.


    

    
       

       

      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    
      	
              Item
      9

            	
              Upon
      signing of this agreement, both Individual A and Individual B shall submit
      necessary application to the County to lease the use of ancestors sites
      and complete all leasing
agreements.

            


    

     

    
      	
              Item
      10

            	
              The
      conclusion of the contract, effectiveness, interpretation, and
      dispute settlement is applicable to the laws, laws and regulations
      and rules and regulations of the People’s Republic of China. In case
      of disputes, matters will be handled according to
      the jurisdiction of the location of the
  property.

            


    

     

    
      	
              Item
      11

            	
              Any
      terms not listed in this leasing agreement, both parties can prepare a
      mutual supplementary agreement.  The supplementary
      agreement shall have the same function and legality of the
      original agreement.

            


    

     

    
      	
              Item
      12

            	
              This
      leasing agreement has nine (9) copies.  Both Individual A and
      Individual B, “Fujian Tai Ning Great Golden Lake Tourism Particular
      Approval of Business Agreement” each concerned party, Tai Ning
      Province Land Use Administration and Tai Ning Province Notary Office each
      holds one (1) copy.  The agreement shall be in effect upon the
      signing/stamp of both parties.

            


    

     

    
      	
              Individual
      A:

            	
              Fujian
      Jintai Tourism Economic Development Area Administrative
      Council

            
	 	 
	Representative
      (signed by):	Sheng,
      Fu Giang
	 	 
	Individual
      B:	
              Fujian
      Jintai Tourism Industrial Development Co., ltd

              
                Representative
      (signed by):Chen, MinHua

              

            


    

     

     

     

     

    Date: October 30,
2001

    Signed at Tai Ning
Province