Exhibit 10.28


 


Shengfeng Building Lease Contract


 


Party A (Lessor): Fuzhou Tianyu Shengfeng Industrial
Co., Ltd.


 


Party B (Lessee): Shengfeng Logistics Group Co.,
Ltd.


 


In accordance with the contract law of the People’s
Republic of China and relevant laws and regulations, Party A and Party B, on the basis of equality and voluntariness, enter into this
Agreement on the lease of the house by Party A to Party B and the lease of the house by Party B in order to clarify the rights and obligations
of both parties.


 


Article 1 The subject matter and its use


 


1. Party A will lease the 2312.96
square meter commercial office building on the 4th and 6th floors of Shengfeng Building, No. 478, Fuxin East Road, Gushan Town, Jin’an
District, Fuzhou City to Party B for office use. Without the written consent of Party A, Party B shall not change the use of the house.


 


Article 2 Lease period


 


1. The rental period: from
2020/11/1 (YYYY/MM/DD) to 2022/10/31 (YYYY/MM/DD).


 


2. Lease renewal: Party A will
continue to rent under the condition that the purpose of the house remains unchanged, and Party B will have priority of the rents under
the same conditions. However, if Party B needs to renew the lease upon the expiration of the lease term, it shall notify Party A in writing
two months before the expiration of the lease term, and both parties shall re-sign the lease contract.


 


Article 3 Decoration period


 


Party A agrees to give Party
B a / month(s) decoration period. The decoration period starts from / (YYYY/MM/DD) to / (YYYY/MM/DD), and no rent
will be charged during the decoration period. However, the water, electricity, property management and other expenses incurred during
the rent-free period shall be borne by Party B.


 






     


     


    

 


Article 4 Rent, property management fees,
water and electricity fees, performance bond and payment methods.


 


4.1 Rent (tax included): from
November 1, 2020 to October 31, 2022, the monthly rent is RMB115,648. Party B shall pay the rent of the current month by transfer before
the 10th of each month.


 


4.2 Property management fee:
the property management fee shall be paid according to the standard of RMB5 / square meter / month. The total property management fee
is RMB11,564/ month. Party B shall pay the property management fee of the current month by transfer before the 10th day of each month.


 


4.3 Water and electricity fees:
Party A shall collect the water and electricity charges from Party B according to the actual usage of Party B according to the collection
sheet, and the water and electricity charges of the public part shall be apportioned and calculated according to the rental area (including
sharing) of Party B. Party B shall pay the water and electricity charges to Party A by transfer before the 10th day of each month.


 


4.4 Parking fees: if Party
B applies for monthly car card, Party A will temporarily charge the parking fee of RMB100 / month / car.


 


4.5 Performance bond: Party
B shall pay a one-time deposit of RMB231,296 to Party A on the date of signing this contract as the guarantee for Party B to perform its
obligations and responsibilities under this agreement. Upon the expiration of this contract, after both parties have settled their claims
and debts, Party A shall return the deposit without interest within 7 working days when Party B has no breach of contract.


 


Article 5 Rights and Obligations of Party
A and Party B


 


5.1 Party A’s rights and obligations.


 


5.1.1 The rent and other related
fees shall be collected in accordance with the provisions of this contract.


 


5.1.2 Party A is responsible
for providing paid water and electricity for the normal use of the leased house.


 


5.1.3 To formulate
property management regulations, to supervise and inspect Party B’s use of leased houses, to stop Party B’s use of
leased houses in breach of contract, and conduct unified management and maintenance of related objects.


 






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5.1.4 Does not interfere with
or obstruct Party B’s legal business activities but has the right to stop Party B’s illegal or inconsistent business activities
as stipulated in this contract.


 


5.2 Party B’s rights and obligations


 


5.2.1 Collect rent and other
related fees according to the contract.


 


5.1.2 responsible for providing
water and electricity for normal use of the leased house with compensation.


 


5.1.3 to formulate
property management regulations, to supervise and inspect Party B’s use of the leased house, to stop Party B’s breach of
contract in using the leased house, and carry out unified management and maintenance of relevant objects.


 


5.1.4 Party A shall not interfere
or obstruct Party B’s legitimate business activities, but shall have the right to stop Party B’s illegal or non-conforming business activities.


 


5.2.3 Party B must strictly
abide by the property management regulations formulated by Party A or the property management agency entrusted by Party A. Without the
written consent of Party A, Party B shall not renovate or modify the structure of the leased property without authorization.


 


5.2.4 Party B’s decoration
plan shall be designed in strict accordance with the relevant national regulations and meet the national safety construction standards.
If it needs to be approved, Party B shall submit it to the relevant departments for approval, and the expenses shall be borne by Party
B. If Party A is needed to provide information, Party A shall provide assistance, and Party B’s decoration construction blueprints
shall be submitted to Party A before decoration construction.


 


5.2.5 During the lease period,
Party B shall apply for the business license and related licenses by itself in accordance with the regulations. Party A provide necessary
assistance and materials, and the expenses shall be borne by Party B.


 


5.2.6 Party B shall be responsible
for the proper use and maintenance of the leased property and accessories, and shall promptly eliminate all possible faults and dangers,
so as to avoid all possible hidden dangers.


 


5.2.7 In case of any damage
of the leased property and its ancillary facilities due to Party B’s fault or negligence such as improper or unreasonable use, Party B
shall be liable for compensation or maintenance. If Party B refuses to repair, Party A can repair on behalf of Party B, and the cost shall
be borne by Party B.


 


5.2.8 During the lease period,
Party B must strictly abide by the relevant provisions of the “Fire Control Regulations of the People’s Republic of China” and
the “Safety Production Law of the People’s Republic of China”, timely rectify and eliminate potential safety hazards, and actively
cooperate with Party A for fire protection. In the event of a security incident during the lease period, all economic and legal responsibilities
shall be borne by Party B and have nothing to do with Party A.


 






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5.2.9 If Party B no longer
uses Party A’s properties, it shall not damage the renovated parts and the structure of the house.


 


5.2.10 When the lease expires
or the contract is terminated early, the movable materials added by Party B in the leased property shall be removed by Party B within
15 working days. If the lease is overdue, it shall be deemed to have been given up by Party B and belong to Party A, and Party A shall
take back the leased property; All the materials in the leased property other than the movable materials purchased by Party B shall be
owned by Party A free of charge, and Party B shall transfer them to Party A in good condition within 15 working days.


 


5.2.11 Party B has the right
to independently carry out legitimate business activities in accordance with the provisions of this contract.


 


5.2.12 During the lease term,
Party B has no right to sublet part or all of its leased property to a third party.


 


5.2.13 Party B shall complete
the cancellation or change of address procedures of all licenses, approvals or permits with the leased place as the registered address
within 30 days after the termination of this contract. If it is overdue, the lessee shall pay liquidated damages at the rate of twice
the standard daily rent of the month before the termination of the contract for each overdue day.


 


Article 6 Liability for breach of contract


 


6.1 If Party B fails to pay
rent, utilities and other expenses in full and on time, for each day overdue, Party B shall pay Party A the penalty of 5‰ of the
total amount of overdue.


 


6.2 In case of any of the following
circumstances in the process of Party B’s performance of this contract, it is a fundamental breach of contract by Party B. in addition
to the losses caused to Party A, Party A shall have the right to terminate this contract (except article 6.2.5), and the performance bond
paid by Party B shall be used as liquidated damages to Party A, which shall not be returned. Party A shall recover the lease and recover
the arrears:


 


6.2.1 Pay rent, utilities,
and other expenses more than 30 days overdue.


 


6.2.2 Conduct business activities
illegally in violation of the provisions of this contract.


 






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6.2.3 Violation of clause 5.2.3
of this contract to alter the structure of the leased property without authorization or to renovate the leased property without the written
consent of Party A.


 


6.2.4 Violation of clause 5.2.4
of this contract, decoration construction drawings in violation of relevant national regulations, decoration without authorization.


 


6.2.5 Cancel this contract
in advance without authorization.


 


6.2.6 Party B fails to obtain
Party A’s agreement to change the lease use and unauthorized sublease.


 


6.2.7 In the event of force
majeure or unforeseeable and objective reasons of both parties, this contract cannot be continued, the contract shall be terminated in
advance, and the parties shall settle their claims and debts and shall not bear each other’s liability for breach of contract.


 


Article 7 Supplementary Provisions


 


7.1 For matters not covered
in this contract, both parties shall negotiate amicably, and a supplementary contract may be concluded.


 


7.2 Parties to fulfill this
contract dispute shall be settled through friendly consultations. If the negotiation fails, the dispute shall be submitted to the people’s
court where Party B is domiciled for arbitration.


 


7.3 This contract becomes effective
after both parties have signed and sealed and Party B has paid the performance bond in full as agreed in this contract.


 


7.4 The annex to this contract
has the same legal effect as the contract.


 


7.5 There are two copies of
this contract, each of which is held by Party A and Party B, with the same legal effect.


 


	Annex: 1. 	“Red Line Map of Lease Objects”
	             2.	“Safety Responsibility Agreement”


 


	Party A: Fuzhou Tianyu Shengfeng Industrial Co., Ltd.	 	Party B: Shengfeng Logistics Group Co., Ltd.


 


	Representative:	 	 	Representative:	 


 


	Phone:	 	 	Phone:	 


 


	Signing Date: 2020.10.16	 	 


 



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