Exhibit 4.34




(English
Translation of the Original Contract in Chinese)




Exhibit 4.34




Lease Agreement




This
agreement (this “Agreement”) is entered into by and between:



Lessor: Jiangsu Linyang Electronics Co., Ltd. (“Party A”)



Lessee: Jiangsu Linyang Solarfun Co., Ltd. (“Party B”)



Pursuant to the Contract Law of the People’s Republic of China and the relevant laws and
regulations, in order to establish the rights and obligations of both parties hereto with respect
to the lease of the premises hereunder, Party A and Party B hereby enter into this Agreement under
the principles of equality and free will after consultation:



Article I. Basic Information Regarding The Premises




The location of the premises to be leased: Floor number one of the production workshop, Floor
number one of the digital company, and the color steel room, which are located at No. 1259,
People’s West Road, Qidong City.



The property structure: The production workshop is frame-structured, and the color steel room
is color-steel-structured.



Floor area: 3,000 square meters.



Article II. Use of the Leased Premises




Use of the premises: The production workshop, the digital company and the color steel room
shall be used as warehouses only. Party B hereby guarantees that, during the term of the
lease, it may not change the use of the premises without Party A’s written consent and without
approvals from relevant authorities.



Article III. Improvement of the Leased Premises




(1) Within 12 days after the signing of this Agreement, Party A shall conduct the following
improvements to the leased premises: remove the partition wall in the production workshop and
remodel the color steel room into a warehouse. The expenses for the above-mentioned improvements
shall be borne by Party A.



(2) Party B is not allowed to renovate or decorate the leased premises. Both parties may
reach additional agreements in writing regarding the addition of new objects in the leased
premises.


 


1









 





Article IV Lease Term




(1) The term of the lease is one year (i.e. 12 months), starting from January 1, 2009 to
December 31, 2009.



(2) If Party A breaches its obligation hereunder and terminates this Agreement before the end
of the lease, Party A shall pay Party B which amount is equal to 3 months’ rent as compensation.
If Party B breaches its obligation hereunder and terminates this Agreement before the end of the
lease, Party B shall pay Party A which amount is equal to 3 months’ rent as compensation.



(3) After the term of the lease, Party A may take back the leased premises. If Party B wishes
to extend the term of lease, it shall notify Party A in writing 30 days before the term of lease
ends. After Party A agrees with such extension of lease term, both parties shall execute a new
lease agreement with respect to the extension.



If Party A raises no objections to Party B’s continued use of the leased premises after the
expiration of the term of the lease, this Agreement continues to be effective and the lease shall
be deemed a non-term lease, under which each party shall have the right to terminate this Agreement
at anytime by providing a 30-day written notice to the other party.



Article V. Rent




(1) Standard rate of rent: the standard rate of rent for the leased premises is RMB one
million (RMB1,000,000) per year. The rent shall remain unchanged for one (1) year. After January,
2010, both parties may negotiate on the adjustment of the rent and may enter into new agreement in
this regard.



(2) Time and method of rent payment: Within 15 days after the signing of this Agreement,
Party B shall transfer the rent into an account designate by Party A.



Article VI. Deposit of the Leased Premises




(1) At the delivery of the leased premises by Party A to Party B, Party B shall pay Party A
the lease deposit of RMB five thousands (RMB5,000).



(2) After the expiration of the lease or termination of this Agreement, Party A shall, after
deducting the rents, fees and compensation payment obligations which arise out of breach of this
Agreement borne by Party B, return the remaining amount of the lease deposit to Party B.


 


2









 





Article VII Other Fees and Expenses




During the term of lease, the relevant fees and expenses in connection with the leased
premises shall be borne in accordance with the following:



(1) Party B shall pay the fees in connection with water, electricity, telephone, cable TV, heating
and gas. Party B shall keep relevant receipts or invoices for such fees and expenses and make them
available for Party A’s inspection.



(2) Party B shall pay the applicable tax and fees in connection with the lease. Any other fees in
connection with the leased premises that have not been addressed in this Agreement shall by borne
by Party B.



Article VIII Delivery and Return of the Leased Premises




(1) Delivery: Party A shall delivery the leased premises under the agreed conditions to Party
B before January 1, 2009. The delivery is deemed to occur after (a) both parties shall sign and
affix their corporate seals on the List of Ancillary Fixtures and Equipment of the Leased Premises,
and (b) after Party A hands over the keys of the leased premises to Party B.



(2) Return: After the expiration of the lease or termination of this Agreement, Party B shall
return the leased premises with ancillary fixtures. After inspection of the leased premises, both
parties shall sign and affix their corporate seals on the List of Ancillary Fixtures and Equipment
of the Leased Premises. Both parties shall settle the relevant fees and expenses in connection
with the leased premises.



Any objects added by Party B may be removed and taken away by Party B. Any fixtures or
decoration in the leased premises added by Party B shall become the property of Party A without any
compensation to Party B.



After the return of the leased premises, Party A has the right to dispose of the objects which
are left in the leased premises by Party B without Party A’s consent.



Article IX Maintenance of the Leased Premises and the Ancillary Fixtures




(1) During the term of lease, Party B shall be responsible for the maintenance and repairs of
and the security of the leased premises and the ancillary fixtures (the “Premises”). Party B shall
notify Party A of any major repairs that Party A is responsible for. If Party A thinks fit, Party
A shall carry out such major repairs in time.



(2) Party A shall not be responsible for the repairs and maintenance of and the security of
renovation, decoration and new objects added by Party B.



(3) During the term of the lease, Party B shall be responsible for the fire and safety of the
Premises, keeping the area surrounding the Premises clean, and other comprehensive safety and
security obligations as required by relevant laws and regulations. Party B shall cooperate with
Party A for Party A’s inspection of the Premises in this regard.


 


3









 





(4) Party B shall use the Premises reasonably. Party B shall be responsible for repair of the
Premises or compensate Party A for any damages or malfunctions (if applicable) of the
Premises due to the unreasonable and/or improper use of the Premises by Party B. If Party B refuses
to repair or otherwise be responsible for such damages or malfunctions, Party A may repair the
Premises or purchase new objects instead, and Party B shall be responsible for any fees and
expenses incurred in connection with it.



(5)Party B shall not be responsible for any wear and tear due to the nature of or reasonable
use of the Premises.



(6) During the term of the lease, Party B shall not damage any equipment in the Premises.
Party B shall seek Party A’s written consent before Party B changes the internal structures,
decoration or equipment of the Premises and Party B shall bear the cost and expenses for such
changes. At the expiration of the lease, unless otherwise agreed, Party A shall be entitled to ask
Party B to restore the Premises to the original condition or pay for the expenses that Party A may
incur if Party A restores the Premises to the original condition itself.



Article X. Sublets




Unless otherwise agreed by both parties, Party B shall seek for Party A’s prior written
consent before Party B sublets the lease in part or in whole to any third party.



Article XI. Termination




(1) The parties may terminate this Agreement if they reach a consensus through consultation.



(2) This Agreement shall be terminated and neither party is liable to the other for breach of
contract under the following circumstances:




(a) the Premises becomes part of the demolishment plan of the government as required by the
development of the city in accordance with applicable laws and regulations;




(b) the Premises is damaged, destroyed or incurs other losses as a result of earthquake, fire or
other force majeure events.



(3)Party B shall have the right to terminate this Agreement unilaterally if:




(a) Party A delays the delivery of the Premises for more than 10 days.




(b) the Premises so delivered is not under the conditions as agreed hereunder, which adversely
affects Party B’s use of the Premises.




(c) the Premises so delivered is dangerous to the safety or health of Party B.




(d) other reasons______________________________.


 


4









 





(4) Party A shall have the right to terminate this Agreement unilaterally if:




(a) Party B fails to pay the rent after it is due and outstanding for more than 30 days or fails
to pay the rent at all.




(b) The amount owed by Party B to Party A exceeds RMB5,000.




(c) Party B changes the use of the Premises without Party A’s consent.




(d) Party B changes the major structure of or causes damages to the Premises without Party A’s
consent.




(e) Party B sublets the Premises to any third party without Party A’s consent.




(f) Party B conducts illegal activities in the Premises.




(g) Other reasons
_______________________.



Article XII Dispute Solution




Any disputes arising out of or in connection with this Agreement shall be resolved through
consultation between the parties or by meditation. If consultation or meditation fails, the
disputes may be referred to arbitration at Nantong Arbitration Committee in accordance with
applicable laws and regulations.




This Agreement shall become effective after signing and affixing the seals of both parties.
This Agreement shall be executed in four (4) original copies, with each party holding two (2)
original copies.



	 	 	 
	Lessor (Party A) Seal: Jiangsu Linyang Electronics Co., Ltd. (seal affixed)

	 	Lessee (Party B) Seal: Jiangsu Linyang Solarfun Co., Ltd. (seal affixed)
	 
	 	 
	Address:

	 	Address:
	 
	 	 
	License No.:

	 	License No.:
	 
	 	 
	Legal Representative:

	 	Legal Representative: /s/ Ping Xie
	 
	 	 
	Telephone:

	 	Agent:
	 
	 	 
	Agent of the Lessor (signature): /s/ Yonghua Lu

	 	Telephone:
	 
	 	 
	Address:
	 	 
	 
	 	 
	Telephone:
	 	 







 


5