exv10w7



 





Exhibit 10.7




HuiZuShou No. 0010

HuiZuBei No. 0010

HuiZudeng No. 0010





Guangzhou City


House Lease Contract




Compiled & Printed by

Guangzhou Municipal Administration of State Land, Resources and Housing




 









 








Guangzhou City


House Lease Contract




Lessor:



Guangzhou Urban Construction & Development Co., Ltd (hereinafter referred to as
Party A)



Lessee:



Guangzhou Media Message Technologies, Inc. (hereinafter referred to as Party B)



This contract is reached by and between both parties in accordance with the
state, provincial and municipal laws and regulations as well as the relevant
administrative rules for real estate on the principles of equality and mutual
interests. Both parties agree to abide by and obey supervision and
administration of local real estate authorities.




	1.	 	Party A agrees to lease its real property located at Floor 10, No. 123,
Tiyu West Street, Tianhe District with a building area of 1,486.404 square
meters to Party B for office use.
	 
	2.	 	Term & Rent of Lease Agreed Upon by Both parties





	 	 	 	 	 	 	 	 	 
	Lease Term
	 	Amount of Monthly Rent (Currency: RMB)

	 	In figure
	 	In word

	From Sept. 26, 2003 to
Sept. 25, 2006	 	 	118,912	 	 	One hundred and
eighteen thousand, nine
hundred and twelve
	 
	 	 	 	 	 	 	 	 
	From

	to
	 	 	 	 	 	 	N/A







Note:





	1)	 	Lease Term under this contract shall be within twenty years.
	 
	2)	 	The national and municipal lease policies shall be referred to for
determination of lease rent if the leasehold is for residential use. Both
parties may seek decision of lease rent via negotiation if the household
is for business purpose.
	 
	3)	 	Additional table may be used in case that the table above provides no
enough blank.
	 
	4)	 	Blank space in the table must be filled with N/A.





Lease rent shall be settled per month by means of bank transfer from Party B to
Party A before the fifth day of each month. Lease rent shall be adjusted
according to the newly issued standard by Guangzhou municipal real property
administrations if the national welfare housing policy is subject to any
changes or the structure and fitment of the leasehold is reformed. In such
case, party B shall have the right to pay the lease rent according to the
adjusted rent to Party A.




	3.	 	Party B has rendered a deposit of RMB 237,824 Yuan to Party A (refer to
the housing reform policy for specific amount of lease deposit if the
leasehold is state-owned. The lease deposit for non-residential and other
types of houses shall be no more than the total amount of three months.)
and pledges to use the household based on the lease contract signed by
both parties. Upon expiration or termination of this contract, Party A
shall reimburse this deposit to Party B.




 









 






	4.	 	During the lease term, Party A shall assume the following
responsibilities:






	1)	 	Shall deliver the leasehold as well as its accessorial equipment
to Party B for use in accordance with this contract. Late delivery
will result in a penalty equal to 0.2% (less than 3%) of monthly rent
per day to Party B.
	 
	2)	 	Shall be responsible for a periodic safety inspection of the
household and any maintaining cost for natural damages incurred to the
main structure of the household. A house resuming agreement shall be
signed and entered with party B into in the event that temporary move
from the household is required due to maintenance and repair of it.
Party A shall indemnify Party B for any individual casualties or lost
in its assets.






	 	 	Please refer to supplementary contract for other maintaining or repairing
responsibilities of Party A.






	3)	 	A written notice shall be made to Party B three months (or even
longer) in advance in case of any intended transfer of the leasehold
and thirty days in advance for any intended mortgage.
	 
	4)	 	Shall obtain advance consent from Party B if it intends to
terminate this contract during the lease term.






	5.	 	During the lease term, Party B shall assume the following
responsibilities:






	1)	 	Shall make the payment of lease rent in time. Late payment will
result in a penalty equal to 0.2% (no more than 3%) of monthly rent
per day. Party A shall have the right to terminate this contract and
retract the household if rent payment has been delayed for 30 days.
	 
	2)	 	Shall use the leasehold based on the intended usage of it Party A
may terminate this contract and retract the household if Party B apply
the household for other purpose other than that specified in this
contract unilaterally.
	 
	3)	 	Shall obtain consent in writing from Party A and sign a written
contract with Party A if it plans to expand, add or reconstruct the
household (inclusive of rearrangement of partition), and make fitment
or install equipment inside. Lease rent shall be reconsidered in such
case and Party A shall have the right to supervise the engineering.
	 
	4)	 	The following rules shall be observed for sub-let or relet of
this household;






	a.	 	No sub-let or relet of this household is allowed. In case
of its violation of this regulation, access of the household
entitled to Party B shall be automatically waived and this
contract shall become void since the date of sub-let or relet
without refund of lease deposit. In such case, Party B shall be
held liable for any loss resulted from therein.
	 
	b.	 	Sub-let or relet is agreed upon. In such case, a sub-let
or relet contract shall be signed with lease rent as well as terms
of contract reset before registration.






	5)	 	Shall take care of the household and its accessorial equipment
and use them properly. Any discovery of natural damages of the
household and its accessorial equipment shall be reported to Party A
with positive cooperation in inspection and repairing rendered to
Party A. Party B shall be liable for individual casualties and asset
losses due to its delayed repairing. In the event that the household
is improperly used or damaged intentionally, Party B shall be
responsible for repairing or compensating.




 









 












	 	 	Please refer to the supplement contract for other repairing
responsibilities assumed by Party B.






	6)	 	A consent from Part y is required A in advance if Party B intends
to install or use any electrical or water supply equipment that
exceeds the nominal readings of such equipment. Party A shall register
to the concerned authorities for such capacity increase with any cost
payable by party B.
	 
	7)	 	Shall maintain the site safe from fires. No storage of illegal
combustibles and explosives inside the household.
	 
	8)	 	During the lease term, an advance agreement shall be obtained
from Party A if Party A intends to terminate this contract.
	 
	9)	 	Shall return the household and its accessorial to Party A upon
expiration of this contract with Party A’s requirement or upon
termination of this contract. If intending to extend this contract,
consultation with party A three months (more than 3 months) in advance
is needed with new contract signed and entered by both parties.
	 
	10)	 	The national one-child policy must be strictly abided by during
the lease term.






	6.	 	Default Liabilities






	1)	 	Either party shall have the right to rescind this contract prior
to its expiration in the event that the other party fails to perform
terms of this contract or violate the relevant laws and regulations
concerning real property lease administration. The breaching party
shall be held liable for any loss arising from therein.
	 
	2)	 	Upon expiration of this contract, if Party B fails to pay for the
extra occupation of the household without extending this contract with
Party A that meanwhile claims recovery of the household, Party A shall
be entitled to a penalty amounting to N/A % (less than 100%) of the
total rent for the extended use of the household in additional to
legal rights to request Party B to move from the household and pay
rent.
	 
	3)	 	In the event that either party propose to rescind this contract
unilaterally without any legal or promissory reasons, the other party
shall have the right to ask defaulting party to indemnify any loss
arising from therein and pay a penalty equal to N/A % (less than 100%)
the total rent for the extended use of the household.






	7.	 	Penalties as well as compensations shall be paid within ten days since
such duties are determined, late payment of which will be resulted in a
late fee equal to 0.2% of the total amount of those money.
	 
	8.	 	During the lease term, in case that the real property administration
concludes after inspections that the household fails to meet the relevant
safety codes, this contract shall become void. The liable party shall be
responsible for any loss in relation to or arising from therein.
	 
	9.	 	Either party shall be waived from any duties to other party if this
contract becomes unexecutable owing to any force majeure.
	 
	10.	 	Both parties shall observe the relevant stipulations concerning house
removing of Guangzhou city if the land where the household stands is
requisitioned. Otherwise, the liable party shall be responsible for any
loss arising from therein.




 









 






	11.	 	Both parties shall seek settlement of any dispute via negotiation with
good will; which if fails, either party may file a lawsuit to the People’s
Court. Neither party shall threaten the other party by any means in the
course of negotiation or suit.
	 
	12.	 	Either party shall be responsible for any tax or fee respectively during
the lease term.
	 
	13.	 	Both parties may sign and enter into supplementary contracts without any
part against the relevant laws and regulations of the state, province and
the local city for any issue not covered in this contract. Guangzhou
Municipal Real Estate Property Lease Contract shall prevail if such
supplements contradict with this contract and carry required notes.
Supplements, after negotiated and settled by both parties and then
registered to the real property lease administration, shall become
appendix of this contract with the same legal force.
	 
	14.	 	This contract shall become effective since it is signed by both parties
and then registered to the real property lease administration.
	 
	15.	 	During the lease term, any modifications or rescinding of this contract
and the supplement by both parties shall be registered to the lease
administration within ten days.
	 
	16.	 	After expiration of this contract, failure to register termination of
this contract to the original lease administration by either party shall
be deemed that Party A does not dissent from Party B’s continuous lease of
the leasehold and this lease shall be effective still for another certain
period when both parties shall pay the relevant taxes and fees conforming
to the applicable regulations and rules.
	 
	17.	 	This contract is made into two originals, each for either party, and one
copy for the real estate lease administration as record. A second copy
shall be made and submitted to the real estate removing administration as
record if the household is applied as a turnover for removing purpose.
	 
	18.	 	Refer to the supplement for other covenants agreed upon by both parties.





	 	 	 
	Party A (seal):

	 	Party B (seal):
	Guangzhou Urban Construction & Development Co., Ltd

	 	Guangzhou Media Message Technologies, Inc.







	 	 	 	 	 
	Authorized Representative:	 	Authorized Representative:
	/s/

	 	 	 	/s/ Cai Fung
	Add: No. 189, Tiyu West St. Guangzhou , China

	 	 	 	Add: Room1201, Tian He Business
	

	 	 	 	Building, No 8 Zhong Shan AV.W.
	

	 	 	 	Guangzhou China
	Tel: 020-38799388

	 	 	 	Tel: 020-87579569
	Date of Signing: September 2003
	 	 	 	 







 









 






Appendix 1:




Household Information Table




____ (Day)____ (Month)____ (Year)




	 	 	 	 	 	 	 	 	 	 	 
	Location	 	Blg. 10, No. 123, Tiyu West St.	 	Land No.	 	 
	Proprietor	 	 	 	 	 	Proprietary Cert. No.	 	 
	Building Area	 	1486.404M2	 	Usable Floor Area	 	 
	Intended Use	 	Office	 	No. of Floors	 	 
	Circumscription	 	East	 	South	 	West	 	North
	 
	Household Ichnography







	 	 	 
	Party A (Seal):

	 	Party B (Seal):