2013 Nanyang Asset Lease Agreement


 


This agreement is entered into by the following parties on
19 April 2013 in Guangzhou:


 


Party A: China Southern Air Holding Company (CSAHC) (Lessor)


Domicile:


Legal representative:


 


Party B: China Southern Airlines Company Limited (Lessee)


Domicile:


Legal representative:


 


In view of the business development needs of Party B, after
amicable discussion between Party A and Party B, they reached the following agreement on the matters related to Party B’s
renting the buildings of Party A:


 


Article 1   Undertakings


		1.	Party A is a Chinese company which legally subsists, it has obtained
                                         the business licence from the Industry and Commerce Administration department according
                                         to the relevant provisions of the law and regulations of China, and has performed the
                                         annual filing duty according to the regulations.



		2.	Party A legitimately owns the legal and complete rights of the
                                         buildings listed in Appendix 1 to this agreement.



		3.	Party B is a Chinese company which legally subsists, it has obtained
                                         the business licence from the Industry and Commerce Administration department according
                                         to the relevant provisions of the law and regulations of China, and has performed the
                                         annual filing duty according to the regulations.



 


Article 2Subject matter of the lease


Party B will rent the assets under the name of Party A as set
out in Appendix 1 to this agreement. Both parties have determined the rent according to the fair and just principles, Party A
undertakes to charge Party B a rental rate not exceeding the average rental rate in the same lot of the same district.


 




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Article 3Term of the lease


Party A and Party B agree that the term of the lease of the
assets listed in Appendix 1 to this agreement shall be two years from 1 January 2013 to 31 December 2014, upon expiry of the term,
both parties will decide to terminate or renew according to the actual situations.


 


Article 4   Rights and obligations of both parties


		(1)	Rights and obligations of Party A



		1.	To receive rent as agreed in the lease agreement; to issue invoice
                                         within 15 working days from the day the rent of Party B is received in the account.



		2.	To deliver the properties for use by Party B as scheduled according
                                         to the stipulations of the lease agreement;



		3.	To be in charge of the regular safety inspection of the properties
                                         listed in Appendix 1, to bear the maintenance costs of wear and tear of the main structure
                                         of the property;



		4.	To bear the real estate tax, land-use right tax of the assets listed
                                         in the Appendix to this agreement.



 


		(2)	Rights and obligations of Party B



		1.	To pay rent to Party A as scheduled according to the stipulations
                                         of the lease: rent is payable once every quarter, Party B shall pay one-fourth of the
                                         rent of the year before the 15th of the first month of each quarter;



		2.	The related expenses of heating, water, electricity, gas and property
                                         management etc incurred during the rental period should be borne by Party B;



		3.	Party B accepts the entrustment of Party A to handle the reporting
                                         and payment of the real estate tax, land-use right tax on behalf of Party A according
                                         to the relevant provisions of the local competent tax authority. The taxes shall be borne
                                         by Party A, the real estate tax will be settled on a quarterly basis, the land-use right
                                         tax will be settled on an annual basis. Party A will pay to Party B within 15 working
                                         days after Party B has provided the original tax payment proof and a breakdown schedule
                                         of the assets for which taxes had been paid and reported to Party A.



		4.	To use, take care of and properly use the buildings and its ancillary
                                         facilities in the normal way according to the usage nature of the buildings rented. Beware
                                         of fire safety, and dangerous objects which are easily combustible and explosive should
                                         not be stored illegally in the buildings.



 


Article 5 Transaction limit


The parties to this agreement unanimously agree that the rent
shall be RMB30,259,100 per year. For details, please refer to the appendix to this contract.


 




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Article 6Force Majeure


		1.	If this agreement cannot be performed due to force majeure events,
                                         both parties shall not bear responsibilities for the non-performance of this agreement,
                                         and the agreement will be automatically terminated. If some parts of this agreement cannot
                                         be performed due to force majeure events, the corresponding duties of the party which
                                         has suffered the force majeure events will be waived according to the degree of impact
                                         of the force majeure events. For force majeure events which occur after the postponement
                                         of performance, the duties cannot be waived.



Force majeure events refer to objective situations
that cannot be foreseen, cannot be avoided and cannot be overcome, including but not limited to war, plague, strike, earthquake,
flooding etc.


		2.	If either party cannot perform the agreement due to force majeure
                                         events, it should notify the other party within 48 hours in time in order to reduce the
                                         losses brought proof within 15 working days. If it is unable to notify and provide proof
                                         before the deadline with reasonable grounds, the time specified in this clause can be
                                         postponed according to the actual situations.



 


Article 7Resolution of disputes


All disputes arising from the signing or performing of this
agreement should first be resolved by amicable discussion by all parties. If the discussion fails, either party can institute
a law suit in a competent People’s Court.


 


Article 8   Other matters


		(1)	This agreement will be effective starting from the day it is signed
                                         and chopped by both parties;



		(2)	All the parties will enter into a supplementary agreement on any
                                         matters not covered by this agreement, the supplementary agreement will have the same
                                         force as this agreement;



		(3)	This agreement is prepared in sextuplicate, each of both parties
                                         retains three copies which are equally legally binding.



 


	Party A: China Southern Air Holding Limited	 	Party B: China Southern Airlines Company Limited
	Authorized representative:	 	Authorized representative:
	[signature] [seal]	 	[signature] [seal]


 




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