EXHIBIT
4.9


[Signed
by the project company]


Guangdong
Province of the People's Republic of China


 


 


Domestic
Garbage and Sewage Treatment Infrastructure at Villages and Towns, Wujiang District


 


Whole
PPP Project Package


 


 


 


PPP
Project Contract


 


 


 


Purchaser:
Housing and Urban-Rural Development Bureau of Wujiang District, Shaoguan City


 


 


 


July,
2018


 




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Chapter
I Overview of Project Contract


I.
Overview of the Project


Guangdong
Province proposed to build a moderately prosperous society ahead of schedule in 2018 and to achieve China's first "Centenary Goal".
It is also a crucial three years to further promote the prevention and control of water pollution and fully achieve the goal of water
environment quality. The protection of the water environment concerns the vital interests of the people, building of a moderately prosperous
society in an all-round way, and the Chinese Dream of great rejuvenation of the Chinese nation. At present, due to the relatively weak
economic foundation and insufficient investment in water pollution control in Wujiang District, there is an urgent need to carry out
a comprehensive investigation and renovation to solve the historical debt of environmental control.


A
lot of infrastructure construction is required to drive the new round of economic development of our country. For current backwardness
of sewage treatment and domestic garbage collection and transportation system in Wujiang District, it is a good opportunity to meet the
national policy requirements of vigorously implementing PPP financing mode and promoting the transformation of government functions,
and vigorously build environmental protection infrastructure to achieve the goal of being well-off in an all-round way under the environment
of investment guarantee, policy support and rapid development in the process of sewage and domestic garbage treatment in villages and
towns.


The
infrastructure construction of sewage and domestic garbage collection and transportation at villages and towns is large-scale and requires
huge investment, so we must adopt the PPP investment and financing mode, and change the role of the government as both "athlete"
and "referee" to strengthen the function of planning and supervision. It is necessary to introduce powerful social capital
and technology, comprehensively sort out the rationality of existing sewage and garbage treatment facilities with the help of its capital
and technical advantages, improve construction of sewage and garbage treatment facilities, and enhance the overall efficiency of sewage
and garbage treatment facilities to achieve efficiency.




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According
to the available data and on-the-spot investigation, the sewage at Chongyang Town, Jiangwan Town and Longgui Town in Wujiang District
has not been treated effectively, and the foundation of overall sewage treatment construction is weak.


Longgui
town is close to the domestic garbage landfill site, and the domestic garbage is collected and transported directly to the existing domestic
garbage landfill site for disposal. However, Jiangwan Town and Chongyang Town are very far away from the domestic garbage landfill site,
and the one-way transportation distance is even more than 50 km. The high transportation cost hinders the harmless treatment of local
domestic garbage and it is urgent to find a new way out suitable for the local actual situation.


Construction
of this project can improve the ecological investment environment of Wujiang District, increase the investment interest of domestic and
foreign investors, promote and expand the relationship between regional economy and domestic and foreign economy, and drive sustainable
social and economic development.


In
a word, in accordance with the Government Purchase Law of the People's Republic of China, Regulations on Implementation of the Government
Purchase Law, Environmental Protection Law of the People's Republic of China, Contract Law of the People's Republic of China, Guidance
on Purchase of Services by the Government from Social Forces (issued by the State Office [2013] No. 96), Guidance of the State Council
on Innovation of Investment and Financing Mechanisms in Key Areas to Encourage Social Investment (Guofa [2014] No. 60), Opinions on Promoting
Third-Party Governance of Environmental Pollution (issued by the State Office [2014] No. 69), Guidance on Promoting Cooperation Model
between Government and Social Capital in the Field of Public Services" (issued by the State Office [2015] No. 42), Notice on Issuance
of Operational Guidelines for Cooperation Model between Government and Social Capital (trial) (Caijin [2014] No. 113), Guidance on Cooperation
between Government and Social Capital (Development and Investment [2014] No. 2724), Notice on Issues Related to Implementation of Demonstration
Projects on Cooperation between Government and Social Capital (Caijin [2014] No. 112), Notice on Deepening Cooperation between Government
and Social Capital in the Field of Public Services (Caijin [2016] No. 90), Guidelines for Implementation of Government and Social Capital
Cooperation Projects in Traditional Infrastructure" (Development and Reform Investment [2016] No. 2231), Notice on Full Implementation
of the PPP Model for Government-Participated Sewage and Garbage Treatment Projects (Caijian [2017] No. 455), and other relevant laws,
regulations, standards and norms. The financing needs of this project are clear, the preliminary work needs to be improved, and the




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construction-operation-transfer
(BOT) model is used to implement. This model introduces social capital in the early stage of the project, which completes survey and
design (including project establishment), construction, operation and transfer of the project, which can make up for the lack of pre-project
work. and give full play to the advantages such as advanced social capital technology and rich operation experience to achieve project
life cycle cost control. The advices from potential social capital partiesare fully solicited during the project preparation phase, and
professional consulting institutions such as technical, financial and legal personnel are commissioned to provide consulting services
in ths model.


 


II.
Subject of the Contract


Authorized
by the People's Government of Wujiang District, Shaoguan City, Guangdong Province, this contract is carried out by Housing and Urban-Rural
Development Bureau of Wujiang District (hereinafter referred to as "Party A"). Address: F3, District Government compound, Huimin
South Road No. 128, Shaoguan City, Guangdong Province, authorized Representative: Huang Yishun, Title: director.


Social
capital party of this project is from Shanghai Onway Environmental Development Co., Limited & Guangzhou Ruiyi Environmental Protection
Technology Co., Ltd. & Guangdong Xifu Environmental Protection Technology Co., Ltd. & Guangdong Xinzhen Construction Engineering
Co., Ltd. (Joint) (Shanghai Onway Environmental Development Co., Limited , Registered
place: Room 7953, Building 2, Pan Yuan Road No. 1800, Changxing Town, Chongming District, Shanghai, Registration No.: 91310000322311813W,
legal Representative: Peng Wenlie. Guangzhou Ruiyi Environmental Protection Technology Co., Ltd., registered place: No. 218, Guangzhou
Meibo Center, Urban Construction Building, No. 189 Sports West Road, Tianhe District, Guangzhou, Registration No.: 91440106745969537D,
legal Representative: Chen Huanlin. Guangdong Xifu Environmental Protection Technology Co., Ltd., Registered place: Room B1-338, 339,
340, Ruihe Road No. 39, Huangpu District, Guangzhou, Registration No.: 91440116749922111Q, legal Representative: Huang Zongcai); Guangdong
Xinzhen Construction Engineering Co., Ltd., Registered place: Room 301, F3, Building 22, No. 2 Zone of Xincheng East District, Qingyuan
City, Registration No.: 914418026886271691, legal Representative: Zhu Shixiang) and.


Project
company (hereinafter referred to as "Party B"): Shaoguan Angrui Environmental Technology Development Co., Ltd., registered
place: Room 317, F3, Cenjiao Enterprise Office Building, Huanggangcen, Chongxia Management District, Longgui Town, Wujiang District,
Shaoguan City, unified social information code: 91440203MA51WMC327, legal representative: Ma Xiongbing.


It
was signed on August, 2018 in Wujiang District, Shaoguan City, Guangdong Province, China.


 




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Main
Contents and Terms of the Contract


The
main contents and terms of this contract include introduction, definition and interpretation; scope and duration of the project; prerequisites;
project financing; project land; project construction; project operation; project maintenance; equity change restrictions; payment machine
system; performance guarantee; government commitment; insurance; compliance obligations and legal changes; force majeure; government
supervision and introduction; breach of contract, early termination and post-termination mechanism; project transfer; applicable law
and dispute resolution; contract attachment; environmental protection; declaration and warranty; notice; contract divisibility; contract
amendment, etc.


 


III.
Risk Allocation


The
purpose of this contract is to reasonably distribute risks among Party A, Social Capital Party and Party B, and clarify the relationship
of rights and obligations among the subjects of this contract, so as to ensure the smooth implementation of the project and realize value
for money.


The
core risks of the project are allocated in accordance with the following principles:


		(1)	The
                                            risks such as survey and design (including topics required for the establishment of the project),
                                            financing, construction, finance, operation, maintenance, transfer and environmental responsibility
                                            are mainly borne by the social capital party and Party B.



		(2)	Risks
                                            such as policies are mainly borne by the government.



		(3)	The
                                            risks such as macro-economy, force majeure and law shall be reasonably shared by the government,
                                            social capital party and Party B.



 


IV.
General Requirements


Establish
and improve the integrated urban and rural sanitation collection and transportation system and the village and town sewage treatment
system of "household collection, village collection, township transfer (treatment) and district treatment", promote the extension
of urban municipal infrastructure, technology, services and other public goods and public services to rural areas, and speed up the process
of integrating rural sanitation and sewage treatment into the unified management process of urban municipal system.




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Chapter
II Introduction, Definition and Interpretation


In
view of:


		(1)	The
                                            People's Government of Wujiang District decided to implement the PPP project (hereinafter
                                            referred to as "the Project" or "this Project") for the whole package
                                            of domestic garbage and sewage treatment infrastructure at villages and towns of Wujiang
                                            District (hereinafter referred to as "the Project" or "this Project")
                                            in a BOT (build-operate-transfer) manner, and authorized Party A to act as the implementing
                                            agency of the project.



		(2)	On
                                            the basis of following the principles of openness, fairness, impartiality and giving priority
                                            to the public interest, Party A has conducted an open tender from the day ( ) of 2018 to
                                            the day () of 2018. The following social capital parties were determined: Shanghai Onway
                                            Environmental Development Co., Limited, Guangzhou Ruiyi Environmental Protection Technology
                                            Co., Ltd., Guangdong Xifu Environmental Protection Technology Co., Ltd., Guangdong Xinzhen
                                            Construction Engineering Co., Ltd. Registered place: Room 7953, Building 2, Panyuan Road
                                            No. 1800, Changxing Town, Chongming District, Shanghai; Room 218, Guangzhou Meibo Center,
                                            Urban Construction Building, No. 189 Sports West Road, Tianhe District, Guangzhou; Room B1-338,339,340,
                                            Ruihe Road No. 39, Huangpu District, Guangzhou; Room 301, F3, Building 22, No. 2 Zone of
                                            Xincheng East District, Qingyuan City, Registration No.: 91310000322311813W, 91440106745969537D,
                                            9144011674992211Q, 914418026886271691, legal representatives: Peng Wenlie, Chen Huanlin,
                                            Huang Zongcai and Zhu Shixiang; As the social capital party of this project, they shall sign
                                            this project contract (signed version of social capital party) with Party A to confirm the
                                            rights, obligations and responsibilities of Party A, social capital party and Party B under
                                            this contract, and the PPP project contract (signed version of the project company) to be
                                            signed by all parties will be solidified.



The
parties hereby agreed on the following terms:




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Article
1 Definition of Terms


1.1
Definition of Terms


In
this contract, the following terms have the following meanings:


"Project"
or "this project", "sub-project of township domestic sewage treatment facilities", "sub-project of rural domestic
sewage treatment facilities", "sub-project of domestic garbage removal," and "sub-project of comprehensive reduction
and transportation of domestic garbage": They refer to the relevant terms defined in Article 2.1.


"Project
facilities": It refers to the town and rural sewage treatment plant facilities and supporting pipe network collection system, domestic
garbage removal and treatment facilities within the scope of the project.


"This
contract": It refers to the contract of this project signed between Party A and Party B, including Annexes 1 to 20, and any supplementary
modification agreements and Annexes signed by both parties in the future, each of the above documents shall be deemed to be incorporated
into this contract.


"Effluent
quality exceeding the standard": It means that any index detected at the effluent sample point exceeds the effluent quality index
specified in Annex 2.


"Outlet
sampling point": It refers to the sampling place approved by both parties to test the effluent quality of this project.


"Change
of law": Its meanings are as follows:


(1)
Any applicable law promulgated, modified, repealed or reinterpreted by any government department after entry into force of this contract;
or.


(2)
After entry into force of this contract, any government department shall modify any important conditions of approval or add any important
additional conditions. Moreover, any of the above situations lead to:


(i)
Any change in taxes, tax preferences, customs duties or (foreign exchange exchange rate) applicable to or borne by Party B; or.


(ii)
Any change in the requirements for investment, financing, design, construction, operation, maintenance and transfer of the project


"Working
day” It refers to the legal normal working day.


"Chemicals":
It refers to the chemicals and agents used for sewage treatment as described in Annex 6.


"Construction
period": It means that each sub-project starts from the commencement date of the project construction (hereinafter referred to as
"the beginning date of the construction period") to the date of commercial operation (excluding).


"Prudent
engineering operation practice": It refers to the practices, methods and practices adopted or accepted by most sewage treatment
plants and supporting pipe networks / domestic garbage removal systems / domestic garbage integrated reduction collection stations in
China similar to those adopted or accepted by the project, as well as the international practices and methods used.




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"Influent
quality does not meet the standard": It means that any index of sewage influent detected at the intake sampling point is lower than
the design index of influent quality specified in Annex 2.


"Intake
sampling point": It refers to the place approved by both parties to sample the influent for testing the influent quality of the
sewage of the project.


"Delivery
point": It means the discharge point after the sewage has been treated by this project.


"Start
date": For start date, refer to Annex 6.


"Commencement
of commercial operation date": It refers to compliance with the provisions of Article 8.2, and each sub-project shall be deemed
to be the date of commencement of commercial operation.


"Performance
guarantee": It refers to letter of guarantee provided by Party B to Party A in accordance with Article 12.1 of this contract.


"Approval":
It refers to the license, license, consent, authorization or approval required by Party B from the government department for the establishment,
design, construction, financing, operation, maintenance and / or transfer of the project in accordance with the provisions of this contract,
including the approval documents listed in Annex 9.


“Effective
date” It refers to the effective date of the agreement as stipulated in Article 29.5 of this contract.


"Material
difference": It refers to the inspection of the quality of incoming or effluent water / incoming garbage or garbage disposal. One
of Party A's verification results and Party B's self-test results shows that it exceeds / reaches the standard while the other shows
that it does not exceed the standard / does not reach the standard; or it refers to the measurement of the amount of water in or out
of water / garbage collection / garbage supply or actual reception, one of the results of Party A's verification and Party B's self-test
results shows excess / deficiency and the other shows no excess / deficiency.


"Bid
guarantee": It refers to the letter of guarantee submitted by the social investor in accordance with the provisions of the procurement
documents.


"Letter
of guarantee": It refers to the letter of guarantee provided to Party A in accordance with Article 12.2 of this contract.


"Breach
of contract“: It means that either party to this contract fails to perform any of its obligations under this contract, and such
breach of contract cannot be attributed to force majeure, etc."


"Default
rate": It refers to the one-year loan interest rate set by the people's Bank of China applicable at the time of default plus 2%.


"Pipeline
land": It refers to the land on which Party B must use or enter and leave the supporting pipe network collection system built and
operated by Party B in accordance with this contract.


"Operating
year": It refers to any calendar year in the operating period, provided that the beginning of the first operating year shall begin
on the commercial operating date and the end of the last operating year shall end on the last day of the project cooperation period.


"Operating
month": It refers to any calendar month in the operating period, provided that the beginning of the first operating month shall
begin on the start of the commercial operating date and the end of the last operating month shall end on the last day of the project
cooperation period.


"Operation
Day": It refers to the 24-hour period beginning at 00: 00:00 and ending at 24: 00:00 on the same day during the operation period.




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"Operation
period": It refers to the period from the start of commercial operation to the end of the project cooperation period.


"Trial
start date": It refers to the day after the final completion date.


"Trial
operation period": It refers to the period from the start date of the trial operation to the start of the commercial operation date
(excluding).


"Transfer
date": It refers to the first day after the end of the project cooperation period, or any other date on which the project facilities
are transferred with the written consent of both parties.


"Government
department": It refers to (a) The State Council of China and its subordinate ministries, commissions, bureaus, departments and agencies,
any legislative, judicial or military authority of China, or other administrative entity with the administrative function of the central
government.


(b)
Any local legislative, executive and judicial departments in the area where the project is located, including Party A.


It
refers to the date of completion of the project in accordance with Article 8.2.


 




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1.2
Other


In
this contract:


		(1)	"Yuan"
                                            refers to "RMB" and is the legal tender of the People's Republic of China.



		(2)	Except
                                            as otherwise provided in the context of this contract, "one party", "parties"
                                            or "parties" shall be a party, parties or parties to this contract; each party
                                            to this contract or financing document shall include other successors and approved assigns.



		(3)	The
                                            referred day, week, month and year refer to the day, week, month and year of the Gregorian
                                            calendar.



		(4)	Unless
                                            indicated (excluding), the start and end dates of the period referred to shall be included
                                            in that period.



		(5)	Except
                                            as otherwise provided in the context, the word "including" shall at all times be
                                            deemed to be used in conjunction with "but not limited to"



		(6)	The
                                            contract referred to means the relevant contract and Annexes to the contract and such additions
                                            or modifications to the contract as may be made from time to time in any case.



		(7)	The
                                            laws, regulations or other documents to be complied with by Party B in the implementation
                                            of this project include amendments or replacements made by the authorized authority in any
                                            case.



		(8)	The
                                            reference to "maintenance" shall always be construed as including repairs and updates,
                                            unless otherwise provided in the context.



 


Chapter
III Scope and Duration of the Project


Article
2 Scope of the Project and Period of Cooperation


2.1
Definition and Scope of Project


 


2.1.1
Definitions of this Project and Subprojects


Party
A shall grant Party B to complete the preliminary work such as environmental impact assessment, social stability assessment, feasibility
study, soil and water conservation assessment, project establishment, design, construction, investment, financing, operation, maintenance
and transfer of sub-project facilities during the cooperation period of the project in accordance with the applicable laws and regulations,
take the payment method based on sewage collection and treatment, cleaning, domestic garbage transfer, comprehensive reduction treatment,
environmental quality improvement, pollutant emission reduction effect, and obtain the project service charge in accordance with the
provisions of this contract.




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This
project includes garbage sub-project and sewage sub-project.


The
garbage sub-project includes the domestic garbage removal sub-project and the domestic garbage comprehensive reduction collection and
transportation station sub-project. The specific construction content and scale are specified in Annex 4, where:


(1)
The domestic garbage removal sub-project consists of three parts, namely: a The garbage collection bins are equipped with garbage collection
bins at the garbage collection points in 3 towns (Chongyang Town, Jiangwan Town and Longgui Town) and villages (29 administrative villages
and 196 natural villages), and garbage compression collection vehicles are equipped to collect and transport the garbage to the transfer
stations and comprehensive reduction collection stations in each town street for disposal, then the domestic garbage collected by the
transfer station and the remaining residue after treatment by the comprehensive reduction collection station are transported to the Hualazhai
Domestic garbage Landfill site in Shaoguan City (or other terminal disposal sites designated by Shaoguan City) (hereinafter referred
to as Shaoguan Domestic garbage Terminal treatment site). Without increasing the government budget, the operation units are encouraged
to carry out technological innovation and recycling of domestic garbage; b) Cleaning in the town center of townships (Chongyang Town,
Jiangwan Town and Longgui Town); and (c) Cleaning of villages (29 administrative villages and 196 natural villages).


(2)
The sub-project of domestic garbage comprehensive reduction collection and transportation station refers to the construction of two new
domestic garbage comprehensive reduction collection stations in Chongyang town and Jiangwan town, with a treatment scale of 6 t / d and
3t/d respectively, with a total treatment scale of 9 t / d.


The
sewage sub-project includes the township sewage treatment facility sub-project and the rural sewage treatment facility sub-project. The
content and scale of physical construction are specified in Annex 4, where:


(1)
The sub-project of township sewage treatment facilities refers to the domestic sewage treatment plants and supporting pipe networks for
the construction of three new town streets (Chongyang Town, Jiangwan Town and Longgui Town).


(2)
The subproject of rural sewage treatment facilities refers to the rural sewage treatment facilities and supporting pipe network projects
of 77 natural villages at the streets of Chongyang Town, Jiangwan Town and Longgui Town.


2.1.2
Scope of Sewage Treatment and Garbage Removal Services in this Project.


The
sewage treatment services of this project covers the sewage treatment collected within the scope of the supporting pipe network collection
system of each sewage sub-project, and the garbage removal and treatment services covers the service areas of cleaning of township and
town centers, rural cleaning, domestic garbage transfer and comprehensive reduction of domestic garbage covered by various garbage sub-projects.
With the expansion of the town and village population areas in this




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project,
Party A has the right to decide to include the newly developed sewage treatment services, garbage removal and disposal service areas
or the construction of new rural selected sites into the service scope of the project according to applicable laws and legal infrastructure
procedures, the cooperation conditions and requirements shall be determined in accordance with the relevant provisions of this contract,
and the relevant costs shall be approved in accordance with the relevant financial indicators determined in the bidding documents. If
the partial provisions of this contract are not applicable to the long-term development of sewage treatment services, garbage removal
and disposal services, the two parties shall be determined through friendly consultation based on the principles and spirit established
during the bidding and negotiation of this contract.


2.2
Cooperation Period of this Project


Unless
extended or terminated in accordance with Article 16 of this contract, the project cooperation period of each sub-project shall be 30
years from the date of entry into force of this contract.


 


Chapter
IV Prerequisites


Article
3 Declarations and Conditions


3.1
Statement of Party A


Party
A hereby declares to Party B that on the effective date:


		(1)	Party
                                            A has been authorized by the People's Government of Wujiang District to manage and implement
                                            this project, has the right to sign this contract, and can perform all its obligations under
                                            this contract.



		(2)	Party
                                            A has received the People's Governments of Chongyang Town, Jiangwan Town and Longgui Town
                                            (hereinafter referred to as "the town governments") and 29 administrative villages
                                            (196 natural villages) in the three township areas of Chongyang Town, Jiangwan Town and Longgui
                                            Town. (hereinafter referred to as "village committees") in accordance with this
                                            contract and Annex 1 commitment guarantee letter. If there are no conditions in some rural
                                            areas or if the villagers do not agree to issue this letter 





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of
guarantee after negotiation, Party B shall waive the terms of the declaration, but Party A shall require the relevant village committees
to cooperate in the performance of this contract as far as possible.


		(3)	Party
                                            A shall complete the preliminary work of the project according to Annex 5.



		(4)	Party
                                            A has completed the procedures related to the Guangdong Provincial PPP Project Database (Department
                                            of Finance of Guangdong Province). 



If
the statements made by Party A here are proved to be materially untrue at the time of making, and such untrue statements seriously affect
the smooth progress of the project under this contract, Party B has the right to terminate this contract.


3.2
Statement of Party B


Party
B hereby declares to Party A that on the effective date:


(1)
Party B is a legal institution formally established in accordance with the laws of the People's Republic of China and has the legal personality
and right to sign and perform this contract and other contracts and financing documents related to this project.


(2)
Party B shall ensure that the capital of the project is higher than or equal to 20% of the provisional investment.


(3)
Party B and the social capital party shall ensure that the registered capital of the project company shall be higher than or equal to
20% of the project investment at any time during the project cooperation period, and the project company is jointly funded by the social
capital party and the government on behalf of [Shaoguan Wujiang Runheng Municipal & Rural Development Investment Co., Ltd.]. The
registered capital of the project is 26.6821 million yuan, which will be invested in batches according to the actual progress of the
project.


(4)
Party B has received all the application for shares and capital contribution certificates required by this contract and financing documents.


(5)
Party B has obtained effective insurance in accordance with the requirements of this contract.


(6)
The project company has paid the upfront charge to Party A or its designated unit in accordance with the requirements of the Purchasing
document of this project, and the specific amount is shown in Annex 5.


If
the statements made by Party B here are proved to be materially untrue at the time of making, and such untrue statements seriously affect
the smooth progress of the project, Party A has the right to terminate this contract.




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3.3
Rights and Obligations of Party A


		(1)	Coordinate
                                            the town governments and village committees to provide project land to Party B in accordance
                                            with the provisions of the Article 5.1 (1) and (2), and complete the requisition, demolition
                                            and relocation of the project land.



		(2)	Assist
                                            Party B to complete the work of “Sever connections and one leveling” of the project
                                            land and the supporting work of power supply outside the plant, water supply outside the
                                            plant and roads into the plant during the operation of the project, and be responsible for
                                            coordinating the departments of water supply and power supply in order to ensure normal work
                                            and living during the construction and operation of the project. The expenses incurred shall
                                            be borne by Party B and shall be included in the total investment of the project.



		(3)	Ensure
                                            that Party B has the right to use the land of township sewage treatment plants, rural sewage
                                            treatment facilities, domestic garbage comprehensive reduction collection stations, transfer
                                            stations and other sites in accordance with the relevant provisions of the PPP contract.



		(4)	After
                                            completion of this project, Party B shall enjoy exclusive rights for the treatment of sewage
                                            and domestic garbage at villages and towns within its service scope.



		(5)	The
                                            government payment for this project shall be incorporated into the medium-and long-term budget
                                            and approved by the National people's Congress.



		(6)	Assist
                                            Party B to obtain relevant permits or approvals in a timely manner, including, but not limited
                                            to, construction permits, etc.



		(7)	Be
                                            responsible for the employment of PPP consultants.



		(8)	Pay
                                            Party B's service charge in accordance with the PPP project contract to guarantee Party B's
                                            legitimate income.



		(9)	Supervise
                                            Party B's performance of this contract, including product and service quality, project operation
                                            status, environmental governance, operation effect and safety measures, and assist relevant
                                            departments to calculate and monitor enterprise investment and operating costs.



		(10)	According
                                            to the principle of respecting the public's right to know and encouraging the public to participate
                                            in supervision, Party A has the right to disclose the results of product and service quality
                                            inspection, monitoring, evaluation and rectification to the public in an appropriate manner,
                                            and accept and verify the complaints from the public against Party B as part of the performance
                                            appraisal of this project.



		(11)	Party
                                            B may be intervened or temporarily taken over in accordance with the provisions of this contract.



 




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3.4
Rights and Obligations of Party B


		(1)	According
                                            to the provisions of this contract, Party B shall bear the cost, liability and risk during
                                            the project cooperation period, be responsible for the preliminary work, design, construction,
                                            financing, as well as the operation, maintenance and transfer of the project facilities,
                                            and be responsible for the access of roads, external water and foreign electricity needed
                                            during the construction and operation of the project.



		(2)	Party
                                            B shall obtain the project service charge according to the environmental performance appraisal
                                            conducted by Party A on the environmental governance and operation effect of Party B in accordance
                                            with the provisions of this contract, enjoy the right to optimize the design and rational
                                            layout according to the latest policy assessment requirements of the province, city and district,
                                            and bear the expenses arising from the optimal design and rational layout.



		(3)	In
                                            principle, the design, construction, operation and maintenance work under this contract shall
                                            be carried out and completed by Party B. If Party B entrusts a third party, it shall obtain
                                            the prior written consent of Party A. Party B's obligations under this contract will not
                                            be reduced as a result of subcontracting and entrusted operation. Party B shall bear any
                                            liability and losses caused by the trustee / subcontractor. Party B shall ensure that the
                                            trustee / subcontractor has the legal qualifications, experience and ability to engage in
                                            related work, and shall ensure that the obligations and responsibilities for the design,
                                            construction, operation and / or maintenance of the project project under this contract are
                                            clearly specified in the entrustment contract / subcontract signed with the trustee / subcontractor.
                                            In the event of an emergency, Party B shall be the first responsible person on the site and
                                            shall not fail to act as a result of entrustment / subcontract.



		(4)	Party
                                            B shall actively coordinate its relations with the surrounding masses and units, and Party
                                            A will assist in handling these relations at the request of Party B.



		(5)	Accept
                                            the supervision of the relevant government departments, the contract performance management
                                            of Party A, the performance appraisal carried out by the performance evaluation agencies
                                            and the supervision of the public, obey the social and public interests, and devote themselves
                                            to the improvement of environmental quality, perform the obligations and services that should
                                            be done to the public welfare undertakings.



		(6)	If
                                            the government uses this project to apply for national special funds in the future, Party
                                            B shall provide assistance and the special funds shall be owned by Party A.



		(7)	Without
                                            the written permission of Party A, the registered capital shall not be reduced during the
                                            cooperation period.





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		(8)	The
                                            project company shall not be dissolved without the written permission of Party A.



		(9)	Timely
                                            submit to Party A for filing after making medium-and long-term development plans, annual
                                            business plans, annual reports, resolutions of the board of directors, etc.



		(10)	If
                                            the name, address or legal representative needs to be changed during the project cooperation
                                            period, Wujiang District Housing and Urban-Rural Development Bureau shall be informed in
                                            advance.





		(11)	All
                                            kinds of rubbish involved in each garbage sub-project and the resource products produced
                                            by the garbage disposal process shall be owned by Party B.


 


Chapter
V Financing of Projects


Article
4 Financing Obligations and Completion of Financing


4.1
Financing Obligations


For
the purpose of financing this project, Party B may use the expected income under this contract as a guarantee for the financing of this
project in accordance with the provisions of the applicable law, and Party B shall set up the security rights and interests without harming
the rights or interests of Party A. If Party B cannot successfully complete the project financing in the future, Party B shall ensure
that Party B's financing is in place by means of shareholder loan and supplementary guarantee.


Unless
there is a delay in the examination and approval of the government approval required for financing, Party B shall ensure that the financing
is completed within 30 days from the effective date of the contract (applicable to the signed version of the project company) and confirm
completion of the financing to Party A in writing within 5 working days after the completion of the financing. and deliver copies of
all signed financing documents and other supporting documents that Party A may reasonably require to show that the financing has been
completed.




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4.2
Financing Completion and Financing Documents


		(1)	The
                                            completion of the financing referred to in Article 4.1 means to sign and submit the necessary
                                            valid financing documents between Party B and the lender (including each previous proposal
                                            to obtain the first fund that meets or waives the requirements of the financing document),
                                            which aims to prove that all transactions necessary for Party B to obtain debt financing
                                            for this project have been completed, and Party B shall also receive the share subscription
                                            (or equity contribution) of the equity investors as may be required by this contract and
                                            the financing documents.



		(2)	The
                                            financing documents referred to in Article 4.1 refer to loan agreements, letters of guarantee,
                                            foreign exchange hedging agreements and other documents related to the financing or refinancing
                                            of the project, but do not include:



1)
Any documents relating to the subscription or equity contribution of the equity investor.


2)
Documents related to the provision of performance guarantee and operation and maintenance guarantee.


		(3)	Party
                                            B shall ensure that the loan agreement contains the lender's commitment to the following
                                            terms:




1)
As long as this contract (including attachments) is valid, the lender shall not take any action to affect, disturb, damage or terminate
Party A's rights under this contract, or otherwise adversely affect this contract.


2)
When Party B violates the loan agreement or Party B has major business or financial risks that threaten or infringe upon the interests
of creditors, the lender may exercise Party B's shareholder rights by subrogation and require Party B to improve its management and increase
its investment. or request a qualified institution approved by Party A to take over the project, subject to the following premises:


		(i)	The
                                            lender shall notify Party A in writing of Party B's breach of contract under the loan agreement.



		(ii)	Give
                                            Party A the right to correct Party B's breach of contract within 90 days after receiving
                                            the above notice of breach of contract.



		(iii)	Not
                                            to exercise any right or remedy of the lender against default during the period of the above
                                            correction.



		(iv)	If
                                            Party B's breach of contract fails to improve at the expiration of the correction period,
                                            the lender shall exercise its rights on the premise that it will not hinder or impair Party
                                            A's rights under this contract and the normal operation of the project. After the significant
                                            risk of the lender is relieved or additional guarantee measures acceptable to the lender
                                            are provided during the correction period, the lender shall cease to intervene.



 




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4.3
Breach of Financing Obligations


If
Party B fails to complete the relevant financing obligations in accordance with the provisions of this contract or fails to make full
financing in accordance with the requirements of this contract, Party B shall make corrections within 20 days from the date of Party
A's request for rectification; If it exceeds 20 days, Party B shall pay liquidated damages to Party A. If it fails to make corrections
for more than 30 days, Party A shall have the right to terminate this contract ahead of time.


 


Chapter
VI Project Land


Article
5 Land Use


5.1
Right to the Use of Land


(1)
Party A shall coordinate the people's governments of each town and district and the village committees to be responsible for the
requisition, demolition and relocation of the land of the project, and urge Party B to obtain the right to use the land for a charge
on the beginning of the construction period of the project (hereinafter referred to as "the right to use the land"). Party
B shall pay all the fees for the requisition and loan of land and all land use taxes and fees incurred in the process of using such
land and real estate in accordance with the provisions of applicable law. The cost shall be included in the total investment of the
project. In order to avoid doubt, both parties make it clear that the land use right of the project land shall not be transferred to
Party B, and that the government shall only provide it to Party B for use according to the current situation of the land, and Party
B shall complete the leveling of the filling of the project land.


(2)
Party A shall ensure that Party B shall have the right to obtain the easement of such pipeline land during the construction and
operation of the supporting pipe network collection system and sewage outlet pipe in accordance with this contract on the premise of
complying with the applicable law in order to enter and temporarily use the pipeline land. However, the royalties, compensation fees
and / or the cost of restoring the ancillary facilities on the relevant third party land arising from the use of the third party
land shall be borne by Party B.


(3)
If the project cooperation period of any sub-project of this project is extended in accordance with the provisions of this contract,
Party A shall ensure that the right period conferred on Party B by the Article 5.1 (1) and (2) is extended accordingly.


(4)
Party B shall be deemed to have separately inspected and inspected the site of the project, and has expressed satisfaction with the
conditions of the land and its surroundings, including underground soil conditions, passageways and facilities. With regard to the
condition of any of the above-mentioned land, Party A will not make any statement or guarantee to Party B. Party B accepts the
status quo of such land (including underground soil conditions) and all defects.


 




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5.2
Restrictions on the Use of Land


Party
B shall not use project land and / or the right to use the land in the Article 5.1 for any purpose other than the project unless Party
A agrees in advance in writing.


 


 


Chapter
VII Construction of the Project


Article
6 Design


6.1
Design Requirements


According
to the applicable law and the approval reply of the development and reform department, Party B shall carry out due diligence and other
work, and select a design unit with corresponding qualifications to carry out the preliminary design and construction drawing design
of the project (if each social capital party of the project has the design qualification, it can also design on its own) in accordance
with the provisions of Annex 4 and the applicable law and examination and approval procedures, and bear the corresponding costs. Party
A shall not disapprove without reason.


Party
B or the designer selected by Party B shall reasonably optimize the design and layout in the process of preliminary design and construction
drawing design of the project, the design should be carried out from the point of view of maximizing the economical use of construction
resources and the most efficient environmental protection operation of the project.


Party
B shall be responsible for any defects in the design of this project caused by its own reasons, and Party A's failure to object to the
planning documents shall not be regarded as a waiver of its rights under this contract, or exempt Party B from its obligations under
this contract in any way.


6.2
Review Design Standards and Specifications and Propose Design Proposals


After
signing of this contract, Party B shall conduct due diligence on the project, fully investigate, understand and analyze the local construction
requirements and conditions of each sub-project. In view of the defects in submitting the design plan at the bidding stage, Party B shall
correct, optimize, deepen and refine the technical scheme in order to meet the project needs of Party A and put forward a perfect design
plan. The reviewed design plan shall be approved by the local town government or village committee where the relevant sub-project is
located (the local town government shall reply Party B in writing within 10 working days after receiving Party B's design plan), and
then be submitted it to the relevant departments organized by Party A for examination and approval. Otherwise, the consequences and all
expenses shall be borne by Party B. Party A shall reply Party B in writing within




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10
working days after receiving Party B's design plan. If Party A fails to reply within the above-mentioned period, the above design shall
be deemed to have been agreed. Without the written consent of Party A (during the period of 10 working days after Party A receives the
designer) or deemed to be agreed, Party B shall not implement the design scheme and shall reply to the questions raised by Party A and
requests for clarification. If Party A agrees to the design plan, Party B shall design and apply for approval in accordance with legal
procedures, and Party A shall provide assistance.


Party
A's failure to object to the design or agree to the design shall not be regarded as a waiver of its rights and interests under this contract,
or in any way relieved of Party B's obligations under this contract.


6.3
Design of Construction Drawing 


Party
B shall carry out the construction drawing design in accordance with the approved design scheme, preliminary design and the design standards
and technical specifications listed in Annex 4, and provide it to Party A and the specialized agencies qualified for construction drawing
examination for pre-construction review. If major changes need to be made to the preliminary design in the construction drawing design,
more reasons should be put forward. Party B has the right to optimize the design of each stage, integrate and decompose the dispersion
points, or design, build and operate in stages, encourage or even subsidize the use of new technologies and energy-saving and environmental
protection materials, technologies and construction methods, and advocate the use of information technology and the concept of unmanned
duty.


According
to the actual situation of the project, the construction drawings can be designed and reviewed in batches. The design of construction
drawings with changes in contents shall be carried out accordingly with the consent of Party A. If Party A does not refuse in writing
within 10 working days after the declaration, Party A shall be deemed to have agreed to the change of the contents of the construction
drawing.


 


Article
7 Construction


7.1
Main Obligations of Party B


Party
B shall be responsible for the construction of the facilities of the project in accordance with all applicable laws and regulations and
construction procedures as well as the requirements of this contract, and bear the costs and risks to be borne in the construction project,
including:



(a) Start construction on or before the scheduled start date of each sub-project specified in Annex 6 to this contract, complete each
sub-project on or before the scheduled completion date specified in Annex 6 to this contract, and complete each project and work on schedule
according to the tender documents and the schedule date after adjustment (if any) confirmed by Party A.


 




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(b)
Make preparations before construction and provide all necessary construction facilities in a timely manner.


(c)
In accordance with applicable laws and regulations, Party A shall select a supervision company with corresponding qualifications to supervise
the whole process of project construction by means of bidding. After the supervision charge is approved by Party A according to the supervision
contract, the project company shall pay it to the supervision unit's account on a monthly basis. The supervision company issues special
invoices to the project company.


(d)
According to the actual situation of the project, the construction of the project can be carried out in stages.


(e)
The project shall be constructed in accordance with the legal procedures in accordance with the applicable laws, capital construction
procedures and the approval of the development and reform department, as well as the preliminary design, construction drawing design,
construction standards and specifications stipulated in Annex 4 to this contract, and other requirements of this contract. All equipment
installed in the construction project must be brand new and all materials used must be tested by qualified inspection institutions to
be qualified in accordance with the provisions of the applicable law.


(f)
Party B shall conduct due diligence on the project before preliminary design and construction. It is appropriate to optimize the layout
of garbage treatment and sewage treatment stations with convenient transportation and the shortest construction period, which complies
with the national policy on energy and land saving, is convenient to use, and ensure that the cleaning, transfer, comprehensive reduction
treatment of each garbage sub-project and the collection and treatment of sewage from each sewage sub-project are completed in full and
efficient manner in full and effective accordance with the applicable law and the provisions of this contract.


(g)
Party B has the obligation to receive and dispose of all raw and live wastes and other wastes approved by Party A within the scope of
each garbage sub-project.


(h)
Party B shall carry out due diligence research on the pipeline facilities before construction, review the construction conditions and
geological conditions along the line, and complete the design plan in accordance with Article 6. 2.


(i)
The foundation, excavation, backfilling, road surface repair, connection of pipeline and valve well, survey, dewatering, slotting, groove
support and pipeline cross treatment of pipeline construction shall comply with the provisions of the design documents of construction
drawings, Annexes 4 and 6 of this contract, and shall be completed within the schedule specified in Annex 6.


(j)
The masonry construction of pump room facilities, the connection of embedded pipes, embedded parts and reserved holes with masonry, and
the construction of mortar and waterproof layer shall comply with the provisions of the design documents of construction drawings, Annexes
4 and 6 of this contract, and shall be completed within the schedule specified in Annex 6.




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(k)
The sewage outlet pipe shall be connected to the discharge point specified in the environmental assessment reply of the project.


(l)
During the construction of the project, Party B shall apply in time and obtain the corresponding approval of the project (including the
approval listed in Annex 9) during the construction period, and keep it valid after that. After signing, obtaining or completing various
contracts, approval and other documents, photocopies of the corresponding documents related to project construction (including various
contracts) shall be submitted to Party A for filing within 5 working days.


(m)
After the construction of the project is completed, the relevant completion drawings and technical materials shall be delivered in accordance
with Article 7.8 of this contract.


(n)
Establish a sound safety guarantee system in the course of construction and strictly abide by the provisions of applicable laws to protect
life, health, property and the environment.


(0)
Take all reasonable measures during the construction period to reduce interference and inconvenience to the public, local residents and
commerce.


(p)
Provide the corresponding list of qualified personnel for carrying out the construction project, and provide Party A with a copy of the
qualifications of the corresponding personnel, which shall not be replaced without the consent of Party A.


(q)
Party B shall construct and bear the corresponding costs for the water supply and drainage facilities, communication facilities, power
supply facilities, approach roads and other necessary off-plant facilities of the supporting projects around the project, and the completion
time of the construction shall be matched with the completion time of the project in accordance with the schedule stipulated in this
contract


7.2
Main Obligations of Party A


(a)
Assist Party B in obtaining the approval required by the relevant government departments and maintaining it effective during the construction
period.


(b)
Coordinate the town governments and village committees to provide paid project land to Party B, and complete the requisition, demolition
and relocation of the project land.


(c)
If Party B has submitted the application to Party A in a timely and correct manner, keeps the relevant applications, requirements and
documents required for its approval valid, and meets the conditions required for obtaining such approval, Party A shall give approval
that falls within the authority of approval of the department and keeps the approval valid.


(d)
Coordinate with the relevant government departments to organize the acceptance in time when Party B puts forward the acceptance request.
Party A shall actively organize acceptance within 10 working days.




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7.3
Quality Assurance and Quality Control


Before
the start date of the project construction, Party B shall formulate the project quality assurance and quality control plan according
to Annex 6 and submit it to Party A for approval, and reflect the implementation status of the project quality control plan in the monthly
report of project construction progress.


7.4
Project Schedule


7.4.1
Project Plan


Both
parties shall perform their construction obligations for each sub-project under this contract in accordance with the schedule set out
in Annex 6.


The
deadline set out in Annex 6 for the schedule dates for each sub-project will be extended or modified if:


(a)
Force majeure events.


(b)
Delays in the implementation of the project due to the discovery of cultural relics referred to in Article 7.9.


(c)
Delays due to the protection of obstacles such as underground pipelines referred to in Article 7.10.


(d)
Delay in the progress of the project due to Party A's breach of contract.


If
the rural individual sewage treatment sub-project does not have the construction and operation conditions and cannot achieve the same
purpose, Party B may stop the construction of the sub-project or the project company and Party A may negotiate with Party A to re-select
the rural site to replace the sub-project after the application submitted by Party B and the approval of the local village committee,
or the application submitted by the local village committee and the approval of the Wujiang District Government. Party A has the right
to propose re-selection or increase or decrease in rural areas according to the actual situation or policy needs.


If
it is necessary to adjust the construction site of rural sewage treatment facilities due to objective reasons (including different villages
or different locations in the same village), Party A shall not be responsible for any costs or losses before the construction of the
project. If the project has already started, Party A shall be responsible for the related losses caused by the changes caused by the
project.


 




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7.4.2
Extension of Progress Date


After
the occurrence of the event mentioned in Article 7.4.1, one party shall submit a written request for extension to the other party and
state the impact on the corresponding progress date and the specific duration of the extension within 7 working days of the actual delay,
and prove to the other party that the extension is an unavoidable extension after all reasonable measures have been taken.


The
party receiving the request for extension shall actively consult with the requesting party on the matter of extension and reach a written
opinion. If the party making the written request does not receive the other party's written objection to the extension within 15 working
days, it will be deemed to have been agreed by the other party to the request for extension.


7.4.3
Delay in the Final Completion Date due to Party A's Reasons


If
there is any delay in the final completion date of each sub-project due to the land requisition of Party A, the schedule date specified
in Annex 6 shall be appropriately extended, and Party A shall extend the project cooperation period of the relevant sub-projects (calculated
according to the delay time) accordingly.


7.4.4
Delay in the Final Completion Date Caused by Party B


If
the delay in the final completion date or the start of commercial operation date of each sub-project is caused by Party B, Party B shall
also pay liquidated damages to the relevant departments of Party A for each sub-project in the following manner from the scheduled final
completion date or the commencement of commercial operation date in addition to continuing to undertake the prescribed construction obligations:


		(a)	Charge
                                            10,000 yuan per day for the first 30 delay days.



		(b)	Charge
                                            20,000 yuan per day after the 30th day of the above delay.



Party
A may redeem the above liquidated damages from the performance guarantee. After 90 calendar days of delay, Party A has the right to exercise
the right to terminate the contract after withdrawing all the remaining amount of the performance guarantee. If Party A decides not to
exercise the right of termination, Party B shall immediately make up the performance guarantee in full to the original amount, and at
the same time.


(a)
If Party A decides to continue with the construction by Party B, Party A's further delay to Party B will withdraw the amount of the performance
guarantee at the rate of 4,000 yuan per calendar day. After a further delay of 50 calendar days, Party A shall have the right to exercise
the right to terminate the contract, and the guarantee period for the full remaining amount of the performance bond shall be extended
to 12 months after the transfer date.


 




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(b)
if Party A decides that the construction shall be carried out by other institutions, Party B shall hand over it well, cooperate with
the construction of the machine, and bear all risks and expenses incurred in the process of construction.


7.5
Progress Report


Party
B shall submit to Party A the monthly construction progress report confirmed by the supervision company, which shall reflect the progress
and quality of completed and under construction projects, and the estimated time for completion of the project. If there are problems
in progress and quality, remedial measures and plans should be put forward.


If
Party B fails to start or complete the corresponding stage of construction as promised in the tender documents and valid supplementary
documents, Party A shall have the right to refer to Article 7. 4.4 standard to requires Party B to pay liquidated damages for project
advance delay.


7.6
Supervision and Inspection of Party A


7.6.1
Inspection of Construction Projects


Party
A has the right to check the construction progress and quality control inspection methods and results of Party B without affecting the
construction of the project, so as to confirm that the construction meets the progress and quality requirements of this contract. Party
B shall send a representative to accompany the inspection and provide the necessary conditions for the inspection, including copies of
all plans, designs, documents and materials related to the purpose of the inspection. If the confidentiality of proprietary information
is involved in the inspection, it shall be carried out in accordance with the confidentiality provisions.


7.6.2
Non-Compliance with Quality and Safety Requirements


If
the construction of the project does not meet the quality or safety requirements of this contract, Party A may give Party B a warning
and its basis and amendment principles. If Party B fails or refuses to correct the defect within a reasonable time after Party A's notification,
Party A shall have the right to request that the construction be stopped and instruct Party B to carry out rectification until the safety
is guaranteed, the defect is repaired and the quality is controlled. The loss caused by the shutdown shall be borne by the project company.
If Party B fails to make rectification within the specified time or the rectification effect cannot meet the quality or safety requirements,
Party A has the right to require Party B to pay at least two thousand (2000) yuan per breach of contract according to the specific circumstances
and seriousness of the breach of contract.


If
Party B does not start the rectification within 5 working days after receiving the notice from Party A, Party A shall have the right
to carry out necessary corrections by itself or entrust a third party to carry out necessary corrections, and all risks and expenses
shall be borne by Party B. In this case, Party B shall allow Party A or its contractor to enter and leave the project site for this purpose.
If Party B refuses Party A or the third party entrusted by Party A to enter the project land for corrective work, or fails to make compensation
for the costs and expenses paid by Party A in accordance with Party A's requirements, Party A shall have the right to withdraw the corresponding
amount from the performance guarantee.




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7.7
No Exemption


Whether
or not Party A supervises and inspects any part of the construction project, it shall not be regarded as waiving any of its rights under
this contract, shall not exempt Party B from any obligations under this contract.


7.8
Delivery of Drawings and Technical Materials


Within
one month after the commencement of commercial operation, Party B shall submit the following materials to Party A:


(a)
Complete set of construction and completion drawings, acceptance records and audited settlement information of the project facilities.


(b)
Copies of all equipment technical materials and drawings (including equipment plans, instructions, operation and maintenance manuals,
quality assurance, installation records, test records, quality supervision and acceptance records).


(c)
Other technical documents or materials related to the project as reasonably required by Party A.


7.9
Protection of Archaeological, Geological and Historical Objects


If
Party B discovers archaeological relics, fossils, ancient tomb sites, and any objects of archaeological, geological and historical significance
during the construction, operation and maintenance of the project facilities, Party B shall immediately stop work, promptly notify Party
A, and take appropriate protection measures. If the above discovery leads to the delay of the construction project, it shall be carried
out in accordance with Article 7.4.2.


7.10
Protection Measures for Obstacles such as Underground Pipelines


Before
the start of the collection system of the supporting pipe network, Party B shall arrange professionals to conduct a comprehensive investigation
of underground obstacles such as buildings, existing drainage pipes and pipelines that may be encountered within the construction scope
and fully understand the direction and location of the original underground municipal drainage pipes, water supply and power supply,
power telecommunications, natural gas pipelines and other pipelines, as well as the location and buried depth of the foundation of nearby
buildings according to the design drawings. If the pipeline designed by the supporting pipe network collection system collides with underground
pipelines or other obstacles, Party B shall promptly report to Party A and decide on a reasonable response plan before excavation and
construction. If the above events cause delay in the construction project, it shall be carried out in accordance with Article 7.4.2.




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7.
11 Abandonment and Intervention


7.11.1
Abandonment


Party
B shall give up the investment or construction of the project in writing.


7.11.2
Regarded as Abandonment


Except
force majeure or the cause of Party A, the construction of this project shall be deemed to have been abandoned if Party B:


(i)
Notify Party A in writing that it has terminated any construction project and does not intend to restart the construction.


(ii)
Due to Party B's failure to start the construction of the project within thirty (30) days after the commencement date.


(iii)
Due to Party B's failure to resume construction within thirty (30) days after the end of any force majeure event.


(iv)
Party B shall stop the construction of the project before the final completion date for any other reason and remove all or most of the
staff of the site directly or through the subcontractor.


7.
11.3 Party A Intervened to Complete Construction


In
the event of Article 7.11.1 or Article 7.11.2, Party A shall have the right to appoint a third party to replace Party B to undertake
any necessary construction for the purpose of completion.


After
Party A is involved in the construction, Party B shall cooperate with Party A and its designated third party to provide it with all reasonable
assistance, and let the lender make a commitment with the same effect in its financing documents to ensure the construction and completion
of the project.


Party
A's involvement in construction of the project shall not be regarded as having transferred the project assets or undertaken the duties
of Party B in accordance with this contract.


Except
as otherwise stipulated in this contract, Party A and its designated third party shall bear all costs and risks arising from the intervention
of Party A in the construction. Party A has the right to withdraw this part of the money from the performance guarantee after providing
Party B with detailed records of expenses and expenses. If Party B has taken practical measures or provided effective and sufficient
guarantee, Party A shall withdraw the construction of the project. Party B shall resume full responsibility at this time until either
party issues a notice of termination.


 




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Article
8 Completion and Acceptance


8.1
Completion, Acceptance and Trial Operation of Project Facilities


8.1.1
Completion Acceptance


The
project shall be checked and accepted according to each sub-project.


The
project company shall issue a written notice of completion acceptance to Party A 15 working days before the completion of the project.


Party
A shall send representatives to participate in the completion acceptance organized by the quality supervision and / or safety supervision
department on the notified completion acceptance date. If it is concluded that the completion is qualified, the project company shall
receive the completion notice, which shall be confirmed by Party A as the final completion date. If the conclusion of the acceptance
is that some or all of the completion is unqualified, the project company shall be notified in writing within 5 working days and the
reasons for the failure shall be stated. The project company shall take all necessary corrective measures to remedy the non-conformities,
and shall issue a written notice to Party A 10 working days before re-organizing the completion acceptance, so that the quality supervision
and / or safety supervision department can organize the completion acceptance again. The project company shall bear full responsibility
for the increase in costs and delays caused by non-conformities. If Party A fails to issue a written notice of non-conformance within
5 working days after completion of the re-completion acceptance, the 6th working day after the completion of the re-completion
acceptance shall be regarded as the final completion date.


8.
1.2 Trial Operation


Party
B shall start trial operation from the day after the final completion date, and the service charge during the trial operation shall be
paid in accordance with the relevant provisions of Annex 18 to this contract. In accordance with the principle of "first complete
and first accept, that is, complete-accept ", if the sub-project is completed ahead of schedule and qualified, it can be transferred
to the trial operation period the next day, and the service charge during the operation period shall be determined in accordance with
the relevant regulations in Annex 18 to this contract, the completion and acceptance of all projects shall pay the service charge during
the trial operation in a lump sum.


8.2
Acceptance of Environmental Protection and Start of Commercial Operation


		(1)	Party
                                            B shall start the self-inspection of environmental protection from the day after the final
                                            completion of each sub-project. Party B shall report to the environmental protection department
                                            for environmental protection acceptance.





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		(2)	If
                                            Party B considers that the relevant sub-project has met the environmental protection acceptance
                                            conditions, Party B shall apply to the environmental protection department for environmental
                                            protection acceptance within one month after the environmental protection acceptance conditions
                                            have been met, and shall complete the acceptance within the specified time. Party A shall
                                            give reasonable assistance. If it fails to meet the requirements of environmental protection
                                            acceptance, Party B shall apply to the environmental protection department for a trial production
                                            extension of up to one year. After completion of the environmental protection acceptance,
                                            Party B shall inform Party A in writing and submit the relevant materials. After confirming
                                            this, Party A shall issue an acceptance confirmation letter to Party B. If Party B receives
                                            the acceptance confirmation letter issued by Party A, and Party A has received photocopies
                                            of all approval certificates required by Party B in Annex 9 to this contract, and photocopies
                                            of proof that the operation insurance is fully valid and meets the requirements of this contract,
                                            Party B shall immediately notify Party A and the subdistrict office and town government to
                                            which each sub-project belongs and apply for the formal commencement of commercial operation
                                            for each sub-project. Domestic garbage removal service charge, domestic garbage comprehensive
                                            reduction collection station garbage disposal service charge, construction waste receiving
                                            field service charge and sewage treatment service charge shall be charged from the date of
                                            trial operation.



		(3)	Party
                                            A shall notify Party B within 5 working days from the date of receiving the application for
                                            starting commercial operation. If not, Party A shall state the reasons at the same time.
                                            If the disagreement is caused by the town government or village committee to which Party
                                            A or each sub-project belongs, the town government or village committee to which Party A
                                            or each sub-project belongs shall be resolved within 10 working days after receiving the
                                            application. If it is not settled within 10 working days, Party A shall be deemed to have
                                            agreed to start commercial operation.



		(4)	Party
                                            B shall ensure that each garbage sub-project is completed and accepted within 16th
                                            months after signing of this contract between the Commission Capital Party and Party A (in
                                            which the domestic garbage removal sub-project shall start commercial operation before July
                                            1, 2018), starts trial operation within 17 th months, and start commercial operation
                                            within 23 th months. Each sewage sub-project shall be completed and accepted within
                                            16 th months after the signing of this contract by the social capital party and
                                            Party A (including three township sewage treatment plants, 7 provincial poverty villages
                                            (Liangwu Village, Jiangwan Town, Huyang Village, Chongyang Town, Wanhou Village, Chongyang
                                            Town, Jiulian Village, Zhongyang Town, Huangan Village, Zhongyang Town, Longgui Town, Shanqian
                                            Village and Fangtian Village, Longgui Town) and the rural sewage management facilities of
                                            Chongyang Village, Chongyang Town, are completed and accepted by the end of 2018. The trial
                                            operation will begin within the 17 th month and the commercial operation will
                                            begin within the 23rd month.





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		(5)	The
                                            commencement of commercial operation shall not take place before the scheduled date of final
                                            completion without the prior written consent of Party A, which may be refused by Party A
                                            alone.



		(6)	Party
                                            A or the town government or village committee to which each sub-project belongs shall not
                                            relieve Party B of any defect or delay in design or construction by inspecting and accepting
                                            all or any part of the construction project, issuing a completion notice and agreeing to
                                            start commercial operation



 


Chapter
VIII Operation and Maintenance of the Project


Article
9 Operation and Maintenance


9.1
Basic Principles of Operation and Maintenance


During
the whole project cooperation period, Party B shall manage, operate and maintain the project facilities at its own cost (including taxes)
and risks in accordance with the provisions of this contract. Party B shall ensure that the project facilities are operated and maintained
in accordance with the following provisions throughout the project cooperation period:


(a)
Existing laws and regulations on enterprise operation in the state, Guangdong Province, Shaoguan City and Wujiang District, operation
and maintenance related to town center cleaning, garbage collection and transportation, village cleaning, comprehensive garbage reduction
treatment, sewage treatment and supporting pipe network projects, and other laws, standards and norms related to this project, as well
as the requirements of approval documents for this project. The regulations, rules and standards related to this project that have been
promulgated and implemented by the state or local authorities and promulgated from time to time thereafter shall apply to relatively
new standards if they are inconsistent with the current standards.


(b)
Quality assurance, quality control and production safety requirements set out in Annex 6.


(c)
Supplementary requirements for project operation and maintenance as set out in Annex 20.


(d)
Operation and maintenance manual and instruction manual and guidance provided by the manufacturer of the project facility equipment.


(e)
Prudent practice in the operation of the project.


Party
B shall ensure that the project facilities are always in good operation and can be safely and stably cleaned, collected and transported,
comprehensively reduced treatment, accepted treatment of garbage within the scope of the project, as well as sewage and sewage treatment,
so that it meets the prescribed discharge standards, air and other pollutants and noise meet the requirements of environmental protection.


9.2
Scope of Service


During
the cooperation period of the project, Party B shall only provide services for the domestic garbage and sewage collected by the project.
Without the prior written consent of Party A, Party B shall not accept the services of any third party's domestic garbage and sewage
(except domestic garbage and sewage generated by the project itself).




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9.3
Main Responsibility of Party A


(1) Party A shall pay the project service charge in accordance with the provisions of Article 11, assign a commissioner or a third-party
regulatory agency to Party B in accordance with Article 17.1, continuously operate the online monitoring system (town-level or above
sewage treatment plant) on each operating day, and regularly verify and assess it in accordance with Annex 17.


(2) Assist
Party B in dealing with emergencies.


(3) Jointly organize and set up the Operation Coordination
Committee with Party B.


9.4
Main Responsibility of Party B


(1)
From the date of starting commercial operation, Party B shall continuously clean, collect and transport, reduce treatment, collect and
treat sewage (except as otherwise stipulated in this contract), transfer the collected garbage to the delivery point according to the
contract, and carry out comprehensive reduction treatment in accordance with the provisions; The collected sewage shall be treated to
meet the effluent quality standards stipulated in Annex 2 and discharged to the delivery point.


(2)
During the whole operation period, Party B shall operate and maintain the supporting pipe network collection system and sewage outlet
pipe in accordance with the provisions of Annex 6.


(3)
Party B shall discharge the waste generated by the project reasonably in accordance with the relevant laws and regulations of China and
the requirements of Technical specifications and requirements in Annex 4.


(4)
Party B shall handle its business and affairs seriously and effectively in accordance with applicable laws, reasonable commercial standards
and prudent project operation practices, submit financial statements reflecting its operation to Party A in accordance with Annex 15,
and ensure its authenticity.


(5)
Party B shall pay attention to the maintenance and management of the pipe network in the course of operation to ensure the sewage collection
and quality of the pipe network, and the emission reduction effect of the town-level project meets the assessment requirements of the
national, provincial and municipal environmental protection departments. Rural sewage treatment facilities should operate steadily for
a long time.


(6)
Party B shall carry out environmental monitoring, proper treatment, timely treatment and discharge of unavoidable pollutants according
to the provisions of this contract in accordance with the provisions of this contract.




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(7)
Party B shall operate and maintain the project facilities in accordance with Annex 6 and the Operation and maintenance Manual.


(8)
The cost of equipment replacement and overhaul of the facilities of each sub-project shall be borne by Party B.


(9)
During the whole project cooperation period, Party B shall fully consider the environmental impact, maintain the ecological environment,
effectively improve environmental quality and improve the effect of pollutant emission reduction in accordance with the provisions of
this contract.


(10)
Party B shall establish and improve the production safety system and the emergency mechanism for accidents, and formulate the production
safety system and emergency plan to Party A for filing 30 days before the final completion of the project in accordance with the provisions
of Annex 19.


(11)
Party B shall accept and cooperate with the supervision, evaluation and performance appraisal carried out by Party A in accordance with
the provisions of this contract and other relevant government departments in accordance with applicable laws and regulations.


(12)
Sewage treatment shall comply with the provisions of Annex 13 to this contract.


(13)
Party B shall always maintain the following qualifications and conditions during the operation period of the project:


(a)
Have all the necessary qualified operation and maintenance personnel for the project, and provide Party A with copies of such personnel.


(b)
Have technical facilities and equipment suitable for and matched with the operation and maintenance operations of the project.


(c)
Have safe and efficient production procedures and emergency handling system suitable for the operation and maintenance of the project.


 


9.5
Operation and Maintenance Manual


During
30 working days before the final completion of the project, Party B shall compile the operation and maintenance manual in accordance
with the provisions of Annex 6 to this contract and submit it to Party A for filing. The manual should include production operation,
daily maintenance, quality inspection system, equipment and facility maintenance content, procedure and frequency, regular maintenance
system, information management system, monthly operation report system, report system, etc. The operation and maintenance manual shall
be regarded as part of Annex 6 to this contract from the date of filing by Party A.




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9.6
Temporarily Out of Service


In
the event of planned suspension of service, Party B shall submit this year's maintenance plan before January 10 of each year, and report
the heavy maintenance and updates to Party A. Party A shall give a written reply or approval before the scheduled suspension of service
starts, and Party B shall do its best to minimize the impact of the planned suspension in order to maintain not less than 70% of the
design collection / processing capacity of the project during the planned suspension. The service shall be suspended for no more than
15 operating days in each operating year.


In
the event of unplanned suspension of service, Party B shall immediately notify Party A, explain the reasons and try its best to resume
normal service within 24 hours. If the unplanned service is suspended for more than 24 hours due to Party B, Party B shall pay the penalty
for insufficient actual reception of domestic garbage / insufficient amount of treated water in accordance with this contract. If the
service is suspended for more than 15 operating days during the planned suspension period and / or for more than 150 hours due to Party
B's unplanned suspension, after consultation and confirmation by both parties, Party B clearly indicates that it is unable to continue
to provide services, Party A has the right to take over the project, and Party A has the right to require Party B to bear all costs incurred
during the takeover period.


9.7
Environmental Protection


9.7.1
Basic Provisions on Environmental Protection


Party
B shall always abide by the applicable laws and regulations relating to environmental protection and the provisions of this contract.


Party
B shall not cause pollution of the project land (including soil, ground water or surface water and air) or the surrounding environment
due to the construction, operation and maintenance of the project facilities.


During
the construction, operation and maintenance of the project facilities, Party B shall take all reasonable measures to avoid or minimize
interference to the buildings and residential areas around the project facilities.


However,
Party B shall not be responsible for any of the following situations: (1) Existing or potential environmental pollution problems before
the date of construction (or takeover); or (2) Environmental pollution problems caused by the acts or omissions of a third party.


9.7.2
Environmental Monitoring of Each Sub-Project




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Party
B shall set up monitoring points at its own expense, equip environmental monitoring instruments and set up special monitoring personnel
to monitor the monitoring contents specified in the preceding Article, and provide Party A with a monthly report in accordance with the
provisions of the project design document. The report shall set out the monitoring indicators and descriptions of each monitoring point,
and at least provide a table of environmental impact monitoring accepted by Party A. The instruments and equipment and sampling methods
used in environmental monitoring as well as the time interval of environmental monitoring projects shall comply with the relevant national
technical standards and regulations.


Party
B shall carry out daily maintenance and regular inspection of sampling, laboratory and monitoring instruments and equipment in accordance
with the regulations. The maintenance and approval of the above-mentioned measuring instruments shall be completed by the professional
and technical supervision department. The cost of maintaining and overhauling instruments and equipment shall be borne by Party B.


The
relevant environmental protection departments have the right to carry out regular or irregular environmental monitoring and inspection
of Party B, but Party A shall carry out such irregular monitoring and inspection at its own expense or entrust a third party to carry
out such irregular monitoring and inspection. The result of the inspection proves that if the index monitored by Party B is not accurate
or if the index exceeds the standard, the inspection cost shall be borne by Party B.


9.8
Failure to Perform Maintenance


If
Party B violates its obligation to maintain the project facilities under Article 9. 5, Party A may notify Party B of the breach and complete
the corrective maintenance within a time limit. Party B shall carry out necessary corrective maintenance of the project facilities after
receiving the above notice. If Party B fails to carry out corrective maintenance within such time limit, Party A shall have the right
to carry out corrective maintenance of the project facilities in accordance with the payment under the maintenance guarantee of Annex
11.


9.9
Operations Coordination Committee



(1) Within 20 working days after signing of the project contract between Party B and Party A, both parties shall establish an operation
coordination committee composed of three representatives of Party B and three representatives of Party A (if matters relating to the
town or village are involved, the government representative shall include a representative of the town government or village committee
involved). Either party may replace the members of its Operations Coordination Committee at any time after notice to the other party.
The committee shall establish its procedures for convening meetings, keeping minutes of meetings and establishing professional sub-committee(if
necessary) and the operation of them. The chairman of the first Operations Coordination Committee shall be appointed by Party A. The
appointment of the chairman of the Operations Coordination Committee shall be enjoyed by both parties by rotation every twelve months.
Any decision of the committee shall be adopted unanimously by all the members of the committee.




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(2)
The Operations Coordination Committee shall supervise and manage the construction, operation and maintenance of the project in accordance
with the provisions of this contract, and assist in the settlement of related disputes.


(3)
The parties shall require their members on the Operations Coordination Committee to deal with the matters involved in the Committee in
an honest manner. Party B shall make reasonable efforts to adopt the decisions of the committee in the operation and maintenance of the
project. Actions taken in accordance with the decisions of the Operations Coordination Committee must also comply with the terms of this
contract.


(4)
The Operations Coordination Committee shall do its best to resolve disputes that arise.


(5)
The related expenses of the Operations Coordination Committee (except the wages of the representatives of each party) shall be borne
by Party B.


(6)
The Operations Coordination Committee shall not be interpreted as the board of directors, the management committee and the shareholders'
meeting. The decision of the Operations Coordination Committee shall not relieve or increase any obligations of either party under this
contract, shall not prejudice the rights of both parties under this contract.


 


Chapter
IX Restrictions on the Change of Equity


Article
10 Restrictions on the Transfer of Equity


Annex
7 is a list of the original shareholders of the project company and their respective shares in the registered capital. Party B shall
make provisions in the Articles of association of the company to ensure that within 10 years from the effective date of this contract
to the date after the commencement of the commercial operation, no shareholder shall transfer the equity unless required by applicable
law or with the prior written approval of Party A and ensure that the transfer of equity of social capital must be submitted to Wujiang
District Housing and Urban-Rural Development Bureau for approval 10 years after the date of commercial operation. Equity transfer includes
internal transfer and external transfer.


The
Articles of association of the project company shall make provisions on the change of equity and the reduction of registered capital
of the company to ensure that the regulations of the company reflect the restrictions of this contract on the change of equity and the
reduction of registered capital of the project company.




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The
premise for the project company to transfer all or part of its equity at the project company is that the transferee shall meet the basic
conditions such as technical capability, financial credit, operation and maintenance experience stipulated in this contract, and has
been clearly stated in writing. After it becomes a shareholder of the project company, it shall supervise and ensure that the project
company continues to bear its obligations under this contract. These equity transfers will not have any impact on the performance of
this contract and the implementation of the project by the Project Company and the Housing and Urban-Rural Development Bureau of Wujiang
District.


Despite
the above-mentioned restrictions, in order to meet the demand for policy loans, third parties approved by the government and approved
in writing by Party B have the right to transfer equity to become shareholders of the project company.


 


Article
11 Calculation and Payment of Charges


11.1
Calculation of Project Service Charge


For
different categories of sub-projects in this project, the specific calculation standards and methods of project service charges under
this contract are detailed in Annex 18.


11.2
Adjustment of Unit Price and Charges 


11.2.1
The unit prices and charges mentioned in this contract refer to the transaction price quoted by the social capital party when it wins
the bid, as detailed in Annex 18. Party B has the right to submit an application for relevant price adjustment to Party A in accordance
with the provisions of Annex 18. Party A may also make a request for price adjustment on its own. The price adjustment procedures and
calculation methods shall comply with the provisions of Annex 18.


11.2.2
Adjustment of project service charge by performance appraisal.


According
to the provisions of Article 17, Party B and Party A shall engage a third party to evaluate the performance of Party B every year, the
main evaluation criteria shall be referred to Annex 17, and the project service charge to be paid by Party A in that operating year shall
be calculated according to the calculation method of Annex 18. If the project company fails to meet the performance standards, the corresponding
project service charge shall be deducted according to the impact of the failure on the project.


11.
2. 3 The influence and adjustment of liquidated damages or compensation on project service charge.




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The
project service charge shall be settled in accordance with the liquidated damages, compensation and compensation calculated in accordance
with the provisions of this contract and / or applicable laws.


11.3
Determination of Total Investment in Project Construction


11.3.1
Tentative and Approved Total Investment in Project Construction


The
total investment in the construction of the project is all the expenses raised and invested by Party B for the construction of the project
and confirmed by the Wujiang District Housing and Construction Bureau, including pre-consulting service charges, project construction
and installation costs, equipment and equipment purchase costs, other construction expenses, bottom working capital and interest during
the construction period. The total investment of the winning construction project determined by the social capital party in signing the
PPP contract version will be regarded as the provisional total investment of the project construction (hereinafter referred to as the
"provisional total investment of project construction"). The final determination of the final amount of the total investment
in project construction must be adjusted by the Wujiang District Finance Bureau and the approved investment amount in accordance with
the valuation principles stipulated in Section 11.5 of this Agreement. (hereinafter referred to as "approved total investment in
project construction").


11.3.2
Adjustment and Determination of Total Investment in Project Construction


(1)
Tentative and approved total investment in project construction


The
total investment in the construction of the project is the total cost raised and invested by Party B for the construction of the project
and confirmed by Party A and the project supervisor, including pre-consulting service charges, project costs, other construction costs,
reserve fees, bottom liquidity and interest during the construction period. The total investment in project construction determined in
the bidding documents will be regarded as the provisional total investment in project construction (hereinafter referred to as "provisional
total investment in project construction"). The final amount of the total investment in project construction shall be determined
by the preliminary design estimate price approved by Wujiang District Development and Reform Bureau (hereinafter referred to as "approved
total investment in project construction").


(2)
Adjustment and determination of total investment in project construction.


If
the approved total investment of the project is more than or less than the provisional total investment of the project, it shall be uniformly
examined and confirmed after the completion and acceptance of each sub-item 0, the average increase or decrease in the operating period
shall be increased or reduced to the service charge that Party A shall pay to the item company in each operating month during the operating
period.




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11.4
Use of Project Investment Funds of Party B


(a)
Party B shall use the investment funds through a special account opened by the bank.


(b)
Party B shall ensure that the project funds will be deposited into the project special account on time in accordance with the fund use
plan, and shall be paid in full and on time in accordance with the fund use plan and contract measurement.


11.5
Principles of Investment Valuation


The
total investment of the project includes all the expenses invested in the construction of the project, such as construction cost, equipment
and installation cost, pre-project cost, project other expenses, etc. The total construction investment shall be adjusted and added only
due to the design changes proposed or agreed by Party A in writing, according to (1) The actual project quantity (project construction
drawings and modified drawings). (2) The latest edition of "Measures for Compilation of Budgetary Estimates for Municipal Engineering
Design", "Measures for Compiling Budgetary Estimates for Construction Projects of Guangdong Province", "Valuation
and Standardization of Bill of Quantities of Construction Projects" (GB50500), "General Rules for Valuation of Construction
Projects of Guangdong Province", "Comprehensive Quota of Construction and Decoration Engineering of Guangdong Province",
"Comprehensive Quota of Installation Projects of Guangdong Province", "Comprehensive Quota of Guangdong Municipal Engineering",
“Comprehensive Quota of Landscaping Projects in Guangdong Province and Circular of Guangdong Housing and Urban-Rural Construction
Department on Adjusting the Valuation Basis of Construction Projects in Guangdong Province after Changing Business Tax to Value-Added
Tax (Guangdong Construction City letter [2016] No. 1113) and other relevant provisions for calculation. (3) The material price and labor
cost price shall be carried out in accordance with the regulations on the relevant supporting pricing files such as Shaoguan cost information
on the actual construction date of sub-projects; The materials not available in the information price shall be priced in the way confirmed
by both parties, the equipment that is not available in the information price shall be subject to the price determined by Party B in
the bidding with reference to the government's purchase regulations.


The
pricing rules for other fees for construction projects shall prevail in accordance with the bid-winning method of public bidding.


11.6
Payment of Project Service Charge


Project
service charge sub-projects are paid on a monthly basis, and sub-projects that have started operation shall pay project service charges
at the beginning of operation. Party B shall issue a bill or payment notice to Party A on the amount of project service charge calculated
in accordance with the above-mentioned terms within the first 5 working days of the next month after the end of each operating month,
and provide Party A with a monthly operation and maintenance report at the same time.




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After
receiving the relevant materials, Party A shall calculate the total project service charge payable in accordance with this Article and
submit the payment report to the District Finance Bureau for examination and approval, and then to the People's Government of Wujiang
District for examination and approval. Except for special reasons, the time for examination and approval shall not exceed 30 working
days; After approval, Party B shall be informed to provide invoices for renewal (the payment procedure shall finally be carried out in
accordance with the local regulations at the time of the implementation of the project). If Party A has a dispute over the bill, Party
A shall notify Party B within 5 working days after receiving the notice of payment, and both parties shall submit it to the Operations
Coordination Committee for settlement through consultation. Party A shall not delay the payment of the project service charge due to
Party B under this contract without any reason.


If
Party B has any objection to the assessment results, and the review results are not completed before the aforementioned payment application
of Party B, Party B shall first apply for payment according to the assessment results of Party A, and indicate in the payment application
that the assessment results have not yet been completed. If the review result is determined and the operation service charge needs to
be increased according to the review result, Party A shall pay the increased operation service charge when paying the operation service
charge for next month, and Party B shall attach the results of the review of the previous period by both parties when applying for payment
next month; If there is no next month, Party A shall arrange to pay within 3 working days after the result of the review is determined.


11.7
Subsidy from the Superior Government


Party
B shall cooperate with the government departments to apply for provincial and national subsidies for this project, and the amount of
subsidy obtained shall be owned by the Wujiang District Government, and the special funds shall be used for the financial payment of
the project.


 




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Chapter
X Performance Guarantee


Article
12 Performance Guarantee and Maintenance Guarantee


12.1
Performance Guarantee


		(1)	Before
                                            or at the same time before the effective date, Party B shall submit to Party A a performance
                                            guarantee with reference to the format of Annex 10. The amount of the performance guarantee
                                            is 3 million yuan and shall be issued by a financial institution acceptable to Party A to
                                            ensure Party B's performance of Party B's obligations relating to the design and construction
                                            of the project under this contract.



		(2)	The
                                            period of validity of the performance guarantee shall be the later of the effective date
                                            of the maintenance guarantee submitted by Party B in accordance with Article 12.2.



		(3)	If
                                            the project cooperation period ends before the expiration of the performance bond referred
                                            to in Article (2) above, the performance bond shall be extended until the expiration of 12
                                            months after the date of transfer.



		(4)	If
                                            Party A receives the money under the performance guarantee during the construction period
                                            of the project, Party B shall ensure that the amount of the performance guarantee will be
                                            restored to the amount specified in Article (1) within 15 working days after the payment
                                            is made by Party A. and provide Party A with evidence that the performance guarantee has
                                            been restored.



12.2
Maintenance Guarantee


12.2.1
Issue of maintenance guarantee


Before
the latest date of commercial operation of a sub-project, Party B shall issue a maintenance guarantee to Party A in the form of a bank
guarantee acceptable to Party A covering the entire cooperation period of the project except the term of the performance guarantee, which
shall be valid from the date of termination of the performance guarantee to the expiration of 12 months after the date of transfer. Please
refer to the Annex l1. The maintenance guarantee letter is the guarantee for Party B to perform the operation, maintenance, transfer
and guarantee period of the project under this contract. When providing a letter of guarantee by installments, the next letter of guarantee
must be provided one month before the end of the previous period of guarantee, and the starting date of the next letter of guarantee
shall be equal to or earlier than the closing date of the previous period of guarantee to ensure the continuity of the letter of guarantee.
The last guarantee shall be valid until the expiration of 12 months after the date of transfer.




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The
amount of the letter of guarantee is 3 million yuan.


12.2.2
Amount of Resumption of Maintenance Guarantee


If
Party A receives the money under the maintenance guarantee during the project cooperation period, Party B shall ensure that the amount
of the maintenance guarantee will be restored to the amount specified in Article 12.2.1 within 10 working days after the payment by Party
A, and provide Party A with evidence that the maintenance guarantee has been restored.


12.2.3
Responsibility for Maintenance


Party
A shall exercise the right to redeem the money under the guarantee without prejudice to Party A's other rights under this contract, and
shall not relieve Party B of its obligations to perform the operation, maintenance, transfer and guarantee period of the project.


12.3
Discharge of Maintenance Guarantee


Party
A shall cancel the balance of all or outstanding maintenance letters within 20 working days after 12 months from the date of transfer.


12.4
Redemption of Guarantee


Unless
otherwise stipulated in this contract, Party A shall have the right to collect liquidated damages for any breach of contract by Party
B by means of redeeming the amount of the guarantee. If the letter of guarantee has not been submitted or the amount of the letter of
guarantee is insufficient, Party A shall have the right to deduct or otherwise require Party B to pay from the amount payable to Party
B.


 


Chapter
11 Government Commitment


Article
13 Obligations Undertaken by the Government and Support Provided


		1.	Pay
                                            the project service charge to Party B on time according to the provisions of this contract.



		2.	During
                                            the project cooperation period, assist Party B to handle all kinds of approvals related to
                                            the project required by the relevant government departments and keep the approvals valid.



		3.	Assist
                                            Party B in connecting the construction outside the red line of each sub-project land and
                                            the construction of municipal supporting facilities such as water supply, power supply facilities
                                            and access roads during operation, and be responsible for coordinating water supply, power
                                            supply and other departments to ensure normal work and life during the construction and operation
                                            of the project.





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		4.	Coordinate
                                            the town governments and village committees to provide project land to Party B, and complete
                                            the requisition, demolition and relocation of the project land.



		5.	Assist
                                            Party B to obtain tax benefits in accordance with the applicable law.



 


Chapter
XII Insurance


Article
14 Insurance


(1)
During the project cooperation period, Party B must purchase insurance at its own expense in accordance with the provisions of Annex
8. Under reasonable commercial conditions, insurance should be carried out in accordance with the principle that insurable risks should
be insured. After purchasing the insurance, Party B shall submit a copy of the insurance contract to Party A for filing.


(2)
Party B shall:


a)
Be officially permitted to purchase all the above insurance from reputable insurers operating in the People's Republic of China.


b)
Include Party A as an insurer in the insurance policy indicated in Annex 8.


c)
All insurance policies require the insurer to give Party A at least 30 days' written notice in accordance with Annex 8 before canceling
or making major changes to the insurance.


d)
For the benefit of Party A, urge the insurer to waive the right of subrogation in accordance with the provisions of Annex 8.


e)
Other Articles refer to the standard terms of the insurance company.


(3)
If Party B does not purchase or maintain the insurance required by this contract, Party A shall have the right to purchase such insurance
and to redeem the amount of premium to be paid from the performance guarantee or maintenance guarantee in accordance with this contract.


(4)
The type and amount of insurance insured by Party B shall not be changed at will without the written consent of Party A. If it is not
the negligence or intentional act of Party B and is unable to insure some special insurance, it shall not be regarded as Party B's breach
of contract.


 


Chapter
XIII Change of Laws


Article
15 Changes in Laws


15.1
Legal Changes of Party B


(1)
If (i) The investment cost of Party B in the remaining project cooperation period increases by equal to or more than RMB 5 million due
to one or more legal changes during three consecutive years, and / or (ii) The annual operating cost increases by equal to or more than
RMB 1 million due to one or more legal changes in any year, the above increase has not been compensated for the legal changes beneficial
to Party B, and the aforementioned increase has been determined by audit institutions qualified for practice in China approved by both
parties, Party B has the right to require Party A to make corresponding compensation to Party B by extending the project cooperation
period or in other ways agreed by both parties in that year, so as to achieve basically the same economic status when these legal changes
do not occur. The above-mentioned expenses incurred in employing an audit institution shall be borne by Party B.


(2)
If Party B's economic status is not restored and is limited to the fact that this contract cannot be carried out due to a legal change,
the legal change shall be regarded as force majeure.


15.2
Legal Changes of Party A


(1)
If (i) Party B reduces the investment cost of the project during the remaining period of the project by equal to or more than RMB 5 million
due to one or more legal changes during three consecutive years, and / or (ii) in any year, one or more legal changes reduce the annual
operating cost by the equivalent or more than RMB 1 million, the reduction is not offset by any increase in investment or expenditure
caused by other legal changes, and the aforesaid reduction is determined by an audit institution qualified to practise in China approved
by both parties, Party A has the right to notify Party B in writing to reduce the project service charge or offset the project service
charge payable or offset the compensation / liquidated damages payable by Party A or other means agreed by both parties. So that the
economic status of Party B is basically the same if there is no change in the law. The expenses incurred in the employment of audit institutions
mentioned above shall be borne by Party A.


(2)
If the economic status of Party B cannot be restored and the performance of this contract cannot be continued due to the change of law,
the change of law shall be regarded as force majeure.




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Chapter
XIV Force Majeure


Article
16 Force Majeure


16.1
Definition of Force Majeure


Force
majeure refers to events or situations that cannot be reasonably foreseen, overcome and avoided at the time of signing this contract.
According to the above conditions, force majeure includes, but is not limited to:


(1)
Lightning, earthquakes, volcanic eruptions, landslides, floods, tsunamis, typhoons or tornadoes.


(2)
Outbreak of plague.


(3)
Acts of war, incursions, armed conflicts or acts of foreign enemies, blockades or the use of military forces, riots or terrorist acts.


(4)
Strikes of a national, regional, urban or industrial nature.


16.2
Obligation to Actively Remedy Force Majeure


		(1)	Notify
                                            the other party of the occurrence of the event or situation as soon as possible, and estimate
                                            the expected duration of the event or situation and the possible impact of its performance
                                            of its obligations under this contract.



		(2)	Make
                                            all reasonable efforts to continue to perform its obligations under this contract.



		(3)	Take
                                            action as soon as possible to correct or remedy an event or situation that results in exemption
                                            from performance of obligations.



		(4)	Make
                                            all reasonable efforts to mitigate or limit the damage caused to the other party.



		(5)	Notify
                                            the other party periodically of its actions or plans of action taken under subArticles (2),
                                            (3) and (4) above, and immediately notify the other party when the event or circumstances
                                            leading to its exemption from obligations no longer exist.



16.3
Revision of the Schedule


After
the occurrence of an event of force majeure, if the party claiming to be affected by force majeure has performed the procedures set out
in Article 16.2, any time limit for the performance of an obligation stipulated in this contract shall be extended at the request of
the affected party, and shall be extended accordingly at the same time as the force majeure affects the performance of the obligation.


If
an event of force majeure occurs during the operation period and the party claiming to be affected by force majeure has complied with
the procedures set out in Article 16.2, the operation period must be extended for a period equal to the period of suspension of the obligation
due to the event of force majeure.




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16.4
Charge


In
the event of an event of force majeure, either party must bear the expenses and charges caused by the event of force majeure. Party B's
losses caused by force majeure shall be compensated by insurance.


16.5
Termination Caused by Force Majeure


If
any event of force majeure prevents one party from performing its obligations for more than 180 consecutive days from the date of occurrence
of such force majeure, the parties shall negotiate the conditions and time for the continued performance of this contract or agree to
terminate this contract. If both parties cannot agree on the conditions and time for continued performance or the termination of this
contract within 240 days after the occurrence of force majeure, and the non-unanimous settlement of the event of force majeure will have
a material impact on the smooth progress of the project, either party may terminate this contract by notice to the other party in writing
in accordance with Article 20.3.


 


Chapter
XV Supervision and Intervention of the Government


Article
17 Supervision by the Government


17.1
Supervision, Assessment and Evaluation of Party A


17.1.1
Regulatory Principles


(1)
Party A and its appointed commissioner or third party regulatory authority shall have the right to enter the project facilities at any
time and supervise the operation and maintenance of the project facilities in accordance with the applicable law and the provisions of
this contract, and require Party B to correct the relevant breach of contract or violation of the law in accordance with this contract
or applicable law. Party B shall accept and cooperate with such supervision and inspection. However, Party A shall not interfere, delay
or interfere with Party B's performance of its obligations under this contract.


(2)
Party B shall make the service pledge of this project according to the applicable law within 60 days from the effective date of this
contract, announce it to the public after the approval of Party A, and accept the supervision of the public.


(3)
Party A has the right to require Party B to submit statements, reports and materials related to production and operation, but it shall
be kept confidential and shall not be disclosed to any unrelated third party (except where the relevant government administrative agencies
exercise administrative functions and powers). Party B shall reply to the questions raised by Party A in a timely manner, which shall
not exceed 5 working days under any circumstances.




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(4)
Party B shall promptly announce to the public the service quality, service commitment, technical standards and other information related
to public interest and public safety in accordance with the provisions of the applicable law and the requirements of Party A.


(5)
Party B shall inform the public supervision body established in accordance with the applicable laws and instructions of government departments
at that time on the operation of Party B and the standard and quality of the service of the project, and shall be subject to the supervision
of the public supervision body.


(6)
If Party A finds that Party B has committed any violation, Party A shall have the right to stop it on the spot and notify the principal
person-in-charge of Party B. Party B shall organize rectification in time and submit the rectification situation to Party A in writing
within two working days. If Party A finds that Party B has obvious violations or breach of contract or there are major safety risks in
operation, Party A has the right to request Party B to stop production and rectification until it meets the operation requirements, and
the relevant expenses and losses arising therefrom shall be borne by Party B.


17.1.2
Performance Appraisal


Party
A or the third-party organization hired by Party A shall carry out the performance evaluation of the project according to Annex 17 within
5 working days after the end of quarterly operation. Both parties agree that in accordance with Article 11.5, the performance appraisal
shall be linked to the payment of the project service charge.


According
to the actual situation and the changes of user demand, Party A has the right to adjust, increase or decrease the indicators and standards
of performance appraisal.


17.1.2.1
Confirmation of Performance Appraisal Results


Party
B shall submit the "Operation report" to the performance appraisal third party within 10 days after Party A sends the assessment
notice. Performance appraisal third-party institutions carry out performance appraisal by reading the "Operation report", obtaining
monitoring data from the Environmental Protection Bureau (or third-party professional institutions approved by the three parties), inspecting
the operation site, and visiting stakeholders. Within 15 days after the implementation of the performance appraisal, the performance
appraisal results report (review version) shall be completed and submitted to Party A.


Party
A examines the report on the results of performance Appraisal (review version). If in doubt, Party A may ask the third party for clarification
and explanation. If there is no objection, Party A shall organize and compile the performance appraisal result notice according to the
contents of the performance appraisal result report (review version), and shall ensure that the above-mentioned "performance appraisal
result notice" will be sent to Party B within 5 working days after receiving the performance appraisal result report. If Party B
has no objection, it shall sign and confirm the performance Appraisal results report, and each party shall keep one copy for filing.
If Party B has any objection, it shall be settled in accordance with the relevant provisions of Article 17.1.2.2.




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17.1.2.2
Handling of Objections to Performance Appraisal Results


If
Party B has any objection to Party A's "Notice of Performance Evaluation Results" issued by Party A for routine performance
appraisal, Party B shall submit it in writing to Party A within 5 days after receiving the notification of the assessment result, and
list the matters of objection, the reasons for the objection and the proposed solution. After receiving the written objection submitted
by Party B, Party A shall supplement and demonstrate the dissenting organization held by Party B together with the third party of performance
appraisal. If it is considered that the dissenting opinion is tenable after demonstration, Party A shall issue a new notice of performance
Evaluation result, which shall be confirmed by the signature of Party B. If the objection is considered untenable after argumentation,
Party B shall accept the performance appraisal results determined by Party A.


Supplementary
argument: If the relevant assessment indicators need to be re-tested, the testing shall be jointly entrusted by both parties (if applicable)
by a third-party testing institution, and the testing charge shall be paid by the party that is contrary to the test results. If the
test result of the third party is consistent with the notice issued by Party A, the calculation basis of the project service charge shall
be the performance evaluation result of Party A; If the test result of the third party is inconsistent with the notice issued by Party
A, the performance appraisal result of the third party shall be used as the basis for the payment of the project service charge.


17.1.3
Contract performance evaluation mechanism


(1)
Organization and content of the evaluation of contract performance


Without
hindering Party B's normal production and business activities, Party A shall formulate an evaluation plan at its own expense, and regularly,
organize third-party professional institutions (including technical, financial and legal professional institutions with professional
experience and qualifications of similar projects and familiar with the contract provisions and conditions of this project) together
with relevant government departments to conduct a comprehensive performance evaluation of Party B's implementation of this contract and
its Annexes. The contents of the comprehensive performance assessment include, but are not limited to, Party B's performance of this
contract and other relevant agreements of the project, the operation and maintenance of project facilities, the quality of project services,
the legality and implementation of various systems, contract management and potential legal risks, financial management, and public opinion.


(2)
Cycle of assessment


The
project shall be evaluated annually in the first three years and every two years thereafter, and Party A may organize and carry out the
interim evaluation if Party A deems it necessary.


(3)
Correction within a time limit


In
the course of the evaluation, Party A finds that Party B violates the applicable law and the situation stipulated in this contract and
its attachments, or that the services provided by Party B do not meet the applicable law and the standards stipulated in this contract
and its attachments, Party A shall require Party B to correct its violation of the applicable law or this contract and its attachments
within the prescribed time limit according to the evaluation plan, and has the right to withdraw the corresponding amount under the maintenance
guarantee letter according to Party B's breach of contract if the correction is not completed within the time limit.


17.1.4
Handling of Public Complaints


Party
B shall formulate a public complaint handling system, open it to the public within 60H from the effective date in accordance with the
applicable law and the requirements of Party A, and accept and handle public complaints about Party B's service quality, price, project
operation and maintenance. The situation of public complaints shall be included in the assessment and scoring factors of Party B


17.2
Financial Statements


Party
B shall seriously and effectively handle its business and affairs in accordance with applicable Chinese laws and reasonable financial
and commercial standards and practices, and shall prepare and submit to Party A at least once a year the following financial statements
that fully reflect all aspects of its operation, so that Party A and relevant government departments or third-party organizations entrusted
by Party A can supervise all aspects of Party B's financial statements:


(a)
Audited annual financial statements, including balance sheet, income statement and cash flow statement, made in accordance with generally
accepted accounting practices and the applicable provisions of the company law of the People's Republic of China (as amended from time
to time), and audited by qualified independent auditors.


(b)
The quarterly statement of Party B's cash income and expenditure; and


(c)
Other information on the financial situation of Party B as Party A and other relevant government departments may reasonably require from
time to time to supervise Party B's compliance with Chinese law and this contract.


 


Article
18 Intervention or Interim Takeover


18.1
Intervention or Temporary Takeover


18.1.1
Party A's right to intervene in operation and maintenance or temporary takeover


Party
A shall formulate an emergency plan for the temporary takeover of the project facilities in accordance with the applicable laws and local
actual conditions, so as to ensure the interests of the public. Party B shall accept the temporary takeover and other control measures
imposed by Party A in accordance with the applicable law and the provisions of this contract.




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If
Party B fails to operate and maintain any of the sub-projects in accordance with the provisions of this contract or applicable law, or
if Party B does not have the ability to deal with emergencies, which causes or may lead to public interest and project safety being endangered,
Party A has the right to give Party B notice of breach of contract. After receiving the above general knowledge, Party B shall, within
15 working days, make necessary corrections and remedies for the operation and maintenance of the project facilities, or promptly explain
to Party A the reasons for its objection to the contents of the notice. If Party B fails to correct or remedy in time, or Party A thinks
that Party B's reason is not valid, Party A shall have the right to decide to intervene in operation and maintenance or take over temporarily.


Party
B shall permit Party A and its authorized representatives and their necessary tools, equipment and instruments and dispatch necessary
personnel to enter and leave the project facilities. Party A shall ensure that the intervention in the operation and maintenance or temporary
takeover work minimizes the interference to Party B's daily operation, and complies with all applicable laws, norms, prudent project
operation practices and requirements that Party B shall abide by.


Both
parties make it clear that Party A's right of intervention does not include any right to collect project service charges in place of
Party B.


18.1.2
Costs and expenses of intervention or temporary takeover


Party
B shall pay the reasonable expenses and expenses arising from the above-mentioned work after receiving the detailed records of the expenses
and expenses provided by Party A. If Party B fails to pay such expenses and expenses within 20 working days after receiving such detailed
records, Party A shall have the right to withdraw the same amount from the maintenance guarantee.


The
provisions of this Article shall not affect Party A's right to require Party B to compensate Party B for any other losses suffered or
to require Party B to pay liquidated damages in accordance with the provisions of this contract.


18.1.3
Improper intervention or temporary takeover of Party B


If
Party B has any objection to Party A's intervention or temporary takeover or the cost of intervention, Party B has the right to bring
up the dispute settlement mechanism stipulated in this contract. If Party A's intervention or temporary takeover is determined to violate
the provisions of this agreement or applicable law and cause damage to Party B, Party A shall be responsible for compensating Party B
for the losses suffered by Party A as a result of Party A's intervention in operation and maintenance or temporary takeover.


Both
parties make it clear that the loss of project facilities caused by or as a result of Party A's intervention or temporary takeover shall
be borne by Party A, except for the reasons of Party B.


 




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Chapter
XVI Mechanism for Handling Breach of Contract, Early Termination and After termination


Article
19 Compensation for Breach of Contract


19.1
Compensation


Either
party shall be entitled to compensation for any losses, expenses and expenses suffered by that party as a result of the breach of contract
by the defaulting party, which shall be paid by the defaulting party.


19.2
Measures to Mitigate Losses


The
party that suffers a loss as a result of the other party's breach of contract shall take reasonable action to mitigate the loss. If a
party fails to take such measures, the defaulting party may claim to deduct from the amount of compensation the amount of loss that should
be mitigated or reduced.


The
injured party shall be entitled to receive from the other party reasonable costs incurred in taking action to mitigate the loss.


19.3
Losses Caused in Part by the Injured Party


If
the loss is partly due to the act or omission of the injured party, the amount of compensation shall be deducted from the loss borne
by these factors.


19.4
Irresponsible for Indirect Loss


Except
as otherwise provided in this contract, neither party shall be liable for any indirect, special, loss of profits or incidental loss or
punitive damages to the other party arising out of or under this contract or in connection with it.


 


Article
20 Early Termination


Except
as otherwise provided in this contract, the term "termination of this contract", "termination of this contract" or
"termination" referred to in this contract are for each sub-project, that is, the early termination of one sub-project does
not affect the normal implementation of other sub-projects.


20.1
Termination of Party A


If
the event mentioned in each of the following Articles is not caused by Party A's breach of contract or due to force majeure, if there
is an allowable period for correction and Party B fails to correct within that period, it constitutes Party B's breach of contract, Party
A shall have the right to immediately issue notice of termination intention and receive the deposit in the performance guarantee or maintenance
guarantee:




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(a)
Party B has a particularly serious quality and production safety accident due to poor management.


(b)
Party B ceases business without authorization, which seriously affects social and public interests and safety.


(c)
Party B shall liquidate or become insolvent in accordance with Chinese law.


(d)
Any declaration made by Party B in Article 3.2 is proved to have made a serious error at the time of making, which seriously adversely
affects Party B's ability to perform this contract.


(e)
Party B fails to actually pay the registered capital in accordance with the provisions of this contract.


(f)
Party B stops work continuously for more than 60B without authorization.


(g)
Party B has failed to carry out all the projects according to the schedule confirmed by Party A, and no substantial progress has been
made within 20 days after Party A's written letter.


(h)
Delay in the final completion date or the commencement of commercial operation due to Party B's reasons.


(i)
Party B failed to carry out all the projects in accordance with the schedule confirmed by Party A, and no substantial progress has been
made within 20 days after Party A's written letter.


Party
B's failure to perform other obligations under this contract constitutes a material breach of this contract and fails to remedy the substantive
breach within 15 working days of receipt of Party A's written notice stating its breach of contract and demanding redress.


20.2
Termination of Party B


If
the event mentioned in each of the following Articles is not caused by Party B's breach of contract or due to force majeure, and there
is an allowable period for correction and fails to correct within that period, it shall constitute a breach of contract by Party A, and
Party B shall have the right to give immediate notice of termination intention:


		(a)	Any
                                            statement made by Party A in Article 3.1 is proved to have made a serious mistake at the
                                            time of making, which seriously adversely affects Party A's ability to perform this contract.



		(b)	Party
                                            A fails to fulfill its obligation to pay the project service charge to Party B in accordance
                                            with the terms of this contract.



		(c)	Party
                                            A's failure to perform any of its other obligations under this contract constitutes a material
                                            breach of this contract and fails to remedy such material breach within 20 working days after
                                            receiving written notice from Party B stating its breach and demanding redress.





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20.3
Notice of Intention and Notice of Termination


20.3.1
Notice of intention to terminate


Any
notice of intention to terminate in accordance with Articles 16.5, 20.1 or 20.2 shall state the details of the breach and give the necessary
negotiation period.


After
the notice of termination intention is issued, both parties shall take measures to avoid termination of this contract during the negotiation
period. If both parties agree on the measures to be taken and correct the breach of contract during the corresponding negotiation period,
the notice of termination intention shall expire automatically immediately.


20.3.2
Termination Notice


At
the expiration of the negotiation period, unless:


(i)
Otherwise agreed between the parties; or.


(ii)
The breach event that caused the notice of intention to terminate has been corrected, and the party who gave notice of intention to terminate
shall have the right to give notice of termination.


20.4
General consequences of termination


In
the event of early termination of this contract, both parties shall continue to perform their rights and obligations under this contract
from the date of termination given by either party to the date agreed by both parties.


After
the termination of this contract, both parties shall have no further obligations under this contract, except for any payments that may
be due and payable under Article 20.6, and with the exception of payment obligations incurred prior to the expiration or termination
of this contract and which have not been paid at the date of expiration or termination of this contract. The termination of this contract
shall not affect the dispute resolution Article of this contract and any other provisions that remain in force after the termination
of this contract.


20.5
Compensation after termination


20.5.1
Termination caused by Party B's breach of contract


After
the effective date, if Party A terminates this contract in accordance with Party B's breach of contract in accordance with Article 20.1
(a) of this contract, Party A will fully redeem the amount of guarantee submitted by Party B's investor and / or Party B. otherwise,
both parties will not bear further responsibilities and obligations. If Party A terminates this agreement as a result of other Party
B's breach of contract, Party A shall have the right to recover Party B's relevant rights and interests in the project. After Party B
transfers the project facilities to Party A and transfers the relevant rights and interests of the project to Party A, Party A shall
pay Party B the compensation amount listed in item 1 of the compensation table in Annex 12.




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20.5.2
Termination caused by Party A's breach of contract


After
the effective date, if Party B terminates this contract as a result of Party A's breach of contract, Party B has the right to ask Party
A to pay compensation and recover the relevant rights and interests of the project. After Party B transfers the relevant rights and interests
and project facilities in the project to Party A, Party A shall pay Party B the compensation amount listed in item 2 of the compensation
table in Annex 12.


20.5.3
Termination caused by force majeure events or legal changes


If
any party terminates this contract in accordance with Article 20 due to force majeure or legal change, Party A shall pay Party B the
amount of compensation listed in item 3 of Annex 12 compensation Table. After Party B transfers the relevant rights and interests and
project facilities in the project to Party A, Party A shall pay the corresponding amount of compensation.


20.6
Transfer after termination


20.6.1
Party B shall transfer to Party A the rights and interests of all the projects provided for in Article 21.2 in accordance with Article
20.6.2.


20.6.2
Party A and Party B shall determine the amount of termination compensation in accordance with Article 20.5 within 10 working days. Party
B shall transfer all rights and interests of the project facilities to Party A within 10 working days after determining the amount of
compensation to be terminated. Party A shall pay the termination compensation within 15 working days after the transfer of all rights
and interests in the project facilities.


 


Chapter
XVII Transfer of Projects


Article
21 Transfer of project facilities at the expiration of the project cooperation period


21.1
Transfer Committee


Eighteen
months before the expiration of the project cooperation period, Party A and Party B shall respectively send personnel to form the transfer
committee, which shall be responsible for and handle the transfer work, and the number of representatives of both parties shall be the
same. The chairman of the handover committee shall be appointed by Party A to organize the necessary meetings and talks, agree on the
detailed procedures for the transfer of project facilities, determine the handover ceremony, and finally publish the handover information
in the provincial newspaper and announce it to the public.




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21.2
Scope of Transfer


The
first day after the expiration of the project cooperation period is the transfer date, and Party B shall hand it over to Party A free
of charge:


(1)
All rights and interests of Party B in the project facilities, including:

(a) Buildings and structures of the project facilities.

(b) All machinery and equipment related to the use of the project facilities.

(c) Ancillary facilities related to the project facilities.

(d) All spare parts and accessories, chemicals and other movable property required by Article 21.4.


(e)
All technology and know-how, intellectual property and other intangible assets (including those acquired by license) required for the
operation and maintenance of project facilities


(2)The
various management charters, seals and operation manuals in use include proprietary technology, production files, technical files, secretarial
files, books, design drawings, documents and other materials, so that the project can continue to operate smoothly and normally.


(3)
The right to use the land and other rights related to the project site.


These
assets shall be transferred to Party A without any liens, claims, mortgages, security rights or other claims of any kind. There shall
be no environmental problems or problems left over by the project site on the handover date.


While
handling the transfer work, both parties shall make clear the measures for the proper placement of the original employees of Party B
after the expiration of the project cooperation period.


21.3
Final restorative overhaul and performance testing


21.3.1
Final restorative overhaul and performance testing


		(a)	Party
                                            B shall overhaul the project facilities not earlier than 12 months before the date of transfer,
                                            in accordance with the final restorative overhaul plan agreed upon by the transfer committee,
                                            which must be completed 3 months prior to the date of transfer.



		(b)	Through
                                            the final restorative overhaul, Party B shall ensure that the overall integrity rate of the
                                            key equipment of the project facilities reaches 90%, the overall integrity rate of other
                                            equipment reaches 80%, and there is no major damage to the structure of the project facilities.



		(c)	If
                                            Party B fails to carry out the final restorative overhaul or meet the overhaul standard in
                                            accordance with the above requirements, Party A shall have the right to carry out the overhaul
                                            on its own with the corresponding amount of the maintenance guarantee. In this case, Party
                                            B shall be provided with a detailed record of the expenditure incurred.





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21.3.2
Performance Testing


Prior
to the handover date, the handover committee shall formulate performance test requirements and plans and conduct performance tests of
project facilities in accordance with relevant standards and specifications. Party B shall ensure that all performance tests obtained
from the test meet the requirements of Annex 6. If there is a gap in the performance test, Party A has the right to withdraw the corresponding
charge from the maintenance guarantee to correct the above defects. If the amount of the guarantee is insufficient, Party A shall have
the right to recover from Party B after paying the expenses.


21.4
Spare parts


21.4.1
On the handover date, Party B shall freely hand over to Party A the consumable spare parts and emergency repair spare parts required
for the normal operation of the project facilities during the 12-month period as required by Annex 6, and submit a detailed list of spare
parts.


21.4.2
Party B shall submit to Party A a list of manufacturers of all spare parts required for the production and sale of project facilities.


21.5
Guarantee Period


Party
B shall bear the warranty responsibility for the quality defects of the project facilities (except for the damage caused by the improper
use of the unit receiving the transfer) during the warranty period of 12 months after the handover. Party B shall carry out the warranty
at its own expense within 2 working days after receiving the notice.


In
case of emergency, or Party B fails to guarantee the warranty within 2 working days, Party A has the right to receive the corresponding
amount of the maintenance guarantee for warranty, but shall inform Party B of the expenditure.


21.6
Assignment of contractor's guarantee


At
the time of transfer, Party B shall be obliged to transfer to Party A free of charge all unexpired warranties and guarantees provided
by contractors, manufacturers and suppliers, and to facilitate suppliers to supply equipment at the same preferential price in the past,
at the time of transfer, Party A shall have the right to choose whether to accept the extension of the contract and bear all responsibilities
arising therefrom.


21.7
Transfer Effect


Except
for the provisions of Article 21.5, Party B's rights and obligations under this contract shall be terminated with the completion of the
transfer, except as otherwise stipulated in this contract, Party A shall take over the operation of the project and enjoy all rights
and obligations of the project.




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21.9
Risk transfer


Party
A shall bear the risk of all or part of the loss or damage to the project after the transfer, unless the loss or damage is caused by
Party B's fault or breach of contract.


21.10
Cancellation and transfer of contract


On
the premise of Article 21.2 and 21.6, Party B shall cancel the equipment contracts, supply contracts and all other contracts signed by
Party B which are still in force at the time of transfer.


 


Chapter
XVIII Applicable Law and Dispute Settlement


Article
22 Applicable Law and Dispute Resolution


22.1
Applicable Law


The
applicable laws under this contract refer to all applicable Chinese laws, regulations, rules and all technical standards, technical specifications
and all other applicable mandatory requirements issued by government departments.


22.2
Settlement through friendly negotiation between the two parties


In
the event of any dispute, difference or claim arising from the interpretation of the terms of this contract (including any question as
to its existence, validity or termination), the parties shall try their best to resolve such dispute, difference or claim through friendly
negotiation. If the dispute is not settled within 15 working days, the provisions of Article 22.3 shall apply.


22.3
Friendly settlement by the Operations Coordination Committee


If
the parties fail to resolve the dispute, difference or claim in accordance with Article 22.2, either party may refer the dispute, division
or claim to the Operations Coordination Committee, which shall meet in a timely manner and try its best to resolve the dispute, difference
or claim through negotiation. All disputes shall be settled amicably through consultation among the members of the Coordinating Committee,
and the unanimous resolution of the Coordinating Committee shall be binding on the parties. If the dispute is not settled within 20 working
days after the above request is made, the provisions of Article 22.4 shall apply.


22.4
Lawsuit


If
the parties fail to resolve disputes, differences or claims in accordance with Article 22.3, either party may submit the dispute, division
or claim to the court where the project is located which has jurisdiction under applicable law.




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22.5
Performance during dispute settlement


Prior
to the final determination of disputes, differences or claims, the parties shall continue to perform all their obligations under this
contract and continue to enjoy all their rights under this contract, and shall make final adjustments in accordance with the award after
the final decision has been made.


22.6
Continue to be valid


The
dispute settlement Article stipulated in Article 22 shall remain in force after the termination of this contract.


 


Chapter
XIX Annex to the Contract


Article
23 Catalogue of Annexes to the Contract


The
Annex to this contract is as follows:


Annex
1 Letter of commitment from subdistrict offices, town governments and village committees of the project.


Annex
2 Influent and effluent quality indicators and project waste treatment standards for sewage treatment projects.


Annex
3 Geographical location of the project (or regional diagram).


Annex
4 Technical specifications and requirements.


Annex
5 Payment of services and facilities provided by the Government and upfront fees.


Annex
6 Technical proposal.


Annex
7 List of initial shareholders of Party B.


Annex
8 Insurance.


Annex
9 Approval, registration and verification required by Party B.


Annex
10 Format of performance guarantee.


Annex
11 Format of maintenance guarantee.


Annex
12 Termination of compensation.


Annex
13 Sewage treatment and safe disposal.


Annex
14 Project finance and financing programme.


Annex
15 Format of Party B's financial statements.




    	55 



    	 



    

 


Annex
16 Penalty measures for breach of contract.


Annex
17 Performance appraisal methods and standards.


Annex
18 Project service charges, price adjustment formulas and procedures.


Annex
19 Emergency Plan.


Annex
20 Supplementary requirements for Project Operation and maintenance.


 


Chapter
XX Others


Article
24 General Rights and Obligations of Party A and Party B


24.1
Confidentiality


All
materials and documents (whether financial, technical or otherwise, but excluding non-sensitive information relating to the progress
of the project) obtained by either party or its employees, contractors, consultants or agents shall be kept confidential if they have
not been made public, and shall not be disclosed or disclosed to a third party during the five-year period after the end of the project
cooperation period without the prior written consent of the other party, except as required by law. This undertaking shall remain valid
after the termination of this contract.


24.2
Obligation of Cooperation and Duty of Advance Warning


The
parties shall cooperate with each other to achieve the purpose of this contract and shall exercise and perform their respective rights
and obligations under the same item in good faith. On this premise, the two sides agree:


(1)
Except as otherwise provided in this contract, when one party requests the consent of the other party, the requested Party shall give
such consent or approval within 10 working days or such other time as is reasonably necessary, and shall not unreasonably refuse or delay
such consent or approval; and.


(2)
If any event or situation that comes to the knowledge of either party is:


(a)
Events or circumstances which are reasonably expected by that party to have a material adverse impact on either party's performance of
its obligations under this contract or its ability to implement the project; and.


(b)
It is reasonably expected that the other party will not be informed of the event or circumstances.


The
party shall notify the other party of the event or situation as soon as possible.




    	56 



    	 



    

 


Article
25 General Obligations of Party A


25.1
Non-Intervention


Party
A shall not interfere in the internal management affairs of Party B, except in accordance with the law and the terms of this contract.


25.2
Improper Payment of Margin


If
Party A receives the money in the bid guarantee, performance guarantee and maintenance guarantee submitted by Party B, and then Party
B determines by ruling or other means that Party A has no right to redeem it, Party A shall refund the amount, and shall compensate Party
B for all expenses and expenses incurred as a result, as well as the interest from the date of redemption to the date of refund. The
interest is subject to the ceiling of the short-term (six-month) lending rate of the people's Bank of China at that time.


 


Article
26 General Obligations of Party B


26.1
Compliance with Applicable Laws


Party
B shall always abide by the provisions of the applicable law when performing its obligations under this contract.


26.2
Labor SafetySstandards


Party
B shall abide by the current labor protection laws and regulations, respect the rights of employees and strictly implement safety regulations
and relevant standards.


26.3
Coordination of Project Documents


Party
B shall ensure that the financing documents, any contracts between shareholders, Party B's Articles of association, the cooperation contract,
the insurance policy under this contract and any other contracts signed by Party B relating to this project are in compliance with the
provisions of this contract and are able to perform this contract.


26.4
Taxes, Duties and Charges


Party
B shall pay all taxes, duties and administrative charges in accordance with the applicable law.


26.5
Liability to contractors and their employees and agents


Party
B shall not relieve Party B of any obligations under this contract if it employs any contractor and its employees and their agents. All
acts or omissions of the contractor and its employees and their agents for the purposes of this contract shall be deemed to be the acts
or omissions of Party B.




    	57 



    	 



    

 


26.6
Compensation treatment of intellectual property rights


Party
B shall be responsible for responding to and compensating for the litigation caused by intellectual property infringement that may occur
in the construction, operation and management of the project.


 


Article
27 Alteration and Disposal of Asset Rights and Interests


27.1
Change of Party A.


Party
A shall not assign or transfer all or part of its rights or obligations under this contract without Party B's prior written consent.
Due to the change of Party A caused by the reform of government institutions, the new replacement government departments should:


(a)
Have the ability to assume all the rights, obligations and responsibilities of the original Party A with respect to the project, and
re-obtain the authorization of the government, and.


(b)
Accept and fully undertake the performance of the obligations of the original Party A under this contract.


27.2
Disposal of Interests in Assets


For
the purpose of financing the project, Party B may pledge the charging right of the project in accordance with the provisions of this
contract. Party A shall not disagree without reason.


Without
the prior written consent of Party A, Party B shall not assign, transfer, lease, mortgage, pledge all rights, agreements and / or interests
of the project, such as assets, land, etc., nor shall it create any lien or security interest in the above assets, rights, agreements
and / or interests or otherwise dispose of such assets, rights, agreements and / or interests.


 


Article
28 Rules of Interpretation


28.1
Modification


Any
amendment, supplement or alteration to this contract shall be effective and binding only if it is in writing and signed by the authorized
representatives of both parties and affixed with the official seal.


28.2
Separability


If
any of the provisions of this contract are illegal, invalid or unenforceable, or are declared illegal, invalid or unenforceable by any
competent court,


(a)
Other provisions remain valid and enforceable.


(b)
The parties shall amend provisions that are illegal, invalid or unenforceable to make them legal, valid and enforceable, and such modifications
shall, as far as possible, balance the interests of the parties.


28.3
Interpretation Order


This
contract consists of the following parts, and the order of interpretation of the contract is as follows:


		1.	Documents
                                            of a contractual nature such as supplementary contracts and memorandums signed by both parties
                                            to this contract.



		2.	Formally
                                            sign the version of the contract.



		3.	Initialled
                                            the contract.



		4.	Bid
                                            winning notice.



		5.	The
                                            purchase result confirms the negotiation memo.



		6.	Tender
                                            documents and supplementary documents for clarification.



		7.	Tender
                                            documents and supplementary documents for clarification.



 


Article
29 Other Provisions


29.1
Notification


The
notice under this contract shall be delivered to or sent to the other party by hand, express delivery, mail, fax or e-mail at the following
address:


Party
A: Housing and Urban-Rural Development Bureau of Wujiang District, Shaoguan City.


Add:
Huimin South Road No. 128, Wujiang District, Shaoguan city.


Postcode:
512026


Addressed
to: Li Li


Fax:


Email
address:


 


Party
B: Shaoguan Angrui Environmental Technology Development Co., Ltd.


Address:
Room 317, F3, Cenjiao Enterprise Office Building, Huanggang Cen, Chongxia Management District, Longgui Town, Wujiang District, Shaoguan
City.


Postcode:
512050


To:
Xu Tao


Fax:


Email
address: [*].




    	58 



    	 



    

 


If
there is any change in the addressee's address, telex fax number or email address of one party, the other party shall be notified in
writing in time. The following shall be deemed to have been served: (i) if any communication is made by letter, when it is sent by hand,
express or post (registered, request receipt) to the above address; and (ii) if by fax or e-mail, when accurately sent to the above fax
number or e-mail address.


29.2
No Abstention


Neither
party shall be deemed to waive any provision of this contract unless one party waives it in writing. Neither party's failure to strictly
perform any of the provisions of this contract or the failure to exercise any of its rights under this contract shall be deemed to be
a waiver of any of the above provisions or a waiver of any future exercise of any of the above rights.


29.3
Text of the contract


This
contract is concluded in Chinese in sixteen originals, Party A holds six copies and Party B holds ten copies.


This
contract shall be signed by the duly authorized representatives of both parties on the date indicated under their signatures, and both
parties are willing to be bound by the law of this contract.


29.4
Payment of Funds


Any
overdue payment under this contract shall bear interest at the default rate from the date of maturity to the date of receipt of the payment
by the payee.


Any
payment under this contract shall be made in RMB.


29.5
Signature and Entry into Force


This
contract shall enter into force on the date of signature and seal of Party A, Social Capital Party and Party B.


After
Party A signs the version contract with the social capital party and the project company, Party A and the social capital party are the
primary obligees and obligors under the contract and bear the ultimate responsibility for the contract; the project company is the actual
executor of the contract, specifically perform the obligations under the contract.


 


 




    	59 



    	 



    

 


 


	Implemented by (Party A)	
	[Seal] Housing and Urban-Rural Development Bureau of Wujiang District, Shaoguan City
	Name: /s/ HUANG Yishun
	Title:
	Date: August 2018
	





 


	Social
    capital party 	
	Shanghai
    Onway Environmental Development Co., Limited
	[Seal] Shanghai Onway Environmental Development Co., Ltd.
	Name:
/s/ PENG Wenlie    
	Title:
	Date: August 2018
	 
	Guangzhou
    Ruiyi Environmental Protection Technology Co., Ltd 
	[Seal] Guangzhou Ruiyi Environmental Protection Technology Co., Ltd.
	Name:
/s/ CHEN Huanlin    
	Title:
	Date:
    August 2018


 




    	60 



    	 



    

 


 


 


	Guangdong Xifu Environmental Protection Technology Co., Ltd	
	[Seal] Guangdong Xifu Environmental Protection Technology Co., Ltd
	Name: /s/ HUANG Zongcai
	Title:
	Date: August 2018
	 	 
	 	 
	Guangdong Xinzhen Construction Engineering Co., Ltd	 	
	[Seal] Guangdong Xinzhen Construction Engineering Co., Ltd.
	Name: /s/ ZHU Shixiang
	Title:
	Date: August 2018





 


 


	Project
    company (Party B)	
	[Seal]
    Shaoguan Angrui Environmental Technology Development Co., Ltd
	Name:
/s/ MA Xiongbing    
	Tittle:
	Date:
August 2018    


 




    	61 



    	 



    

Annex
1 Letter of Commitment from Subdistrict Offices, Town Governments and Village Committees of the Project


 


(Separate
volume)


Leading
Group for Whole District PPP Project Package of Wujiang District Domestic Garbage and Sewage Treatment Infrastructure:


Our
unit promises and guarantees:


1.
Abide by and be subject to the obligations and responsibilities of the town / village under the jurisdiction of the PPP project contract
for domestic garbage and sewage treatment infrastructure in villages and towns in Wujiang District.


2.
Actively cooperate with and support Party A in fulfilling the rights and obligations under the contract of PPP project for domestic garbage
and sewage treatment infrastructure in villages and towns of Wujiang District.


3.
Provide the project land to Party B in accordance with the provisions of the PPP project contract for domestic garbage and sewage treatment
infrastructure in villages and towns in Wujiang District.


XX
Town People's Government (XX Village Committee)


YY-MM-DD


 




    	62 



    	 



    

Annex
2 Influent and Effluent Quality Indicators and Project Waste Treatment Standards for Sewage Treatment Projects


I.
Overview of the project


The
whole district PPP project package of domestic garbage and sewage treatment infrastructure in villages and towns of Wujiang District
includes three towns under the jurisdiction of Wujiang District, namely, Chongyang Town, Longgui Town and Jiangwan Town.


The
specific construction contents are township sewage treatment plant and supporting pipe network, rural domestic sewage treatment facilities
and supporting pipe network, domestic garbage removal and transportation system and domestic garbage treatment system. The total investment
of this project is 134.1171 million yuan, including an investment of 55.8459 million yuan for the construction project of township sewage
treatment plant and supporting pipe network, an investment of 64.4252 million yuan for the construction of rural domestic sewage treatment
facilities and supporting pipe networks, an investment of 6.0016 million yuan for the domestic garbage removal and transportation system
and 7.8444 million yuan for the domestic garbage disposal system.


The
total design scale of township domestic sewage plant is 4300m3/d, and the supporting pipe network is 11.45km; the total design
scale of rural domestic sewage facilities is 4360 m3/d ; the total design scale of township domestic garbage transfer is 37
t/d, the cleaning area of township center is 149000 m2, the total scale of township village cleaning is 196 natural villages;
the total scale of comprehensive reduction collection station is 9t/d (2 in total).


II.
Sewage sub-project treatment standards (incoming and outgoing water quality indicators).


1.
Town sewage treatment plant.


(1)
Designed influent quality.


BOD5:
120~150mg/L


CODcr:
250~300mg/L


SS:
120~200mg/L


NH3-N:
30mg/L


TN:
30mg/L


TP:
5mg/L


PH:
6-9


Water
temperature: 12 ~ 25 °C.




    	63 



    	 



    

 


(2)
Designed effluent quality.


According
to the "Implementation Plan for Shaoguan City to Accelerate the Construction of a New Round of Domestic Garbage and Sewage Treatment
Infrastructure", the newly built urban sewage treatment facilities are in accordance with the more stringent values in the Class
A discharge Standard of Urban sewage treatment plants (GB18918-2002) and the local standards of Guangdong Province.


2.
Rural sewage treatment facilities.


(1)
Designed influent quality.


B0D5:
60~120mg/L


CODcr:
150~200mg/L


SS:
100~150mg/L


NH3-N:
10~25mg/L


TP:
1. 0-2.5mg/L


PH:
6-9


(2)
Designed effluent quality


Implement
the B standard of the first-level standard of the Pollutant Discharge Standard for Urban Sewage Treatment Plants GB18918-2002.


III.
Waste disposal standards for garbage sub-projects.

1. Gas treatment standard


(1)
Air Pollutant Emission Limits (DB44/27-2001)


(2)
Domestic Garbage Incineration Pollutant Control Standard (GB18458-2014)


2.
Fly ash treatment standard


(1)
Control Standard for Pollutants in Domestic Garbage Incineration (GB 18458-2014)


(2)
Identification Standard of Hazardous Wastes-Identification of Leaching Toxicity (GB 5085. 3-2007).


3.
Noise standard


Environmental
Noise Emission Standard for Industrial Enterprises (GB 12348-2008)


4.
Other standards


Hygienic
Standard for Design of Industrial Enterprises (GBZ1-2010)


IV.
Other requirements




    	64 



    	 



    

 


During
the project cooperation period, if the compulsory standards applicable to new countries or industries are promulgated and implemented,
Party B shall put forward a process adjustment or transformation plan that meets the requirements of the latest standards, which shall
be demonstrated by experts and submitted to the district government for approval. Party A shall handle the transformation project in
accordance with the capital construction procedures, and Party B shall be responsible for the completion of the transformation project
under the supervision of Party A. The cost of the transformation process shall be determined by an audit institution qualified for practice
in China recognized by both parties, the compensation shall be carried out in accordance with Article 15.1 of this contract, and the
expenses incurred in employing the audit institution shall be borne by Party B.


 


Annex
3 Geographical Location of the Project (or Regional Diagram)


[separate
volume]


 


Annex
4 Technical Specifications and Requirements.


 


I.
Overall requirements


The
project shall be constructed in strict accordance with the construction standards of urban sewage treatment plants, domestic garbage
treatment projects or the technical specifications of rural sewage treatment facilities, strictly abide by the provisions of relevant
laws and regulations such as the Construction Law, the Environmental Protection Law and the Product quality Law, as well as the requirements
of national, local and industry mandatory standards.


II.
Implementation of standards and norms


(1)
Implement the latest national or regional technical standards and specifications related to the project


(2)
for the monitoring requirements of materials and construction quality, the state has corresponding standards for the implementation of
national standards, and if the national family has not promulgated the standards, the requirements of national advanced technical standards
shall be adopted


(3)
The main standards and norms are:


Code
for Design of Outdoor Drainage GB50014-2006 (2016 Edition)


Water
Quota in Guangdong Province DS44 / T 1461-2014


Technical
Code for Constructed Wetland Sewage Treatment Engineering HJ 2005-2010




    	65 



    	 



    

 


Construction
Standard of Sewage Treatment Project at Small Towns 148-2010


Technical
Guidelines for Rural Sewage Treatment in Guangzhou in 2010


Technical
Guidelines for Rural Sewage Treatment in Guangdong Province, 2007


The
standard of Labor Quota of Urban Appearance and Environmental Sanitation Construction Standard [2008] No. 111


Quality
and Evaluation Standard of Urban Road Cleaning CJJT126-2008


Technical
Specification for Domestic Garbage Transfer Station CFF179-2012


Technical
Specification for Construction Waste Disposal CJJ134-2009


Construction
Standard of Domestic garbage treatment Project at Small towns Construction Standard 1492010


Malodorous
Pollutant Discharge Standard GB14554-93


Environmental
Noise Emission Standard for Industrial Enterprises GB12348-2008


Atmospheric
Environmental Quality Standard GB 3095-2012


Comprehensive
Emission Standard of Air Pollutants GB 16297-2013


Surface
Water Environmental Quality Standard GB3838-2002


Groundwater
Quality Standard GB/T 14848-93


Soil
Environmental Quality Standard GB 15618-95


Water
Pollutant Emission Limit DB44/26-2001


Air
Pollutant Emission Limit DB44/27-2001


Code
for Design of Outdoor Water Supply GB 50013-2006


General
principles of Civil Architectural Design GB 50352-2005


Code
for Fire Protection of Building Design GB 50016-2006


Code
for Design of Low Voltage Distribution GB 50054-2011


Code
for Design of Power Distribution for General Electrical Equipment GB 50055-2011


Code
for Design of Lightning Protection of Buildings GB 50057-2010


Code
for Electrical Design of Civil Buildings JGJ 16-2008


Code
for Design of Power Supply and Distribution System GB 50052-2009


Code
for Load of Building Structures GB 50009-2012




    	66 



    	 



    

 


Code
for Seismic Design of Buildings GB 50011-2010


Code
for Design of Concrete Structures GB 50010-2010


Code
for Acceptance of Construction Quality of Concrete Structure Engineering GB50204-2002 (2010 Edition)


Code
for Design of Masonry Structures GB 50003-2011


Code
for Acceptance of Construction Quality of Masonry Structures GB 50203-2011


Unified
Standard for Reliability Design of Building Structures GB 50068-2001


Code
for Design of Factory and Mine Roads GB J22-87


(4)
If a new version of the relevant standard is issued before the preliminary design of the project, the project shall automatically implement
the new version of this standard.


 


Annex
5 Payment of Services and Facilities Provided by the Government and Upfront Charges


 


Preliminary
work


The
social capital party and Party B shall undertake the results of the relevant preliminary work carried out by Party A, and agree to change
Party A's completed project, environmental assessment, feasibility research and other main units to Party B.


Party
A has completed the preparation of the feasibility study report and the employment of PPP consultants for the project, and the expenses
required for the completion of these work shall be included in the total investment of the project, and the selected social capital shall
be paid to Party A or its designated unit within 15 working days after the establishment of the project company. The specific amount
is as follows:


	Work
    content	Charge
    (ten thousand yuan)	Charge
    payment and time limit	Remark
	PPP
    project consulting	Based
    on the actual occurrence	Within
    15 working days after the establishment of the project company, Party A or its designated unit	—
	Bidding
    agency	Based
    on the actual occurrence	Payment
    by the winning bidder in accordance with the requirements of the bidding documents	—


 




    	67 



    	 



    

 


Note:
Before the signing of this PPP project contract (applicable to the signed version of the project company), if other upfront costs are
added, the government has the right to include this part of the new fees in this attachment, which shall be borne by Party B and included
in the total investment of the project.


 


Annex
6 Technical Plan


 


The
technical solutions provided by Party B shall include, but are not limited to, the following contents:


1.
Project construction schedule


Table
1 Construction schedule of township sewage treatment project


	Project
    schedule	Deadline
	Complete
    the preliminary design	 
	Complete
    the design of construction drawings	 
	Complete
    the examination of construction drawings	 
	Scheduled
    start date	 
	Scheduled
    final completion date	 
	Scheduled
    start date of trial operation	 
	Scheduled
    completion acceptance date	 
	Scheduled
    date to start commercial operation 	 


 


Table
2 Construction schedule of rural sewage treatment project


	Project
    schedule	Deadline
	Complete
    the preliminary design	 
	Complete
    the design of construction drawings	 
	Complete
    the examination of construction drawings	 
	Scheduled
    start date	 
	Scheduled
    final completion date	 
	Scheduled
    start date of trial operation	 
	Scheduled
    completion acceptance date	 
	Scheduled
    date to start commercial operation 	 


 




    	68 



    	 



    

 


Table
3 Construction schedule of domestic garbage removal and transportation project


	Project
    schedule	Deadline
	Complete
    the preliminary design	 
	Complete
    the design of construction drawings	 
	Complete
    the examination of construction drawings	 
	Scheduled
    start date	 
	Scheduled
    final completion date	 
	Scheduled
    start date of trial operation	 
	Scheduled
    completion acceptance date	 
	Scheduled
    date to start commercial operation 	 


 


 


Table
4 Construction schedule of domestic garbage comprehensive reduction collection station project


	Project
    schedule	Deadline
	Complete
    the preliminary design	 
	Complete
    the design of construction drawings	 
	Complete
    the examination of construction drawings	 
	Scheduled
    start date	 
	Scheduled
    final completion date	 
	Scheduled
    start date of trial operation	 
	Scheduled
    completion acceptance date	 
	Scheduled
    date to start commercial operation 	 


 


2.
Project engineering design scheme (including optimization scheme)


(a)
Overall design description


(b)
Key technical and economic indicators


(c)
Description of the process route


(d)
Cost of the project


(e)
Design quotation and construction period




    	69 



    	 



    

 


3.
Construction organization plan of project project


(a)
Organizational structure


(b)
Preparation for construction


(c)
Temporary works and facilities


(d)
On-site recovery


(e)
Safe construction, sanitary and epidemic prevention measures


(f)
The duration of the project


4.
Commissioning and operation scheme of project project


(a)
Debugging of the organization


(b)
Commissioning schedule


(c)
Debugging steps


(d)
Debugging methods for major equipment


(e)
System acceptance


5.
Project operation plan


(a)
Maintain the management structure and staffing arrangements


(b)
Maintenance of the operation manual


(c)
Instrument management


(d)
Statement system


(e)
Testing


(f)
Management of spare parts


(g)
Environmental protection


6.
Emergency plan


(a)
Emergency identification


(b)
Measures taken


 




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7.
Project handover programme


Specific
reference to Article 21.


Note:
[ ] The technical scheme is described in the tender documents submitted in accordance with the procurement requirements of this project.
Party B shall carefully investigate and supplement the technical plan in writing according to the requirements of Party A. The project
design plan, construction organization plan, operation management plan, procurement and equipment, item plan and schedule date, construction,
operation and maintenance plan, transfer plan, basic data of technical scheme and all the contents of technical scheme contained in the
bid document, subject to the examination and approval of Party A, will be published separately as part of Annex 6 to this contract. It
has the same legal effect as this contract.


Among
them, if the contents of the technical scheme and supplementary documents stated in the bid documents are in conflict with this contract,
this agreement shall prevail; if there is a conflict between the technical scheme stated in the tender documents and the supplementary
documents, the supplementary documents shall prevail; If there is a conflict between the supplementary documents at the top and the supplementary
documents at the bottom of the arrangement, the latter shall prevail.


 


Annex7
List of Initial Shareholders of Party B


[Shanghai
Onway Environmental Development Co., Limited ], accounting for 55% of the registered capital of Party B;


[Guangzhou
Ruiyi Environmental Protection Technology Co., Ltd.], accounting for 20% of the registered capital of Party B.


[Guangdong
Xifu Environmental Protection Technology Co., Ltd.], accounting for 4% of the registered capital of Party B


[Guangdong
Xinzhen Construction Engineering Co., Ltd.], accounting for 1% of the registered capital of Party B


 




    	71 



    	 



    

 


Annex
8 Insurance


 


1
Insurance during construction


Party
B shall take out and maintain the insurance of the following types of insurance at its own expense throughout the construction period.
However, if such insurance cannot be obtained from the insurance company specified in Article 14 (2) of the project contract, or if such
insurance cannot be obtained under reasonable commercial conditions, Party B shall not be obliged to obtain such insurance, and Party
A shall not take out such insurance for Party B. except as provided above, Party B shall not relieve or restrict Party B's obligations
under the same item.


a)
All risks of construction and installation works


Scope
of responsibility: During the construction, installation, operational testing and commissioning of the project facilities and during
the following twelve (12) months, all general and usual insurable risks for the loss or damage of works, temporary works, materials and
other items to be included in the project facilities. (including, but not limited to, fires, lightning, explosions, rainstorms, storms,
typhoons, floods, floods, collapses, landslides, earthquakes, other accident losses, riots, strikes, civil strife, vandalism, design
defects, craft defects and material defects).


Insured
amount: The full replacement price of the project (but not less than the value of the construction contract).


Insurance
period: From the date of construction to the date of commercial operation and twelve (12) months thereafter.


Insured
party: party B, construction contractor, subcontractor, supplier, consultant (site risk only), Party A or other party selected by Party
B (provided that the other party has or may obtain an insurable interest under this insurance).


b)
Third party liability insurance


Scope
of liability: Insurance for legal liability for personal injury or property loss of a third party arising from the implementation of
the project and related to the performance of the construction contract (but excluding third party automobile insurance) within the territory
of the people's Republic of China.


Insurance
amount: the insurance limit for each accident is RMB 200,000, and the number of insured accidents is not limited;


Insurance
period: from the date of construction to the date of commercial operation and twelve (12) months thereafter.




    	72 



    	 



    

 


Insured
party: party B, construction contractor, supplier and consultant (site risk only), Party A or other party selected by Party B (provided
that the other party has or may obtain an insurable interest under this insurance).


c)
Other types of insurance


Other
insurance that is usual, reasonable or necessary to comply with the requirements of the lender and Chinese laws and regulations.


2
Insurance during operation


Party
B shall take out insurance at its own expense on or before the start date of the trial operation and maintain the following types of
insurance throughout the operation period. However, if such insurance cannot be obtained from the insurance company specified in Article
14.2 of this project contract, or if such insurance cannot be obtained under reasonable commercial conditions, Party B shall not be obliged
to obtain such insurance, and Party A shall not take out such insurance for Party B. except as provided above, Party B shall not relieve
or restrict Party B's obligations under this project contract.


a)
Insurance for all properties


Scope
of responsibility: all and usual insurable risks for all loss or damage of buildings, structures, factories, equipment, machinery, chemicals,
and / or immovable property that form part of the project facilities and are located on the project site. (including but not limited
to fire, lightning, explosion, spontaneous combustion, storm, rainstorm, typhoon, flood, flood, riot, strike, vandalism, impact, earthquake,
settlement and collapse).


Insured
amount: the total replacement value of the project facilities.


Insurance
period: in years, can be extended.


Insured
party: Party B, operation and maintenance contractor, Party A, Party A or other party selected by Party B(provided that the other party
has or may acquire an insurable interest under this insurance).


b)
Third party liability insurance


Scope
of liability: Legal liability for personal injury or property loss or damage to a third party caused by the operation and maintenance
of project facilities.


Insurance
amount: the insurance limit for each accident is RMB 200,000, and there is no limit on the number of accidents.


Insurance
period: in years, can be extended.


Insured
party: Party B, operation and maintenance contractor, Party A, Party A or other party selected by Party B.




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c)
Other insurance types


Other
insurance that is usual, reasonable or necessary to comply with the requirements of the lender or the laws and regulations of China.


3
Joint insurance and compensation.


Party
A shall be the insured under all the insurance items properly indicated in this attachment. Party B shall urge the insurer to waive any
and all rights of subrogation against Party A that it may own or acquire under all the insurance specified in this Annex 8.


4
Insurers and insurance documents


Party
B shall maintain fully effective insurance at an insurer approved to conduct insurance business in the people's Republic of China with
good reputation and with the consent of Party A, certifying that Party B has obtained the insurance policy in accordance with Party A's
request, and provide Party A with a copy of this insurance policy and proof of premium paid. As soon as Party B receives the renewal
certificate and insurance approval certificate, it shall be submitted to Party A in time.


5
Failure to obtain and maintain insurance


If
Party B fails to obtain or refuse to obtain the above-mentioned general and customary insurance or fails to provide Party A with copies
of the insurance policy, premium payment certificate, renewal certificate and insurance approval certificate mentioned in Section 4 above,
then Party A shall have the right to take out such insurance at Party B's expense. In this case, at the request of Party A, Party B shall
promptly pay Party A the amount it pays for the purchase of this kind of insurance. Party B's failure to obtain or refuse to obtain the
above insurance shall not relieve or limit any of its obligations and liabilities under this contract.


6
Notice of claim and assistance


Party
B and Party A shall abide by the terms and conditions of the insurance policy applicable to them, and shall follow the claims management
procedures established with the insurer. The claims management procedure shall comply with the reasonable and commonly used terms of
similar projects. In preparing the documents and negotiating the claim, each party agreed to provide reasonable assistance to the other.
When any claim under any insurance policy in this Annex 8 may exceed RMB 200,000, Party B shall notify Party A and from time to time
provide Party A with any information on the claim under the related insurance policy as it reasonably requires.




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7
Repair and claim payment


The
claims available to Party B under all risks, property risks and machine damage insurance shall be used to recover and repair the loss
or damage of the insured property. The claim money obtained under the insurance of delayed completion or business interruption shall
be applied to the repayment of the loan and Party B's prescribed regular expenses. Compensation for third party liability insurance shall
be paid to the individual entitled to compensation. Without the written consent of Party A (Party A shall not unreasonably refuse to
agree), Party B and the insurer shall not reach a compromise on any claim exceeding two hundred thousand (200,000) RMB.


Party
A acknowledges that its delay in agreeing to the above compromise may cause delay or interruption of the project, and such delay or interruption
may adversely affect delayed completion and business interruption insurance, and Party A undertakes to give any such consent as soon
as possible.


8
Notify Party A


For
all insurance insured under this Annex 8, Party B shall cause the insurer to notify Party A at least thirty (30) days before such cancellation,
termination, expiration or termination and / or any significant change in the scope of liability or any reduction in the amount of insurance,
or any reduction in the limit of liability.


 


Annex
9 Approval, Registration and Verification Required by Party B


Party
B shall obtain all licenses, permits, approvals and registrations required by applicable law, mainly including but not limited to, the
following items:


1.
Approval required for the establishment and operation of Party B


1.1
Application for the establishment of Party B


After
receiving the notice of winning the bid, the selected investor shall apply to the relevant departments for the establishment of Party
B. If approved, an approval certificate will be issued.


1.2
Pre-registration of Party B's name


The
name of Party B shall be registered in advance before the approval of the establishment of Party B. Upon receipt of confirmation as the
selected investor.


After
the notice, you can apply to the relevant departments for the pre-registration of Party B's name and get the enterprise name registration
certificate.




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1.3
Business registration and business license, tax registration certificate, organization code certificate


The
winning bidder shall obtain the business license, tax registration certificate and organization code certificate from the administrative
department where the project is located.


1.4
Financial registration


Party
B shall apply for financial registration with the local financial authorities within 30 days after the issuance of the business license.

The above shall be completed by the winning bidder or Party B before the entry into force of this project contract.


2.
On the approval and registration of project financing


If
Party B takes the project charging right as the pledge, Party A shall be notified.


3.
The procedures for the establishment of the project and the application and approval required during the construction period shall be
completed by Party B in accordance with the provisions of the state, province and city, and the time shall be included in the construction
period. Party A shall, within the scope of its duties, assist Party B to coordinate and complete the procedures of project establishment,
construction and approval as soon as possible.


4.
Approval required for the project to be put into commercial operation


4.1
Acceptance of environmental protection facilities


During
the commissioning phase of the project, Party B shall promptly submit an application for the completion and acceptance of the environmental
protection facilities of the project to Party A. Except for special circumstances, Party A shall organize acceptance within 15 working
days of Party B's application.


4.2
Completion acceptance


Before
the final completion of the project, Party B shall submit an application for completion acceptance to Party A and relevant departments.
Except for special circumstances, Party A shall organize the completion acceptance within 15 working days of Party B's application, and
Party A shall pass the acceptance.


4.3
Party B shall apply to the environmental protection department for a pollutant discharge permit and a certificate of qualification for
the operation of environmental protection facilities.


5.
Other licenses, permits, approvals, registrations and legal procedures for engineering construction that should be obtained under the
applicable law, including, but not limited to, environmental assessment, soil and water conservation programmes, seismic safety assessment,
construction, water conservancy, garbage and other related documents dealing with process changes.


 


 




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Annex
10 Format of Performance Guarantee


Since:


(Name,
organization and address)


Date:


 


To:
Party A or its designated agency


Address:


Postal
code:


In
view of 【 】[Party B's name and address] ("Party B") has undertaken to invest, build, manage, operate, maintain
and hand over the whole PPP project of domestic garbage and sewage treatment infrastructure in villages and towns in Wujiang District
according to the project contract signed on the day of ():


In
view of the agreement of both parties in the project contract, Party B shall submit to Party A or its designated institution a guarantee
issued by an approved bank / financial institution for the first time on demand, with the amount stated in the guarantee letter to ensure
Party B's performance of Party B's obligations relating to project design and construction under the project contract.


Since
we have agreed to issue the above guarantee to Party A or its designated agency.


We
hereby confirm that we are responsible to Party A as guarantor and on behalf of Party B. The total amount of guarantee is RMB3 million.
We undertake that within [five (5) business days] after receiving the first written request from Party A or its designated agency, we
will immediately pay any one or more of the above amounts to Party A or its designated agency.


We
also agree that the terms of this guarantee constitute an unconditional and irrevocable direct liability of the Bank. Any changes or
additions or any other modifications that may be made between Party A and Party B to the terms of the project contract or any other documents
shall in no way relieve us of our liability under this guarantee, we hereby waive the requirement to inform such changes, supplements
or modifications.


The
performance guarantee of this project shall be valid for the whole period from the effective date of the project contract (such as the
date defined in the project contract) to the termination in accordance with Article 12.1 (2) of the item contract. [This letter of guarantee
is valid from the day of the year to the day of the year.


This
letter of guarantee shall be subject to and construed in accordance with Chinese law.




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All
terms used in this guarantee have the meaning specified in the project contract (we confirm that we have received a copy of the project
contract).


Seal
of bank / financial institution:


Name
of bank / financial institution:


Signature:


Name:


Title:


Date:


 


 


Annex
11 Format of Maintenance Guarantee


Since:


(Name,
organization and address)


Date:


To:
Party A or its designated agency


Address:


Postal
code:


In
view of [           ] [Party B's name and address] ("Party B") has promised
to invest, manage, operate, maintain and hand over the PPP project according to the project contract signed from the date (YY-MM-DD)
in Wujiang District, the whole area of domestic garbage and sewage treatment infrastructure in Wujiang District, and in view of the fact
that both parties have agreed in the project contract. Party B shall submit to Party A or its designated institution a guarantee issued
by an approved bank / financial institution for the first time on demand, with the amount stated in the guarantee letter, to ensure that
Party B performs the guarantee obligations of the project operation, maintenance, transfer and guarantee period under the project contract.


Since
we have agreed to issue the above guarantee to Party A or its designated agency.


We
hereby confirm that the amount of the maintenance guarantee is RMB3 million.




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We
undertake that within five (5) business days after receiving the first written request from Party A or its designated agency, we will
pay any one or more of the above amount to Party A or its designated agency without unconditional conditions, and Party A or its designated
authority is not required to certify or state the reasons or reasons for the request for payment.


We
hereby waive the requirement that Party A or its designated agency make a payment request to Party B before making a payment request
to us.


We
also agree that the terms of this guarantee constitute an unconditional and irrevocable direct liability of the Bank. Any change or supplement
or any other modification that may be made between Party A and Party B to the terms of the project contract or any other documents shall
in no way absolve us from our liability under this guarantee. We hereby waive the requirement to give notice of such changes, supplements
or modifications.


The
period of validity of the project maintenance guarantee shall cover the whole period from the date of termination of the performance
guarantee to the expiration of 12 months after the date of transfer. This letter of guarantee is valid from the day (YY-MM-DD) to the
date (YY-MM-DD). On the due date, the maintenance guarantee shall be discharged by Party A or its designated authority after all payments
required by this guarantee before the due date have been paid.


If
we fail to issue a replacement maintenance guarantee to Party A or its designated agency before the end of thirty (30) days prior to
the expiration of this guarantee, or if Party B does not fully comply with its obligation to resume the maintenance guarantee, Party
A or its designated authority shall have the right to require the Bank to pay the full amount remaining in this guarantee in accordance
with this guarantee.


This
letter of guarantee shall be subject to and construed in accordance with Chinese law.


All
terms used in this guarantee have the meaning specified in the project contract (we confirm that a copy of the project contract has been
received).


Seal
of bank / financial institution


Name
of bank / financial institution:


Signature:


Name:


Title:


Date:


 


 




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Annex
12 Termination of Compensation


	Item	Amount
    of compensation paid by Party A
	1	A+(BxRl)/4+(CxR2)/4
	2	A+(BxRl)+(CxR2)+D+E
	3	A+(BxRl)/2+(CxR2)/2+E/2


 


In
this Annex, the letters A, B, C, D and E are used to indicate that this contract shall be terminated as different components of the total
amount of termination compensation paid by Party A (hereinafter referred to as the compensation factor) at the time of termination of
this contract under the different circumstances mentioned in Article 20.5 of this contract. These letters represent the following amounts:


A
= The balance of outstanding medium-and long-term loans payable to the lender in accordance with the debt repayment plan under the financing
document, including all outstanding principal under the debt service plan plus accumulated interest (including interest applicable to
the default period), as well as fines, charges, costs and fees payable to the lender at the date of termination of this contract.


B
= The amount of equity investment invested by Party B's shareholders at the completed project facilities.


C
= Any increase in share capital invested by Party B's shareholders for the remedy of force majeure events, plus any other capital increase
approved by Party A.


D
= 50% of the present value of the "net expected profit" during the remaining period of the project cooperation period of this
contract, and the discount rate shall be the medium-and long-term loan benchmark interest rate of the Bank of China in the year of termination
plus one percentage point (that is, plus 1%). "net expected profit" refers to the annual average value of the actual net profit
of Party B in the previous 5 years terminated in accordance with Article 20.2 of this contract during the project cooperation period.
If the average value is lower than the annual profit amount calculated by the product of the actual invested equity investment and the
set profit margin, or if there are no 5 financial years before the termination, the annual profit amount calculated by the product of
Party B's actual invested equity investment and the set profit margin shall prevail.


The
above set profit margin is the Bank of China's medium-and long-term lending benchmark interest rate in the year of termination plus two
percentage points (2%).


E
= The actual expenses incurred by Party B as a result of the termination on the date of termination.


R1
= The ratio of the remaining term of the project cooperation period (numerator) at the time of termination to the remaining period of
the project cooperation period (denominator) when the equity investment is completed.




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R2=The
ratio of the remaining period of the project cooperation period (numerator) at the time of termination to the remaining period of the
project cooperation period (denominator) after the completion of the equity increase.


The
calculation of each compensation factor shall be audited by a qualified accounting firm jointly accepted by Party A, Party B and the
lender (if involved), and the fees incurred in such audits shall be borne by Party A, Party B and the lender (if involved) equally. If
there is a dispute, the dispute settlement Article of this contract shall apply (Article 22).


When
this contract is terminated during the construction of the project facilities, the compensation for the investment in the facilities
under construction shall also be calculated according to the formula in the above table. The completed amount of investment in construction
shall be determined by special audit procedures in accordance with the relevant provisions of the state, and A shall be equal to the
completed amount of investment in construction, in which the ratio of A to the completed investment of facilities under construction
shall not be higher than the proportion of bank loans in this stage of investment as stipulated in this contract.


 


Annex
13 Sewage Treatment and Safe Disposal


[provided
by social capital party, separate volume]


In
accordance with the requirements of the bidding documents of this project, the scheme of sewage treatment and safe disposal is expounded
in the submitted bidding documents, and the sewage treatment and safe disposal shall be further supplemented in writing according to
the requirements of Party A. The sewage treatment and safe disposal plans contained in the tender documents, as well as all clarifications
and supplementary documents relating to sewage treatment and safe disposal schemes, and subject to the examination and approval of Party
A, will be published separately as Annex 13 to this contract, which has the same legal effect as this contract.


Among
them, if the contents of the sewage treatment and safety disposal plans and supplementary documents stated in the bidding documents conflict
with this contract, this contract shall prevail; if there is any conflict between the sewage treatment and safety disposal schemes and
the supplementary documents stated in the bidding documents, the supplementary documents shall prevail; if there is a conflict between
the supplementary documents at the front and the supplementary documents at the bottom of the arrangement, the latter shall prevail.


 




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Annex
14 Project finance and financing programme


[provided
by social capital party, separate volume]


The
financing and financial plans are described in the bidding documents submitted in accordance with the requirements of the bidding documents
of the project, and shall be further supplemented in writing according to the requirements of Party A. The financing and financial plans
contained in the tender documents, as well as all clarifications and supplementary documents relating to financing and financial plans,
and subject to the examination and approval of Party A, will be published separately as Annex 14 to this contract, which has the same
legal effect as this contract.


Among
them, if the contents of the financing and financial plans and supplementary documents stated in the bid documents conflict with this
contract, this contract shall prevail; If there is any conflict between the financing and financial plans set forth in the tender documents
and the contents of the supplementary documents, the supplementary documents shall prevail; If there is a conflict between the supplementary
documents at the front and the supplementary documents at the bottom of the arrangement, the latter shall prevail.


 


Annex
15 Format of Financial Statements of Party B


Party
B shall handle its business and affairs seriously and effectively in accordance with applicable laws and reasonable international financial
and commercial standards and practices, and shall prepare and submit to Party A the following financial statements that fully reflect
all aspects of its operation:


(1)
Audited annual financial statements prepared in accordance with the Accounting Law of the people's Republic of China and other applicable
laws of the State, including balance sheets, income statements and cash flow statements, and audited by qualified independent auditors.


(2)
The quarterly statement of Party B's cash income and expenditure; and.


(3)
Such other information about the financial situation of Party B which Party A may reasonably require from time to time to supervise Party
B's compliance with applicable laws and this contract.


 




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Annex
16 Punishment Measures for Breach of Contract 


		I.	If
                                            the effluent quality is not up to standard according to Article 9.7.2 of this project contract:



Party
A will collect liquidated damages within its range of 15-25% according to the amount of fine collected by the environmental protection
department, and the amount of body proportion will be selected by Party A according to the actual situation of exceeding the standard,
and Party B shall have no objection.


II.
Punishment measures that have not been dealt with in time.


		a)	Except
                                            for force majeure and breach of contract of the domestic garbage supplier, Party B cannot
                                            normally receive domestic garbage due to any reason (such as financial problems, management
                                            problems, poor maintenance of all facilities and equipment at the comprehensive reduction
                                            collection station, etc.), Party B must receive domestic garbage in the temporary dumping
                                            area within 2 hours and be responsible for clearing and transporting all the domestic garbage
                                            temporarily piled up within 48 hours. If Party B fails to clear all the domestic garbage
                                            temporarily stacked within 150 hours, the monthly settlement shall be exempted from the temporary
                                            garbage disposal charge and the same amount of disposal charge shall be deducted as liquidated
                                            damages, in addition, it shall also be punished by the environmental protection department
                                            in accordance with the relevant regulations.



		b)	Except
                                            for force majeure and breach of contract by the construction waste supplier, Party B cannot
                                            normally receive construction wastes due to any reason (such as financial problems, management
                                            problems, poor maintenance at all facilities and equipment in the construction waste receiving
                                            site, blocked roads, dams and slopes that cannot guarantee stability and safety under any
                                            weather conditions, etc.), Party B shall receive construction waste in the temporary dumping
                                            area of construction waste within 24 hours (from the time when the first car is refused to
                                            enter the site) and be responsible for the removal of all construction waste temporarily
                                            piled up within 48 hours. If Party B fails to clear all the construction waste temporarily
                                            stacked within 150 hours, the temporary construction waste disposal charge must be exempted
                                            and the same amount of disposal charge shall be deducted as liquidated damages at the time
                                            of settlement in the current month, in addition, it shall also be punished by the environmental
                                            protection department in accordance with the relevant regulations.



		c)	Except
                                            for force majeure and breach of contract by the supplier of domestic garbage and construction
                                            waste, Party B shall be deemed to have breached the contract if it fails to receive domestic
                                            garbage and construction waste for more than 96 hours due to Party B's failure (counting
                                            from the reporting time when the first car is refused entry). Party A shall have the right
                                            to require Party B to bear all the expenses incurred by the comprehensive reduction collection
                                            station and construction waste receiving site during the period when the domestic garbage
                                            and construction waste cannot be received normally.





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III.
Punishment measures for insufficient actual reception


1.
In accordance with Article 1.8 (1) of Chapter 1 of Annex 20 to this contract, the liquidated damages shall be paid if the actual amount
received is insufficient:


Breach
of contract penalty for insufficient actual reception = disposal charge for insufficient garbage capacity.


2.
In accordance with Article 1.8 (2) of Chapter 1 of Annex 20 to this contract, the liquidated damages shall be paid if the actual amount
received is insufficient:


Breach
of contract penalty for insufficient actual reception = disposal charge for insufficient garbage volume x2 (times).


IV.
Punishment measures for substandard cleaning at the center of towns


According
to the amount of fine collected by the environmental protection department, Party A will collect liquidated damages within the range
of 15% to 25%.


The
quota will be selected by Party A according to the actual cleaning situation, and Party B shall have no objection.


V.
Punishment measures for substandard cleaning at villages


Same
as the item 4.


 


VI.
Punishment measures for substandard treatment quality of domestic garbage comprehensive reduction collection station


Same
as the item 4.


 


 




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Annex
17 Performance Appraisal Methods and Standards


I.
Methods and standards for performance evaluation of sub-projects of township sewage treatment facilities.


Assessment
Score Table of Sewage Treatment at Villages and Towns


 


	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	Urban
                                            sewage treatment facilities

    (40
    points)
	On-the-spot
    inspection and survey	Formulate
    operation procedures, define the scope and procedures of process parameters and process adjustment, as well as accident emergency
    and emergency handling for each each process section	6	There
                                            is no score for this item without established operating rules; Deduct 1 point at a time when
                                            the procedures are not standard and incomplete, and the total score is 6 points.

     
	 
	There
    are daily supervisory testing data and third-party monitoring reports of environmental protection departments at all levels, including,
    but not limited to, (C0D, ammonia nitrogen, PH, BOD, SS, total phosphorus, total nitrogen, fecal coliform bacteria).	6	Deduct
    1 point at a time when there is no daily supervisory testing data or third-party monitoring reports from environmental protection
    departments at all levels. Deduct 2 points at a time when the monitoring data exceed the standard. The total score is 6 points.	 


 




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	 	 	The
    outlet flow and the concentration of COD, ammonia nitrogen and PH automatically monitored online in the plant should be connected
    with the local environmental protection department and checked by the validity of the data	6	Deduct
    1 point at a time when the outlet flow and COD, ammonia nitrogen and PH concentration data of automatic on-line monitoring at the
    plant are not connected with the local environmental protection department, and deduct 1 point at a time when the phenomenon of exceeding
    the standard has been verifie. The total score is 6 points.	 
	The
    appearance of the buildings and structures in the factory area is intact and there are no pollutants; The operation of all the equipment
    is normal and there are no accidents	6	Deduct
    0.5-4 point at a time when it does not meet the requirements. The total score is 6.	 
	Full-time process operation managers and equipment managers are staffed and managers and professional and technical personnel have corresponding training certificates or technical titles

                                                                                 
	6	Deduct
    0.5-1 point at a time when it does not meet the standard. The total score will be 6 points	 




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	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	 	 	Not
    less than 80% of the sewage in the service area of the sewage treatment facility is collected and treated	5	No
    point is deducted when the cumulative load rate of facilities in half a year is more than 80%. When the cumulative load rate of facilities
    in half a year is less than 80%, the score is 5X (half-year cumulative load / 80%), in which the cumulative load rate of facilities
    in half a year = the actual sewage treatment capacity in half a year / the designed sewage treatment capacity in half a year.	 
	Daily
    work log, production record, inspection record and report, daily monitoring data related to sewage detection and treatment, operation
    data, operation account information of all kinds of equipment and facilities, etc., keep good and meet the requirements of relevant
    specifications	5	Deduct
    0.5-1 point for each missing item with a total score of 5	 
	Separate
                                            maintenance of pipe network facilities

    (30
    points)
	On-the-spot
    inspection and survey	Regular
    cleaning and dredging of pipes and canals are carried out and recorded for filing, and the cleaning and dredging frequency is increased
    in the non-rainy season, so as to avoid waterlogging on the road caused by the blockage of sewage pipes.	5	Deduct
    1 point at a time when more spills or dirt are found in the daily assessment. The total score will be 5 points	 
	The
    deposits is cleaned up to keep the pipes and ditches flowing smoothly	5	Deduct
    1 point at a time when the phenomenon of blocking the sewage flooding road occurs. The total score is 5 points	 


 




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	 	 	Effective
    and perfect sewage collection is carried out to ensure the effect of sewage collection	5	Deduct
    1 point at a time when the collection is not effective and perfect. The total score will be 5 points	 
	Annual
    operation plan and monthly operation plan is formulated for dredging	5	Deduct
    1 point at a time when there is no homework plan. The total score will be 5 points	 
	The
    account and report of the dredging operation is drawn up and implemented in the operation	5	Deduct
    1 point at a time when there is no ledger or statement and deduct 1 point at a time when the operation is not implemented. The total
    score will be 5 points	 
	The
    responsibility system of safety production in underground operation is established and implemented in the operation	5	Deduct
    1 point for no production safety responsibility system  and deduct 2 points at a time when it is not well implemented. The total
    score 5 points	 




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	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	Safety
    in production.

    (15 points)	On-the-spot
    inspection (sampling) and survey	Employees
    are regularly educated on production safety and the responsibility system and relevant safety measures are implemented.	3	Deduct
    1 point at a time when it is not implemented in accordance with the requirements. The total score will be 3 points.	 
	Safety
    facilities and safety standards should be complete.	3	Deduct
    1 point at a time when it is not complete and unreasonable. The total score will be 3 points.	 
	Facilities,
    equipment, pressure pipes, etc., should be qualified for inspection.	4	Deduct
    2 points at a time when there is no qualified mark. The total score will be 4 points.	 
	If
    a production safety accident occurs, it shall be reported within 24 hours; there are emergency plans and environmental protection
    requirements shall be passed.	5	Deduct
    5 points at a time when a safety accident is not reported within the specified time with a total score of 5 points.	 
	Public
    supervision and management.

    (15 points)	On-the-spot
    inspection and survey	There
    is no scientific and correct exposure of the news media.	3	Deduct
    1 point for each time. The total score is 3 points.	 
	There
    is no problem of naming, criticizing or supervising by the main leaders of the district.	6	Deduct
    2 points for each time with a total score of 6 points.	 
	The
    complaints forwarded by the relevant government departments must be settled within the prescribed time limit	6	Deduct
    2 points at a time when you fail to finish on time. The total score will be 6 points.	 
	Description:
                                            1. For the above evaluation content, irregular inspection (accounting for 40%) and regular
                                            inspection (accounting for 60%) of the Housing and Construction Bureau shall be combined,
                                            evidences of deduction content (such as pictures) signed by the authorized person of Party
                                            B shall be provided in each inspection to confirm the score of the current inspection, and
                                            the weighted average calculated by the proportion of irregular and regular reviews is divided
                                            into the actual monthly score.

    2.
    The total score is 100 points, and points will be deducted according to the above table if it does not meet the requirements.





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II.
Methods and Standards for Performance Evaluation of Sub-Projects of Rural Sewage Treatment Facilities


Assessment
Score Table of Rural Sewage Treatment


	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	Rural
                                            sewage treatment facilities

    (40
    points)
	On-the-spot
    inspection and survey	The
    weeds, pests and plant residues in the constructed wetland are cleaned every summer and winter to harvest and change the stubble
    of the plants in the constructed wetland. Wetland plants need to maintain appropriate coverage and pay attention to plant harvesting
    or replanting when necessary. Harvested plants should be properly disposed of to prevent secondary pollution.	7	Deduct
    0.5 points for obvious brick stones and mound soil in constructed wetlands, deduct 0.5 points for weeds on constructed wetlands,
    deduct 1 point for obvious symptoms of diseases and insect pests, deduct 0.5 points for regular plant harvesting and stubble change
    in artificial wet land, and deduct 1 point for harvested wetland plants without proper disposal with a total score of 7 points.	 
	The
    anaerobic tank is desilted once a year to prevent sewage deposition and replace the anaerobic tank packing every 5 years.	7	Deduct
    1 point for each place when there is no regular cleaning of the catchment well and deduct 2 points for the phenomenon of blocking
    the pump burning pump; The total score is 7 points.	 
	There
    are daily supervisory testing data and third-party monitoring reports of environmental protection departments at all levels, including
    (COD, ammonia nitrogen, PH, BOD, SS, total phosphorus).	7	Deduct
    1 point at a time when there is no daily supervisory testing data or third-party monitoring reports from environmental protection
    departments at all levels and deduct 2 points at a time when the monitoring data exceed the standard. The total score will be 7 points.	 
	Daily
    work log, production record, inspection record and report, daily monitoring data related to sewage detection and treatment, operation
    data, operation account information of all kinds of equipment and facilities, etc., keep good and meet the requirements of relevant
    specifications.	7	Deduct
    0.5-1 point for each missing item with a total score of 7 points.	 
	The
    appearance of the buildings and structures in the station is good, and there are no pollutants; the equipment is in normal operation
    and there are no accidents.	6	Deduct
    0.5-4 point at a time when it does not meet the requirements with a total score of 6 points.	 


 




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	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	 	 	Equipped
    with full-time process operation managers and maintenance personnel with corresponding training certificates or technical titles.	6	Deduct
    0.5-1 point at a time when it does not meet the standard with a total score of 6.	 
	Separate
                                            maintenance of pipe network facilities

    (30
    points)
	On-the-spot
    inspection and survey	Regular
    cleaning and dredging of pipes and canals are carried out and recorded for filing, and the cleaning and dredging frequency is increased
    in the non-rainy season, so as to avoid waterlogging on the road caused by the blockage of sewage pipes.	5	Deduct
    1 point at a time when more spills or dirt are found in the daily assessment with the total score of 5 points. 	 
	Clean
    up the deposits to keep the pipes and ditches flowing smoothly.	5	Deduct
    1 point at a time when the phenomenon of blocking the sewage flooding road occurs with the total score of 5 points.	 
	Effective
    and perfect sewage collection to ensure the effect of sewage collection.	5	Deduct
    1 point at a time when the collection is not effective and perfect with the total score of 5 points.	 
	Formulate
    annual operation plan and monthly operation plan for dredging.	5	Deduct
    1 point at a time when there is no homework plan with the total score of 5 points.	 
	Draw
    up the account and report of the dredging operation and implement it in the operation.	5	Deduct
    1 point at a time when there is no ledger or statement and Deduct 1 point at a time when the operation is not implemented. The total
    score will be 5 points. 	 


 




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	 	 	Establish
    the responsibility system of safety production in underground operation and implement it in the operation.	5	Deduct
    1 point for no production safety responsibility system and deduct 2 points at a time when it is not well implemented. The total score
    is 5 points.	 
	Safety
    in production.

    (15 points)	On-the-spot
    inspection and survey	Regularly
    educate employees on production safety, implement the responsibility system and relevant safety measures.	3	Deduct
    1 point at a time when it is not implemented in accordance with the requirements. The total score is 3 points.	 
	Safety
    facilities and safety standards should be complete.	3	Deduct
    1 point at a time when it is not complete and unreasonable. The total score is 3 points.	 
	Facilities,
    equipment, pressure pipes, etc., should be qualified for inspection.	4	Deduct
    2 points at a time when there is no qualified mark. The total score is 4 points.	 
	If
    a production safety accident occurs, it shall be reported within 24 hours; there are emergency plans and environmental protection
    requirements shall be passed.	5	Deduct 5 points at a time when a safety accident is not reported within the specified time with a total score of 5 points.

                                                                                 
	 




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	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	Public
    supervision and management.

    (15 points)	On-the-spot
    inspection and survey.

    Check	There
    is no scientific and correct exposure of the news media.	3	Deduct
    1 point for each time. The total score is 3 points.	 
	There
    is no problem of naming, criticizing or supervising by the main leaders of the district.	6	Deduct
    2 points for each time with a total of 6 points	 
	The
    complaints forwarded by the relevant government departments must be settled within the prescribed time limit.	6	Deduct
    2 point at a time when you fail to finish on time. The total score is 6 points.	 


Note:
1. For the above evaluation content, irregular inspection (accounting for 40%) and regular inspection (60%) of the Housing and Construction
Bureau shall be combined, the evidence of deduction content (such as pictures) signed by the authorized person of Party B shall be provided
in each inspection to confirm the score of the current inspection, and the weighted average calculated by the proportion of irregular
and regular inspection is divided into the actual score of each month.


2.
The total score is 100 points, and points will be deducted according to the above table if it does not meet the requirements.


 




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III.
Methods and Standards for Performance Evaluation of Domestic Garbage Removal Sub-projects


Assessment
Score Tableof Domestic Garbage Removal Sub-Project


 


	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	Garbage
                                            transfer

    (30
    points)
	On-site
    inspection (sampling)	The
    collection and transportation vehicle has complete formalities, good condition, clean appearance and complete marks.	6	Deduct
    0.5 point at a time when the procedures for collecting and transporting vehicles are incomplete, the condition of the vehicles is
    not good, the appearance is not clean, and the marks are incomplete or none	 
	Good
    sealing (covering) in the process of collection and transportation, without garbage scattering and sewage leakage.	6	Deduct
    0.5 point at a time when seal or cover contaminated roads are not sealed or covered or some objects are suspended outside the carriage	 
	Timely
    collection and transfer of domestic garbage in accordance with the time limit.	8	Deduct
    1 point at a time when it fails to collect and transfer domestic garbage in time as required	 
	Strictly
    abide by the service time, all kinds of supporting items are complete.	4	Deduct
    0.5 point at a time when no one is on duty during the service hours and there is a lack of cleaning supplies	 
	The
    facilities and equipment at the collection point and transfer station are hygienic and tidy, no damage, no sewage cross-flow, no
    obvious smell.	6	Deduct
    1 point at a time when the sanitation in the collection point and transfer station is unclean, damaged, seeped, overflowed and has
    obvious smell	 


 






     95


     


    

 


	Cleaning
                                            at villages and towns

    (20
    points)
	On-site
    inspection (sampling)	Finish
    the road sweeping and cleaning work on time.	6	Deduct
    0.2 point at a time for each 1000 m2 when the road of sweeping and cleaning has not been completed within the specified
    time (If it less than 1000 square meters , it shall be counted as 1000 square meters, and the area on different road sections shall
    not be counted).	 
	The
    road is "six without six clean": no waste deposits, no peel, no paper scraps and leaves, no brick sand, no sprinkles, no
    sewage, no human and animal faeces; clean road surface, clean ditch, clean tree hole, clean manhole cover, clean side stone, clean
    wall root.	6	Deduct
    0.5 point at a time when "six no and six cleaning" standard is not reached	 
	 	 	Cleaning
    garbage should be collected in a closed manner and uniformly collected and transported to designated places, and shall not be dumped
    into green belts, pits, rivers, etc., and shall not be burned anywhere.	4	Deduct
    0.5 point at a time when garbages are cleaned into green space, Rain water mouth, ditches, etc., or garbages burnt	 
	Regularly
    collect rubbish in garbage collection containers such as fruit bins, garbage cans, trolleys, etc.	4	Deduct
    0.2 point for overnight storage in garbage collection containers such as fruit bins, garbage cans, trolleys, etc.	 
	Village
                                            cleaning (30

    points)
	On-site
    inspection (sampling)	Finish
    cleaning the roads in the village as required, once a day.	15	Deduct
    0.5 point at a time when the cleaning is not carried out as required	 
	Cleaning
    should achieve "five no five clean": clean road, clean sidewalk, clean wall root, clean greening, clean drainage ditch;
    no garbage, no dung, no masonry, no weeds, no sewage and dirty water.	10	Deduct
    0.5 point at a time when the "five no and five cleaning" standard is not reached	 

     

	Cleaning
    garbage should be collected in a closed manner and uniformly collected and transported to the designated place, and shall not be
    dumped into green belts, trenches, rivers, etc., or incinerated garbage.	5	Deduct
    0.5 point at a time when garbages are cleaned into green space, rain water mouth, ditches, etc., or garbages are burnt	 


 




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	Safety
                                            in production

    (15
    points)
	On-the-spot
    inspection and survey	Conduct
    regular safety and birth education for employees, implement the responsibility system and implement relevant safety measures.	4	Deduct
    1 point at a time when it is not implemented as required	 
	Road
    operators should wear work clothes with reflective signs, and all employees should wear work clothes.	4	Deduct
    1 point at a time when you fail to wear overalls to do your homework as required	 
	The
    storage of flammable, explosive, highly toxic and other dangerous goods is strictly prohibited.	2	Deduct
    2 points at a time when you store flammable, explosive, highly toxic and other dangerous goods	 
	If
    a production safety accident occurs, it shall be reported within 24 hours.	5	Deduct
    5 points at a time when a safety accident is not reported within the specified time	 
	Public
    supervision and management.

    (15 points)	On-the-spot
    inspection (sampling) and survey	There
    is no scientific and correct exposure of the news	3	Deduct
    1 point for each time	 
	Important
    activities and temporary surprise missions held by the government or inspection by leaders should ensure that there is no dirty mess.	4	Deduct
    2 points for each time	 
	There
    is no problem of naming, criticizing or supervising by the main leaders of the district.	4	Deduct
    2 points for each time	 
	The
    complaint cases forwarded by the relevant government departments must be dealt with within the prescribed time limit.	4	Deduct
    2 points at a time when you fail to finish on time	 


Description:
1. For the above evaluation content, irregular inspection (accounting for 40%) and regular inspection (60%) of the Housing and Construction
Bureau shall be combined, evidence of deduction content (such as pictures) signed by the authorized person of Party B shall be provided
in each inspection to confirm the score of the current inspection, and the weighted average calculated by the proportion of irregular
and regular inspection is divided into the actual score of each month.


2.
The total score is 100 points, and points will be deducted according to the above table if it does not meet the requirements.


 


 


 




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IV.
Methods and Standards for Sub-Projects of Comprehensive Reduction of Domestic Garbage Collection and Transportation Stations


Assessment
Score Table of Domestic Garbage Comprehensive Reduction Collection Station


	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	Operation
    and management.

    (55 points)	On-the-spot
    inspection and survey	The
    weighing system must be kept running every day (except for normal maintenance).	5	Deduct
    1 point at a time when it cannot be used properly	 
	Garbage
    inspection measures and can effectively control the entry of hazardous waste and other garbage.	5	Deduct
    1 point at a time when an illegal material is found to enter the site	 
	There
    are weighing and measuring facilities, complete statistical records, and regularly submit the data for verification in accordance
    with the regulations.	10	Deduct
    1 point at a time when the record is incomplete or the data is not submitted on time	 
	All
    the flue gas emission indicators meet the limits.	10	Deduct
    2 points at a time when the emission target exceeds the standard.	 
	The
    concentrations of ammonia, hydrogen sulfide, methyl mercaptan and odor meet the emission limits set by the standard.	5	Deduct
    1 point at a time when the emission target exceeds the standard	 
	The
    mechanical equipment is fully equipped according to the requirements of the standard and runs well.	10	Deduct
    2 points at a time when the equipment is not working properly	 
	There
    are eliminate virus measures (mosquitoes, flies, rats, etc.), the effect is good, and the pharmaceutical bills and accounts are complete.	10	Deduct
    2 points at a time when it is not implemented in accordance with the regulations	 
	Standardized
                                            management

    (15)
	On-the-spot
    inspection and survey	Timely,
    accurate and complete reporting of various statements, reports and information as required by the time limit.	3	Deduct
    1 point at a time when the report is not timely and deduct 0.5 point at a time when you fail to report	 
	The
    operation and management organization is well established, the management method is standardized, and the post responsibility is
    sound.	4	Deduct
    1 point at a time when it is not standard and incomplete	 
	The
    classification and safekeeping of archives and the collection and perfection of materials should be standardized.	3	Deduct
    1 point at a time when it is not standard and incomplete	 
	The
    intact rate of facilities and equipment should reach 95%.	5	Deduct
    0.5 point for every 1% decrease of the intact rate	 
	Safety
                                            in production

    (20
    points)
	On-the-spot
    inspection and survey	Regularly
    educate employees on production safety, implement the responsibility system and implement relevant safety measures.	4	Deduct
    1 point at a time when it is not implemented as required	 
	Operators
    should wear work clothes with reflective signs, and all employees should wear work clothes.	4	Deduct
    1 point at a time when you fail to wear overalls to do your operations as required	 




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	Check
    items	Check
    method	Contents
    of management standard	Score	Scoring
    standard	Scoring
    results
	 	 	The
    storage of flammable, explosive, highly toxic and other dangerous goods is strictly prohibited.	3	Deduct
    3 points at a time when storing flammable, explosive, highly toxic and other dangerous goods.	 
	The
    safety facilities are well equipped and the system is sound.	4	Deduct
    2 points at a time when the safety facilities are not fully equipped and the safety system is not sound.	 
	If
    a production safety accident occurs, it shall be reported within 24 hours.	5	Deduct
    5 points at a time when a safety accident is not reported within the specified time 	 
	Public
                                            supervision and management

    (10
    points)
	On-the-spot
    inspection and survey	There
    is no scientific and correct exposure of the news media.	2	Deduct
    2 points for each time	 
	There
    is no problem of naming, criticizing or supervising by the main leaders of the district.	4	Deduct
    2 points for each time	 
	The
    complaints forwarded by the relevant government departments must be disposed of within the prescribed time limit	4	Deduct
    2 points at a time when you fail to finish on time	 
	Description:
    1. For the above evaluation content, irregular inspection (40%) and regular inspection (60%) of the Housing and Construction Bureau
    shall be combined, evidence of deduction content (such as pictures) signed by the authorized person of Party B sahll be provided
    in each inspection to confirm the score of the current inspection, and the weighted average calculated by the proportion of irregular
    and regular reviews is divided into the actual score of each month.

    2. The total score is 100 points, and points will be deducted according to the above table if it does not meet the requirements.


 


 




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Annex
18 Project Service Charges, Price Adjustment Formulas and Procedures


1、The
annual service charge and operation and maintenance unit price of the project


 


	SN	Item	Usability
    payment (10,000 yuan / year)	Operation
    and maintenance unit price	Quantity	Operation
                                            and maintenance expenses (10,000 yuan / year)

     
	Subtotal
    (ten thousand yuan / year)
	1	Sewage
    treatment service charge at villages and towns	 	Yuan
    / m3	4300
    m3/d	 	 
	2	Rural
    sewage treatment service charge	 	Yuan
    / m3	4360m3/d	 	 
	3	Domestic
    garbage removal service charge	 	Yuan
                                            / m2 year

    (unit
    price of operation and maintenance for urban cleaning)

    Yuan
    / m2 year

    (unit
    price of operation and maintenance for urban cleaning).
	149,000  m2	 	 
	Yuan
                                            / Village year

    (unit
    price of operation and maintenance for rural cleaning)
	196
    pieces	 	 
	Yuan/ton

    Unit
    price of domestic garbage transfer, operation and maintenance
	37t/d	 	 
	4	Domestic
    garbage disposal service charge	 	Yuan/ton	9t/d	 	 
	Total	 	 	/	 	 	 


 




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Remarks:
Party A shall pay the project service charge to Party B before the 20th day of the next month.


2.
Sewage treatment service charge at villages and towns


Sewage
treatment service charges in villages and towns are settled on a monthly basis:


		(1)	Township
                                            sewage treatment service charge = availability payment X operation and maintenance performance
                                            evaluation coefficient + township sewage treatment operation and maintenance charge.



		(2)	Township
                                            sewage treatment operation and maintenance charge = unit price of township sewage treatment
                                            operation and maintenance X actual township sewage supply X operation and maintenance performance
                                            evaluation coefficient.



		(3)	During
                                            the first 72 + 24 hours of the trial operation period, the operation and maintenance fees
                                            for sewage treatment in villages and towns shall be paid in accordance with 70% of the provisions
                                            of Article (2) above. After 72+24 hours, the charge shall be charged in full as stipulated
                                            in Article (2) above. After the start of the trial operation, the sewage treatment availability
                                            charge shall be charged according to the full amount specified in Article (1) above.



		(4)	The
                                            index is assessed once every quarter and will not be assessed in the first quarter of the
                                            start of operation (payment), and the assessment results in the first quarter will be used
                                            as the assessment index for the next quarter. The specific assessment criteria can be found
                                            in Annex 17-sewage treatment assessment score table. According to the evaluation score, the
                                            value of the performance evaluation coefficient of operation and maintenance is shown in
                                            the table below.



 


	Performance
    appraisal score (W)	Performance
    appraisal coefficient
	More
    than 90 points (inclusive).	100%
	More
    than 80 (inclusive) less than 90.	[100-
    ( 90 - W ) X 0.5] %
	More
    than 70 (inclusive) less than 80.	[95
    - ( 80-W) X 1.0] %
	More
    than 60 (inclusive) less than 70.	[85
    - ( 70 - W ) X 0.3]%
	Less
    than 60 points	70%


 


3.
Rural sewage treatment service charge.


Rural
sewage treatment service charges are settled on a monthly basis:


		(1)	Rural
                                            sewage treatment service charge = availability payment X operation and maintenance performance
                                            evaluation coefficient + rural sewage treatment operation and maintenance charge.



 




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		(2)	Rural
                                            sewage treatment operation and maintenance charge = unit price of rural sewage treatment
                                            operation and maintenance X rural sewage design scale X operation and maintenance performance
                                            evaluation coefficient.



		(3)	During
                                            the first 72 + 24 hours of the trial operation period, the rural sewage treatment operation
                                            and maintenance charge shall be paid in accordance with 70% of the provisions of the Article
                                            (2) above. After 72+24 hours, the charge shall be charged in full as stipulated in Article
                                            (2) above. After the start of the trial operation, the sewage treatment availability charge
                                            shall be charged according to the full amount specified in Article (1) above.



		(4)	This
                                            index is assessed once every quarter and will not be assessed in the first quarter of the
                                            start of operation (payment), and the assessment results in the first quarter will be used
                                            as the assessment index for the next quarter. The specific assessment criteria can be found
                                            in Annex 17-sewage treatment examination score table. According to the evaluation score,
                                            the value of the performance evaluation coefficient of operation and maintenance is shown
                                            in the table below.



	Performance
    appraisal score (W)	Performance
    appraisal coefficient
	More
    than 90 points (inclusive).	100%
	More
    than 80 (inclusive) less than 90.	[100-
    ( 90 - W ) X 0.5]%
	More
    than 70 (inclusive) less than 80.	[95
    - ( 80-W) X 1.0]%
	More
    than 60 (inclusive) less than 70.	[85
    - ( 70 - W ) X  0.3]%
	Less
    than 60 points	70%


 


4.
Station garbage disposal service charge of domestic garbage comprehensive reduction collection


Garbage
disposal service charge of domestic garbage comprehensive reduction collection station is settled on a monthly basis:


		(1)	Garbage
                                            disposal service charge of domestic garbage comprehensive reduction collection station =
                                            garbage disposal availability payment of domestic garbage comprehensive reduction collection
                                            station X operation and maintenance performance evaluation coefficient + garbage treatment
                                            operation and maintenance charge of domestic garbage comprehensive reduction collection station.



		(2)	Garbage
                                            disposal operation and maintenance charge of domestic garbage comprehensive reduction collection
                                            station = garbage disposal operation and maintenance unit price of domestic garbage comprehensive
                                            reduction collection station X month actual garbage supply X operation and maintenance performance
                                            evaluation coefficient.



 




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		(3)	During
                                            the first 72+24 hours of the trial operation period, the garbage disposal operation and maintenance
                                            charge of the domestic garbage comprehensive reduction collection station shall be paid in
                                            accordance with 70% of the provisions of Article (2) above. After 72 hours, the charge shall
                                            be calculated according to (2) above. After the start of the trial operation, the domestic
                                            garbage comprehensive reduction collection station garbage disposal availability charge shall
                                            be charged according to the full amount specified in Article (1) above.



		(4)	It
                                            is assessed once every quarter, and the index is not assessed in the first quarter when it
                                            starts operation (payment), and the examination result in the first quarter is used as the
                                            assessment index for the next quarter. The specific assessment criteria can be found in Annex
                                            17-the assessment score table of the integrated reduction collection station of domestic
                                            garbage. According to the evaluation score, the value of the performance evaluation coefficient
                                            of operation and maintenance is shown in the table below.



	Performance
    appraisal score (W)	Performance
    appraisal coefficient
	More
    than 90 points (inclusive).	100%
	More
    than 80 (inclusive) less than 90.	[100-
    ( 90 - W ) X 0.5] %
	More
    than 70 (inclusive) less than 80.	[95
    - (80-W) X 1.0] %
	More
    than 60 (inclusive) less than 70.	[85
    - ( 70 - W ) X 0.3] %
	Less
    than 60 points	70%


 


5.
Domestic garbage removal service charge.


Domestic
garbage removal service charge is settled on a monthly basis:


		(1)	Domestic
                                            garbage removal service charge = domestic garbage removal availability payment X operation
                                            and maintenance performance evaluation coefficient + domestic garbage removal operation and
                                            maintenance charge.



		(2)	Domestic
                                            garbage cleaning operation and maintenance charge = (unit price of township cleaning operation
                                            and maintenance X township cleaning maintenance area + unit price of rural cleaning operation
                                            and maintenance X number of cleaning natural villages + unit price of garbage transfer operation
                                            and maintenance X month garbage actual supply) X operation and maintenance performance evaluation
                                            coefficient;



		(3)	During
                                            the first 72 + 24 hours of the trial operation period, the operation and maintenance charge
                                            for domestic garbage removal shall be paid in accordance with 70% of the provisions of Article
                                            (2) above. After 72 hours, the charge shall be calculated according to (2) above. After the
                                            start of the trial operation, the payment for the availability of domestic garbage removal
                                            shall be charged in accordance with the full amount specified in the Article (1) above.



 




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		(4)	It
                                            is assessed once every quarter, and the index is not assessed in the first quarter when it
                                            starts operation (payment), and the examination result in the first quarter is used as the
                                            assessment index for the next quarter. The specific assessment criteria can be found in Annex
                                            17-- the assessment score table of the sub-project of domestic garbage cleaning and transportation.
                                            The value of the performance evaluation coefficient of operation and maintenance is taken
                                            according to the assessment score and the corresponding relationship is shown in the table
                                            below.



	Performance
    appraisal score (W)	Performance
    appraisal coefficient
	More
    than 90 points (inclusive).	100%
	More
    than 80 (inclusive) less than 90.	[100-
    ( 90 - W ) X 0.5] %
	More
    than 70 (inclusive) less than 80.	[95
    - ( 80-W) X 1.0] %
	More
    than 60 (inclusive) less than 70.	[85
    - ( 70 - W) X 0.3] %
	Less
    than 60 points	70%


 


8.
Price adjustment procedures and formulas


As
the cooperation period of the project is as long as 30 years, the factors related to Party B's operating costs may change greatly during
this period. In the project practice, it is necessary to agree on the adjustment period (usually 2 years) and objective adjustment factors
(generally electricity price, drug price, labor cost, CPI index, etc.), and adjust according to the price adjustment formula set. The
availability payment part is not included in the price adjustment scope of the contract; During the franchise period, the unit price
of township sewage treatment operation and maintenance, rural sewage treatment operation and maintenance, urban cleaning operation and
maintenance, rural cleaning operation and maintenance, domestic garbage transfer operation and maintenance, and domestic garbage treatment
operation and maintenance can be adjusted.


The
unit price of township sewage treatment operation and maintenance, rural sewage treatment operation and maintenance, urban cleaning operation
and maintenance, rural cleaning operation and maintenance, domestic garbage transfer operation and maintenance and domestic garbage treatment
operation and maintenance are adjusted as follows: according to the price adjustment formula, it will be adjusted every 2 years from
the commercial operation date, and the first price adjustment will be implemented from the second operating year after the commercial
operation camp. Party B shall submit a written application for price adjustment to the relevant government departments according to the
price adjustment formula, and the relevant government departments shall organize relevant functional departments and experts to examine
and verify the price adjustment within a reasonable time (50 working days or 3 months). After the examination and approval, the financial
approval of the district shall be submitted for implementation, and the charge shall be calculated in accordance with the approved price
adjustment from the date of Party B's application or the date of the occurrence of price adjustment factors.




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1)
Price adjustment formula


The
actual unit price Pn of township sewage treatment operation and maintenance, rural sewage treatment operation and maintenance unit price,
urban cleaning operation and maintenance unit price, rural cleaning operation and maintenance unit price, domestic garbage transfer operation
and maintenance unit price and domestic garbage treatment operation and maintenance unit price at any time is the unit price of township
sewage treatment operation and maintenance at that time, rural sewage management and maintenance unit price, The unit price of urban
cleaning operation and maintenance, the unit price of rural cleaning operation and maintenance, the unit price of domestic garbage transfer
operation and maintenance and the unit price of domestic garbage treatment operation and maintenance shall be multiplied by the price
adjustment factor calculated according to the following formula. That is:


Pn=Pn-2
xk


Where:


Pn:
Adjusted unit price of township sewage treatment operation and maintenance, rural sewage treatment operation and maintenance unit price,
urban cleaning operation and maintenance unit price, rural cleaning operation and maintenance unit price, domestic garbage transfer operation
and maintenance unit price and domestic garbage treatment operation and maintenance unit price in nth year.


Pn-2:
Unit price of township sewage treatment operation and maintenance, rural sewage treatment operation and maintenance unit price, urban
cleaning operation and maintenance unit price, rural cleaning operation and maintenance unit price, domestic garbage transfer operation
and maintenance unit price and domestic garbage treatment operation and maintenance unit price in n-2th year.


K:
price adjustment factor.


K=a
(En/En-2)+bLn/Ln-2+cChn-1xChn-2+d (Taxn/ Taxn-2)
+e+fCPIn-1 xCPIn-2


Where:


a
= the proportion of electricity charges in the price composition.

b = the proportion of labor cost in the price composition.


c
= the proportion of chemical consumption in the price composition.


d
= the proportion of financial expenses in the price composition.


e
= the proportion of depreciation and amortization in the price composition.


f
= the proportion of other factors other than electricity, labor cost, chemicals, financial expenses and depreciation and amortization
in the price composition.


a+b+c+d+e+f=100%


 




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The
respective values of a, b, c, d, e and f are revised by Wujiang District Housing and Urban-Rural Planning and Construction Bureau according
to the market situation changes every two (2) operating years and financial analysis in Party B's price adjustment report (as mentioned
earlier).

N = The nth year is the year of price adjustment.


En=The
electricity tariff index of Party B in the nth year (the electricity price per kilowatt-hour paid by Party B shall be calculated
according to the average electricity price of the current year).


En-2
= The electricity tariff index of Party B in the n-2th year (the electricity price per kilowatt-hour paid by Party B
shall be calculated according to the arithmetic average of the electricity price of the current year).


Ln=The
average wages of on-duty workers in the industry of "Water Conservancy, Environment and Public facilities Management" for n-1th
announced by Wujiang District Statistics Department in nth year.


Ln-2=The
average wages of on-duty workers in "Water Conservancy, Environment and Public facilities Management Industry" for n-3th
year announced by the statistics department of Wujiang District in n-2th year.


Chn-1
= Chemical raw material price index of "Industrial producer purchase Price Index" for the n-1th year announced
by Wujiang District Statistics Department


Chn-2
= Chemical raw material price index of "Industrial producer purchase Price Index" for the n-2th year announced
by Wujiang District Statistics Department


Taxn
= The financial expenses of Party B in the nth year


Taxn-2=The
financial expenses of Party B in the n-2th year


CPIn-1
= The consumer price index published by the statistical department of Wujiang District in the n-1th year.


CPIn-2
= The consumer price index published by the statistical department of Wujiang District in the n-2th years.


2)
Price adjustment method:


a)
The price is adjusted every two years. If the price adjustment factor K changes by more than 3%, the price shall be adjusted according
to the price adjustment factor K.


b)
If any of the components of K in a non-price adjustment year changes by more than 5%, the price of the current year can also be adjusted
according to the price adjustment factor K of the current year.


The
weight proportion of each price adjustment factor shall be determined on the signing date, and the values of E, L, Ch and CPI on the
commercial operation date shall be confirmed after the signing of the agreement.




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If
any of the above indexes cannot be obtained from the data published by the Wujiang District Bureau of Statistics, the index published
by Shaoguan City or Guangdong Provincial Bureau of Statistics will be used instead. Since the Wujiang District Statistics Bureau provided
the above-mentioned index, the Wujiang District Municipal Statistics Index has been adopted instead.


If
the above index is revised or is no longer available by Wujiang District, Shaoguan City or Guangdong Provincial Bureau of Statistics
between the starting commercial operation date and the handover date, the Wujiang District Housing and Urban-Rural Planning and Construction
Bureau and Party B may agree on an alternative index, or if it cannot be agreed, it shall be determined in accordance with the "dispute
settlement" Article of the PPP contract.


In
this contract, if there is a change or increase in taxes and fees other than the original taxes and fees of Party B due to the applicable
law, both parties shall supplement the price adjustment formula before the first price adjustment after the change, so that the impact
of changes in related fees on service charges will be reflected in the price adjustment formula, and the specific matters will be agreed
by both parties at that time.


If
there are major changes in national laws, regulations, policies, norms and standards related to the project or changes proposed by the
government (such as changes in transportation distance, etc.), which lead to significant changes in the investment or operating costs
of the project, Party B will submit the change in the cost of health to the Housing and Construction Bureau for approval.


If
the adjusted price fails to pass the hearing and the approval of the relevant government departments, it shall be made up by the government
in the form of feasibility gap subsidy.


Definition
of base year: The first price adjustment is based on the year in which the commercial operation date is started, and the starting date
of the price adjustment cycle is taken as the starting date. The subsequent price shall be adjusted in the year in which the last price
adjustment occurred as the base year, and the implementation date of the price adjustment shall be taken as the starting date of the
price adjustment cycle.


 


 




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Annex
19 Emergency Plan


Party
B shall conduct regular emergency drills as required and shall ensure the stability and safety of production and services to prevent
accidents. In the event of a major accident, Party B shall promptly notify Party A and try its best to rescue and restore production
and services as soon as possible; During the period affected by the accident, Party B shall take various emergency measures to remedy,
minimize the impact of the accident on the public.


The
emergency plan documents are finally provided by the social capital party.


 


Annex
20 Supplementary Requirements for Project Operation and Maintenance


 


Chapter
I Supplementary Requirements for Operation and Maintenance of Garbage Sub-projects


1.1
Inspection, testing and measurement


(1)
The inspection, inspection / measurement of the area and quality of cleaning, the actual quantity of garbage collection and transportation,
and the quantity and quality of comprehensive reduction of garbage shall be operated in accordance with the provisions of Annex 3, and
the penalty for breach of contract shall be determined with reference to the provisions of Annex 16.


(2)
Party B shall inspect the quality of incoming garbage, garbage reduction and disposal according to the indicators, items, inspection
cycle, frequency, inspection methods and standards specified in Annex 3. Party B shall install a metering device at the comprehensive
reduction collection station of domestic garbage to measure, calculate and record Party B's garbage supply, actual collection and transportation,
actual reduced handling and actual reception on a daily, monthly and annual basis in accordance with the provisions of Annex 4. Among
them, the collection and transportation volume of domestic garbage shall be based on the total measurement of the terminal treatment
site of domestic garbage and the comprehensive reduction collection station of domestic garbage in Shaoguan City. It does not include
the amount of slag transported to the terminal treatment site of domestic garbage in Shaoguan through the comprehensive reduction collection
station of domestic garbage (for domestic garbage transported directly to the terminal treatment site of domestic garbage in Shaoguan
City and the slag produced by the comprehensive reduction collection station and then transported to the terminal treatment site of domestic
garbage in Shaoguan City, the government shall coordinate the entry procedures of the terminal handling site of domestic garbage in Shaoguan
City and charge for entering the market is free). The amount of comprehensive reduction of domestic garbage shall be measured by the
entry metering device of the




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comprehensive
reduction collection station of domestic garbage. Party A shall have the right to send a commissioner or third-party regulatory authority
to Party B and ensure that the remote monitoring system is continuously operated and monitored on each operating day to supervise Party
B's inspection, testing / measurement of incoming garbage, garbage reduction and disposal quality / garbage supply, actual collection
and transportation, actual reduced handling and actual reception. In the presence of the commissioner stationed by Party A or the third
party regulatory authority and informed by the remote monitoring personnel of Party A through the remote monitoring system, the representatives
of Party B shall inspect / measure the incoming garbage, garbage reduction and disposal quality / garbage supply, real-time transportation,
actual reduced handling and actual reception. The inspection / measurement results shall be recorded in writing by the representative
of Party B (hereinafter referred to as "inspection / measurement result record”). The record should include the quality /
supply of incoming refuse, refuse reduction and disposal, actual collection, actual reduced handling and actual reception, as well as
other details of the findings. After completion of the record of inspection and measurement results, it shall be submitted to Party A's
commissioner and remote monitoring personnel. The inspection / measurement result record shall be valid only after it has been countersigned
by Party A's commissioner and confirmed by the remote monitoring personnel through the remote monitoring system. Party B shall submit
to Party A within five (5) operating days after the end of each operating month, the incoming garbage, garbage reduction and disposal
quality / garbage supply, actual collection, actual reduced handling and actual received inspection / measurement results confirmed by
the countersignature of Party A's commissioner and remote monitoring personnel through the remote monitoring system.


(3)
If Party A's commissioner or remote monitoring personnel (a) finds any questions during Party B's inspection / measurement process, Party
B is required to correct, but Party B refuses to correct, or (b) The inspection / measurement result record does not conform to the inspection
/ measurement record of Party A commissioner or remote monitoring personnel, it has the right to refuse to countersign or confirm the
inspection / measurement result record.


(4)
Party B, the commissioner of Party A and the remote monitoring personnel shall negotiate and adjust the records of inspection / measurement
results that cannot be signed or confirmed, the Commissioner of Party A and the remote monitoring personnel shall countersign and confirm
the final agreed records of inspection and measurement results. If the three parties cannot reach an agreement, a qualified third party
approved by the three parties shall be hired for the test, and the commissioner of Party A and the remote monitoring personnel shall
countersign and confirm the results of the test, and the cost of the test shall be borne by Party B.


 




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(5)
Party A shall check the inspection / metering equipment, inspection / metering process, inspection / metrology readings and Party B's
inspection / metrology records at least twice a year from the date of commercial operation. The cost of such inspection or verification
shall be borne by Party A, but (a) if the verification results of the inspection / metrology readings or Party B's inspection / metrology
records are materially different from those of Party B's self-test, or (b) If the verification results of the inspection / metrology
device or the inspection / metrology process indicate that there is a problem with the inspection / metrology device or inspection /
metrology process and there is a substantial difference between Party A's test results after excluding these problems and Party B's self-test
results, Party B shall bear the expenses. If Party A finds that any inspection / metering equipment is not accurate, Party B shall bear
the cost to repair or replace it as soon as possible.


(6)
If there is a substantial difference between Party A's verification or test results and Party B's self-test results, Party A shall provide
the verification or test results report to Party B within 5 working days after the results are obtained. if Party B does not object within
5 working days after receiving the results report, it shall be deemed to agree with Party A's verification results, otherwise both parties
shall employ qualified third parties approved by both parties to prevail. The cost of employing a third party for testing shall be borne
by Party B.


1.2
Rejection and special instructions


For
the sub-project of the comprehensive reduction collection and transportation station of domestic garbage, if Party B sends the incoming
garbage not up to the standard after sampling inspection, Party A and the relevant garbage supplier may make a reasonable decision before
unloading and notify Party A in writing within 3 hours (or by oral notice plus fax or e-mail) and refuse to accept the substandard garbage.
After receiving Party B's notice of rejecting substandard garbage, Party A shall have the right to issue special instructions to require
Party B to receive such substandard garbage, and shall coordinate the corresponding substandard garbage supply to Party B to pay the
corresponding compensation stipulated in Article 1.6. If Party B unloads any substandard garbage, Party B shall be deemed to have waived
the right to reject the waste, but the waiver shall not prevent Party B from receiving the corresponding compensation in accordance with
Article 9. 6. At the same time, Party B shall notify Party A in writing within 3 hours (or by oral notice plus fax or e-mail) and the
relevant garbage supplier that it has received substandard garbage. The above notice shall include details of the supplier of such substandard
refuse, all relevant inspection results and the results of other relevant investigations in respect of such substandard cases.


1.3
Minimum garbage collection and supply


There
is no minimum garbage guarantee for all sub-projects of this project.




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1.4
Substandard values, shortages and their periods


The
parties shall only determine the incoming garbage not up to the standard value, the garbage reduction and disposal quality not up to
the standard value, the insufficient garbage supply, the actual reduced disposal capacity and the actual receiving capacity and their
duration in the following ways:


(1)
If Party A fails to carry out the verification at least once a month in accordance with Article 1.1 (3), the record of the inspection
/ measurement results confirmed by the countersignature of the Commissioner of Party A and the remote monitoring personnel through the
remote monitoring system shall prevail.


(2)
If Party A verifies, verifies or tests at least once a month in accordance with Article 1.1 (3) and the results are different from the
self-test results of Party B, the duration of such substandard or insufficient quantity is the period between the last verified operation
date and the verified operating date, and such substandard or insufficient quantity shall prevail as verified by Party A.


(3)
On the premise of Article (2) above, if there is a substantial difference between the verification or test results and Party B's self-test
results, and Party B indicates the opposite within 5 working days after receiving the verification result report, the duration of the
substandard value or deficiency shall be the period between the last verified operation date and the verified operation date. Such substandard
value or deficiency shall be in accordance with 1. 1 (6) shall be subject to the test results of qualified third parties agreed by both
parties.


1.5
Failure to clean, collect, transport and deal with the consequences in time


During
the operation period, if Party B fails to clean within the specified time, fails to transfer within [6] hours after the actual garbage
collection, or fails to dispose of the garbage within 24 hours after the actual collection of garbage, the Operations Coordination Committee
or the Commissioner of Party A shall urge Party B or notify Party A himself, and Party A shall have the right to require Party B to pay
liquidated damages for non-timely handling in accordance with the provisions of Annex 16.


1.6
Consequences of entering garbage not up to standard


For
the sub-project of the comprehensive reduction collection and transportation station of domestic garbage, if the incoming garbage is
not up to the standard, Party B shall inform Party A of the actual increased operating costs or capital expenditure caused by the increased
treatment load and the corresponding garbage supplier. Party A shall review the records of the incoming garbage inspection results countersigned
by Party A's commissioner and the remote monitoring personnel through the remote monitoring system and the written notice issued by Party
B on substandard garbage. After the amount and the corresponding substandard garbage supplier has been confirmed and approved by Party
A, Party A shall pay the corresponding compensation to Party B.




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1.7
Consequences of substandard quality of garbage cleaning


(1)
After the commencement of commercial operation, if the quality of garbage cleaning / reduction treatment does not meet the requirements
of Annex 17 and / or the relevant garbage disposal standards of this contract due to Party B and not due to Party A's breach of contract
or force majeure, it shall be deemed that the quality of garbage disposal is not up to standard, and Party B shall pay the corresponding
liquidated damages to Party A in accordance with Annex 16.


(2)
If Party A fails to meet the standard due to Party A's breach of contract or force majeure, Party B does not have to pay the corresponding
non-standard liquidated damages.


(3)
After the commencement of commercial operation, if any operating year is recorded or notified by Party B or verified by Party A.


If
any of the above mentioned in Article (1) fails to meet the standards for a total of more than 30 days or has not been amended within
the limited time limit as reasonably required by Party A, Party A shall have the right to terminate this contract as a result of such
breach of contract by Party B.


(4)
Party A shall have the right to deduct such liquidated damages directly from the garbage disposal service charge or withdraw such liquidated
damages from the operation and maintenance guarantee in accordance with Article 1.7 (1).


1.9
Basic requirements for cleaning


(1)
Sanitation garbage collection bins should be configured according to the number of garbage peak, and the standby rate of 14% should be
taken into account.


(2)
The garbage collection and transfer vehicles shall be configured based on the Labor Quota of Urban Appearance and Environmental Sanitation
(Jianbiao [2008] No. 110) and the first-class transport distance and garbage collection volume provided by Party A.


(3)
The construction mode of "horizontal split matching hook arm car" should be used in the new construction and renovation of
garbage transfer stations in town streets.


(4)
Road cleaning machinery should be selected according to road grade, working conditions, pollution degree and other factors.


(5)
The operation of sprinklers generally depends on the weather conditions, and the normal weather at night is mainly to wash the road surface
and to spray the road surface. The road needs comprehensive maintenance and road flushing vehicles need to be equipped. High-pressure
flushing vehicles with high pressure and low flow performance shall be used for road flushing, which can complete flushing and sprinkling
operations at the same time. The mechanized roads are washed and sprinkled once a day.


 




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(6)
In the central area of each town, sanitation and cleaning personnel are needed to meet the cleaning requirements of the central area
of the town. Each town is equipped with multiple sanitation workers and human tricycles, which are fully responsible for cleaning and
garbage collection in the central area of the town and tour every day to ensure the environmental quality of the township center area.


 


Chapter
II Supplementary Requirements for Operation and Maintenance of Sewage Sub-Projects


1.1
Water sample collection and storage and water quality testing


(1)
The collection and storage of water samples should meet the corresponding requirements of Annex 4.


(2)
The inlet water sample and the effluent water sample used to detect the water quality should be collected at the sewage inlet sampling
point and the sewage effluent sampling point respectively.


(3)
The indicators, items, testing cycle, frequency, testing methods and standards for testing influent and effluent quality shall comply
with the provisions of Annex 4 and implement the newly promulgated and implemented national and industry standards.


(4)
Party B shall submit to Party A the daily inspection report of inflow and effluent of the previous operating month within 5 operating
days after the end of each operating month.


(5)
If Party B finds that any kind of influent quality or effluent quality index exceeds the standard, Party B shall immediately notify Party
A by fax or e-mail and send a written notice to Party A within 48 hours. The above notice shall include details of all relevant test
results and the results of other relevant investigations made in respect of such non-standard cases. The quality of the effluent exceeding
the standard shall also include Party B's best and worst predictions for the period within which the excess may last, as well as the
causes of such situations, including any details of force majeure claimed by Party B and a detailed description of the remedial measures
taken.


(6)
Party A or its designated qualified inspection institution shall have the right to carry out on-site inspection and verification of Party
B's testing procedures, instruments, equipment and results. The cost of such inspection or verification shall be borne by Party A, but
if the result of the inspection or verification is materially different from that of Party B's self-test, and it is proved that Party
B's self-test result is incorrect, Party B shall bear such expenses.


(7)
If there is a substantial difference between Party A's verification or inspection results and Party B's self-inspection results, Party
A shall provide Party B with the report of its verification or spot check results within 5 working days after the results are obtained.
If Party B does not object within 5 working days after receiving the result report, it shall be deemed to have agreed with Party A's
verification result, otherwise both parties shall employ a qualified third party recognized by both parties to carry out the test and
refer to the results of the third party. The details of hiring a third party for testing shall be agreed upon separately by both parties.




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1.2
Measurement of water volume (sub-project of township sewage treatment facilities)


(1)
Party B shall install a metering and testing device in accordance with the provisions of Annex 4 to continuously measure, calculate and
record the water intake and output of the sewage treatment plant, including instantaneous flow and hourly, daily, monthly and annual
cumulative flow. On the day following the final completion day or at the time agreed by both parties, both parties shall set a base reading
for all installed flowmeters to determine the original value of each Flowmeter.


(2)
During the whole operation period, Party B shall submit to Party A the inflow and effluent flow reports of the previous operation month
within 5 operating days after the end of each operation month, and the amount of water shall be calculated in cubic meters. The inflow
and effluent flow should be measured by installing equipment at the sewage inlet sampling point and the sewage effluent sampling point
respectively.


(3)
The Operations Coordination Committee shall inspect, calibrate and test the convection meter at least once every three months after installation
of the metrological testing device. If any flow meter is found to be inaccurate, Party B shall repair or replace it at Party B's expense
as soon as possible.


(4)
Party A has the right to check the flowmeter readings and Party B's meter reading records. The cost of such inspection or verification
shall be borne by Party A, but if the result of the inspection or verification is materially different from that of Party B, and it is
proved that the result of Party B is incorrect, Party B shall bear such expenses.


(5)
If there is a substantial difference between the verification or inspection results of Party A and the self-test results of Party B,
Party A shall provide the verification or inspection results report to Party B within 5 working days after the results are obtained.
If Party B does not object within 5 working days after receiving the result report, it shall be deemed to have agreed with the verification
result of Party A, otherwise both parties shall employ a qualified third party organization recognized by both parties to conduct the
nuclear test. The results of the third party inspection test shall prevail. The details of employing a third party for inspection shall
be agreed upon separately by both parties.


1.3
Amount of water handled by project design


From
the start of commercial operation to the end of the project cooperation period, the designed treatment capacity of the sewage treatment
facilities of this project is specified in Annex 4. Party B shall conduct research in the preparatory stage of the project, fully understand
the sewage production in the service areas of the town and rural sewage treatment facilities, predict the amount of water collected by
the pipe network, and optimize the design scheme, and pay attention to the maintenance and expansion of the supporting pipe network in
the process of operation to ensure that the incoming water meets the load requirements of the sewage treatment plant.




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1.4
Maintenance of supporting pipe network collection system


(1)
Party B shall inspect and maintain the supporting pipe network collection system and facilities in accordance with the provisions of
Annex 4 and Annex 6, so as to maintain good hydraulic function and structure of the supporting pipe network collection system.


(2)
The inspection contents of the supporting pipe network include sewage overflow, stagnant water in the mouth of rain water on a sunny
day, manhole cover defects, pipe canal collapse, illegal occupation, illegal discharge, private takeover, mixed connection of rain and
sewage, and the construction of projects affecting pipe and canal drainage.


(3)
The intact rate of pipes and canals and ancillary facilities is required to reach more than 90%.


(4)
Party B shall pay attention to the maintenance and expansion of the pipe network to ensure that the amount of water entering the plant
meets the treatment load requirements of the sewage treatment plant.


(5)
Party B shall carry out pipeline maintenance in accordance with the following requirements:


(a)
Regularly inspectto detect and repair pipeline cracks, corrosion, settlement, deformation, misalignment, disconnection, breakage, holes,
penetration, leakage, spillover, etc.


(b)
Maintain pressure pipes by hydraulic flushing at full load, at least once every three months.


(c)
Regularly remove scum from breathable wells.


(d)
Keep ancillary facilities such as exhaust valves, pressure wells, breathable wells in good condition and effective.


(e)
Regularly open the cover to check the cover plate of the pressure well and find if the cover plate is corroded, the gasket is aging and
theire is the cracks in the well body and the mud in the pipe. If found, it should be repaired and maintained in time.


(6)
Party B shall maintain the pumping station in accordance with the following requirements:


(a)
The intact rate of pumping station units should be more than 95%.


(b)
The water level meter, flow meter and rain gauge in the pumping station shall be checked once a year.


(c)
The appearance of mechanical and electrical equipment, facilities and pipe fittings of the pumping station shall be derusted and treated
for anti-corrosion once every two years.


(d)
Flammable, explosive and toxic gas monitoring devices, safety valves, lifting equipment and pressure vessels installed in the pumping
station shall be inspected annually in accordance with the regulations and shall not be used until they have passed the inspection.


(e)
The walls, roads, pumping rooms and ancillary facilities of the pumping station should be cleaned and maintained regularly, repaired
immediately in case of damage, and renewed every 3 years.




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1.5
Excess amount and period of influent water from sewage


During
the operation period, both parties shall determine the excess amount and period of sewage inflow only in the following ways:


(1)
After Party B notifies Party A in writing of the excess water intake in accordance with Article 1.2 (2), if Party A fails to verify the
excess water intake within 10 working days after receiving such notice, the excess amount and period of sewage water intake shall prevail
as described in Party B's notice.


(2)
After Party B notifies Party A in writing of the excess of water intake in accordance with Article 1.2 (2), if Party A verifies it within
10 working days after receiving such notice, and the results verified according to the same provisions show that there is an excess of
sewage inflow, the excess and period of sewage inflow shall be verified by Party A or a third party.


1.6
Excess / deficiency of effluent quality / quantity and period


During
the operation period, both parties shall only determine the excess / deficiency of effluent quality / quantity and the period as follows:


(1)
If the daily inspection report of the effluent submitted by Party B in accordance with the provisions of this contract shows that the
quality / quantity of the effluent exceeds the standard / deficiency, the over-standard value / deficiency of the effluent quality /
quantity shall prevail.


(2)
If Party B notifies Party A in writing in accordance with the provisions of this contract that the quality / quantity of effluent exceeds
the standard / deficiency, the excess / deficiency of effluent quality / quantity of sewage shall be subject to the description of Party
B's notice.


(3)
If the results verified by Party A in accordance with the provisions of this contract show that the effluent quality / quantity of sewage
is excessive / insufficient, and the period of excess / deficiency of effluent quality / quantity is the operation day of the last verification
(if not in this month, it is the first operation day of this month), and the period between the operation day of this verification. The
excess / deficiency of effluent quality / quantity shall be verified by Party A or a third party.


(4)
In the event of a conflict between the above 3 Articles, the Article (3) shall prevail.


1.7
Consequences of excessive effluent quality


During
the operation period, if the quality of the effluent exceeds the standard, it shall be treated according to the following methods:


(1)
If the daily average influent COD concentration does not exceed [120mg/L] and the effluent quality exceeds the standard, Party B shall
accept the fine imposed by the environmental protection department on Party B according to applicable law, and pay Party A the penalty
for exceeding the standard of effluent quality according to item 1 of Annex 16.




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(2)
When the daily average influent COD concentration exceeds [120mg/L], Party B shall immediately report the situation to Party A. If the
effluent quality after sewage treatment by Party B in accordance with the prudent engineering operation practice does not meet the standard,
it shall not be regarded as Party B's breach of contract.


1.8
Consequences of excess influent of sewage


1.8.1
Excess influent of sewage


Since
the commercial operation date, the actual inflow of Party B in any operation year is greater than the designed treatment water capacity
of the project in that operation year (except for rural sub-projects), that is, the sum of the actual water inflow of each operating
day in the operating year is greater than the designed treatment water volume X operating days of each operating day in that operating
year, which is the excess of sewage inflow.


1.8.2
Consequences of excess influent of sewage.


For
the sub-project of the town sewage treatment facility, when the average daily sewage intake of an operating month is greater than the
design scale, Party B shall immediately issue a written application to Party A. Party A has verified that the sewage influent quality
reaches a certain concentration and the emission reduction effect is obvious, and when the sewage influent quantity is sufficient, Party
A may approve and agree to the sewage treatment operation on the designed scale in the next operating month. however, the average daily
sewage intake of any sewage treatment facility project at the town shall not exceed [designed water volume X110%], and Party B shall
treat all the sewage coming into the plant in the next operating month. The excess amount of sewage inflow shall be calculated and paid
for the sewage treatment service charge according to the variable cost determined in the tender documents approved by the government
submitted by the social capital party of the unit price of sewage treatment operation and maintenance.


For
the town sewage treatment facility sub-project, if the actual water intake of a sub-project is more than 10% of the designed water treatment
capacity of the sub-project in two consecutive operating years, Party B shall issue a written notice to Party A to elaborate on the expansion
plan that it considers necessary and reasonable to expand the treatment capacity of the project, Party A shall determine whether to implement
the upgrading and transformation, and the expansion plan shall be determined through consultation between the two parties.




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1.9
Consequences of insufficient effluent from sewage treatment (for subprojects of sewage treatment facilities at villages and towns)


During
the operation period, if the amount of effluent is insufficient, it shall be treated according to the following methods:


1.9.1
Insufficient effluent capacity of sewage


It
means that Party B fails to dispose of the actual sewage inflow when the actual sewage inflow on an operation day does not exceed the
designed treatment capacity of the project on the operation day.


1.9.2
Consequences of insufficient effluent capacity


Unless
there is force majeure, Party B shall deduct the relevant sewage management service charge according to the performance appraisal in
case of insufficient sewage output.


The
specific cost shall be calculated in accordance with the requirements of this contract.


1.10
Minimum sewage supply of town sewage treatment plant 


There
is no minimum sewage supply for township sewage treatment plants.




 






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