《国有建设用地使用权出让合同》示范文本-英文翻译版

国有建设用地使用权出让合同Contract for State-Owned Construction Land Use Right Assignment 中华人民共和国国土资源部与中华人民共和国国家工商行政管理总局制定Formulated by the Ministry of Land and Resources of the People’s Republic of China, andThe State Administration for Industry and Commerce of the People’s Republic of China合同号码：Contract No.:本合同双方当事人：The Concerned Parties of this Contract:出让人：Assignor:邮政地址：Mailing Address:邮政编码Postal Code:电话：Tel:传真：Fax: +开户银行：Name of Opening Bank:账号：Account No.:受让人：Assignee:通讯地址：Mailing Address:邮政编码：Postal Code:电话：Tel:传真：Fax:开户银行：Name of Opening Bank:账号：Account No.:第一章总则Chapter I General Provisions第一条根据《中华人民共和国物权法》、《中华人民共和国合同法》、《中华人民共和国土地管理法》、《中华人民共和国城市房地产管理法》等法律、有关行政法规及土地供应政策规定，双方本着平等、自愿、有偿、诚实信用的原则，订立本合同。

Article 1 In accordance with the Real Right Law of the People’s Republic of China, the Cont ract Law of the People’s Republic of China, the Law of Land Administration of the People’s Republic of China, the Law of the People’s Republic of China on Administration of the Urban Real Estates, relevant administrative regulations and rules on land supply policies, the two parties enter this contract based on the principles of equality, voluntariness, compensation, honesty and credibility.第二条出让土地的所有权属中华人民共和国，出让人根据法律的授权出让建设用地使用权，地下资源、埋藏物不属于土地使用权出让范围。

YF-ED-J2656可按资料类型定义编号国有建设用地使用权出让合同（GF—-20xx—-2601）实用版An Agreement Between Civil Subjects To Establish, Change And Terminate Civil Legal Relations. Please Sign After Consensus, So As To Solve And Prevent Disputes And Realize Common Interests.（示范文稿）二零XX年XX月XX日国有建设用地使用权出让合同（GF—-20xx—-2601）实用版提示：该合同文档适合使用于民事主体之间建立、变更和终止民事法律关系的协议。

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（示范文本)中华人民共和国国土资源部中华人民共和国国家工商行政管理总局国有建设用地使用权出让合同使用说明一、《国有建设用地使用权出让合同》包括合同正文、附件1（出让宗地平面界址图)、附件2（出让宗地竖向界限)和附件3（市、县政府规划管理部门确定的出让宗地规划条件)。

二、本合同中的出让人为有权出让国有建设用地使用权的市、县人民政府国土资源行政主管部门。

三、出让人出让的土地必须是国有建设用地。

本合同以宗地为单位进行填写。

宗地是指土地权属界线封闭的地块或者空间。

四、本合同第四条中，出让宗地空间范围是以平面界址点所构成的垂直面和上、下界限高程平面封闭形成的空间范围。

出让宗地的平面界限按宗地的界址点坐标填写；出让宗地的竖向界限，可以按照1985年国家高程系统为起算基点填写，也可以按照各地高程系统为起算基点填写。

高差是垂直方向从起算面到终止面的距离。

如：出让宗地的竖向界限以标高+60米（1985年国家高程系统)为上界限，以标高-10米（1985年国家高程系统)为下界限，高差为70米。

Serial No.3201112010CR0018Electronic Administration No.3201112008B00057Contract forState-Owned Construction Land Use Right AssignmentFormulated by:The Ministry of Land and Resources of the People’s Republic ofChina and The State Administration for Industry and Commerce ofthe People’s Republic of ChinaContract for State-Owned Construction LandUse Right AssignmentThe parties to this Contract:Assignor: Nanjing Land and Resources Bureau, Pukou BranchMailing Address: 16 Wende Road, Jiangpu neighborhood, Pukou district Postal Code: /Tel: /Fax: /Name of Opening Bank: /Account No.: /Assignee: Nanjing Royal Dock Horse Racing Co., LtdMailing Address: /Postal Code: /Tel: /Fax: /Name of Opening Bank: /Account No.: /Contract for State-OwnedConstruction Land Use RightAssignmentChapter I General ProvisionsArticle 1. The Concerned Parties to the Present Contract:Assignor: Nanjing Land and Resources Bureau, Pukou BranchAssignee: Nanjing Royal Dock Horse Racing Co., LtdIn accordance with such laws as the Law of Land Administration of the People’s Republic of China, the Law of the People’s Republic of China on Administration of the Urban Real Estates, the Contract Law of the People’s Republic of China and relevant administrative regulations and land supply policies, the two parties hereby enter into the present contract on the basis of the principles of equality, voluntariness, compensation, honesty and credibility.Article 2.The Assignor hereby assign the land use right to the Assignee in accordance the authority by laws, notwithstanding the ownership of the assigned land belongs to the Peoples’ Republic of China. The state shall be entitled to exercise its jurisdiction and administration over the land authorized by the constitution and law and any other power which shall be exercised by the state according to the legal regulation of PRC, and alsoenjoy any rights and interests necessary for the public benefits. The resources and objects buried there under and municipal public facilities shall not fall into the scope of land use right assignment.Chapter II Delivery of the Assigned Land and Payment ofthe Assignment ChargeArticle 3. The assigned land is located in group 2, Yuaqi village, Yongning town, Pukou district, with an area east to zhujiashun river bank, west to the 104th national highway, and north to woods of Italian poplars, south to woods of Italian poplars; the plot serial number thereof is No.2008G38. The total land use area is 72,398 square meters, the planning land area for public auxiliary facilities is 4047.2 square meters, and the practical assigned area is 68350.8 square meters. The metes and bounds and the boundary marks as per the Land Survey and delimitation Illustration.Article 4. The using purpose for the assigned land is: hotel industry land.Article 5.After the Assignee pay off the entire price amount according to article 9 of the present contract, the Assignor is responsive for handing over on May 1st of 2009 to the Assignee the practical assigned land in the shape of pure land, namely houses and construction shall be removed to the floor in the scope of the land parcel, with other objects keepingunchanged, and the electric wires and poles shall be removed by the Assignee itself. External conditions (road, water, electricity, gas) shall be maintained as the current situation. The question of entrance road of the said land parcel shall be solved by the Assignee.The ancient or precious trees shall be remained as the assignment condition, as for other trees the Assignee shall carry out relevant procedure according to national regulations.Article 6. The assigned land use term is 40 years, effective from the handover of land by the Assignor to the Assignee.Article 7. The total land knockdown charge is RMB 30,000,000 Yuan (say RMB thirty million Yuan).The above said competing purchase price includes compensation and resettlement fees of expropriation, compensation for removal of auxiliary objects and government land ownership earnings, not including the removal expense of such facilities as electric wires and poles and other taxes.Article 8. Before the signature of the present contract, the Assignee shall pay off the entire price amount totaling RMB 30,000,000 Yuan (say RMB thirty million Yuan). Within which 15% of the total amount equal to RMB 4,500,000(say RMB four point five million Yuan) shall be regarded as deposit of the performance of the contract. The deposit shall be also counted in the land price amount.Article 9. The Assignee agrees to pay off the remainder of the land price amount according to the sub article 2 of the present article.(1) Paying off the land price amount in a lump sum within / daysafter the signature of the contract.(2) Paying the land price amount in 3 installments according to the timeand amount specified hereunder:The first phase: 30% of the price amount, namely RMB 9,000,000 Yuan (say RMB nine million Yuan), at the time of payment: Nov 25th of 2008.The second phase: 40% of the price amount, namely RMB 12,000,000 Yuan (say RMB twelve million Yuan), at the time of payment: Dec 26th of 2008.The third phase: 40% of the price amount, namely RMB 12,000,000 Yuan (say RMB twelve million Yuan), at the time of payment: Sep 20th of 2008.Chapter III Development and Utilization of the LandArticle 10.The development in the scope of the assigned land shall be implemented in conformity with the conditions hereunder.The nature of land planning: land for the use of hotel industryThe floor area ratio (FAR) : ≤0.7Building Density: ≤25%Green Area Ratio: 50%Building Height Limitation: ≤15 metersDetails of construction requirements as per Main Points of Planning Design Other requirements for the land use: the Consignee shall develop and construct with respect to relevant regulations of the nation.Article 11. The Assignee agrees that the construction projects on the assigned land under this contract shall commence prior to Sep 1st of 2009.In case the commencement of construction needs to be deferred, the Assignee shall submit the application for deferral to the Assignor 30 days in advance. After the deferral of commencement is approved by the Assignor, the time of completion shall be deferred accordingly. But the deferral shall not exceed one year if the deferral is owing to the Assignee.Article 12. The Assignee shall be responsive for completing all construction projects prior to Sep 1st of 2011 and fulfill the completion inspection condition, in case the construction can not be completed in due time, the Assignee shall submit an application for completion extension to the Assignor 30 days in advance. But the extension shall not exceed one year if the deferral is owing to the Assignee. If there is a deferral of constructioncommencement, the completion time of construction shall be correspondently extended.Article 13.During the construction on the assigned land under this contract, where water supply, gas supply, power supplies, sewage disposal, and other facilities need to be connected with the main pipelines, interface of electric substation and inlet project outside the assigned land, the Assignee agrees to handle these matters with respect to relevant rules.The Assignee agrees the entering, passing and crossing of any kind of pipelines laid by the government for public purposes in the land parcel.The Assignee also agrees to guarantee the way leave of adjoining area.Article 14. The Assignee shall apply to the Assignee according to regulations for land registry in 30 days after acquisition of the land with such materials as the present contract, receipt confirmation of land and payment certificate of land knock down price amount.Article 15. The Assignee shall make reasonable use of the land according to law, any activities conducted in the assigned land parcel shall not damage or ruin the surrounding environment or facilities, and the Assignee shall be responsive for restitution of any losses to the country or a third party thereby.Article 16. The Assignee shall utilize the land according to this contract in the term of assignment. Any alteration of land-use purpose and plot ratio is prohibited. In case the Assignee needs to alter the land use purpose or its utilization condition, it shall carry out relevant approval procedure, and acquire the permit of the Assignor which will sign a supplementary agreement of land use right assignment contract or sign a new land use right assignment contract. In that case, the land knockdown price amount needs to be renewed correspondently, and land alternation registry shall be carried out.Within 30 days after completion of project, the Assignee shall apply to the Assignor for review and inspection of the construction land, the Assignor will survey and exam the commencement time, completion date, condition of land development and utilization according to stipulations of the present contract. If the inspection result is eligible, the certificate renewal procedure of state-owned land use right will be handled. In case the inspection result is not eligible, the state-owned land use right certificate shall only be only renewed after the consummation of relevant process according to regulations.Article 17.Within the use term of the assigned land under this contract, the government reserves its right to adjust the planning of the assigned landunder this contract. In case the original planning needs to be modified, it shall not affect the existing buildings on the assigned land parcel. But in the case of transformation, renovation and rebuilding of the buildings, fixtures and their affiliated facilities on the assigned land within its use term, or when applying for renewal of the contract at expiration of use term, the effective planning at that time shall be implemented, and land use procedure shall be carried out according to the regulations effective at that time.Article 18. As for the land use right acquired and utilized by the Assignee in accordance with law, the Assignor shall not withdraw it before the use term in this contract expires. Under special circumstances, where the Assignor needs to withdraw the state-owned construction land use right for the purpose of social public interests before expiration of use term, the Assignor shall compensate the Assignee according to the value of buildings, fixtures and their affiliated facilities on the assigned land and the price of the remained use term of the state-owned construction land use right at the time of withdrawal.Article 19. The Assignee shall not make protests in case partial occupation of the assigned land is needed for the purpose of city construction; the occupied land shall be compensated by the occupying unit, and the landassignment charge will not be returned.Chapter IV Transfer, Lease and Mortgage of the State-Owned Construction Land Use RightArticle 20.After paying up the assignment charge of the state-owned construction land use right in accordance with this contract, and obtains the Certificate for the Use of State-owned Land, the Assignee is entitled to transfer, lease or mortgage all or part of the state-owned construction land use right to a third party. When the first transfer occurs, the investment and development of the assigned land shall be carried on in accordance with this contract, and over 25% of the total investment other than government property earnings shall be made. In the event of partial transfer, the two parties to the transfer need to implement development and construction according to the original master plan.Article 21. In the event of transfer or mortgage of the land use right, the two parties thereof shall sign transferring or mortgage contract; as for the land use right lease with its lease duration exceeding 6 months, the lessor and lessee shall also sign a leasing contract in written form.The contracts of transfer, lease and mortgage of the state-owned construction land use right shall not violate the laws and regulations of thecountry and the articles of the present contract.Article 22. In case all or a part of the state-owned construction land use right is transferred, the rights and obligations specified in this contract shall be transferred accordingly. The use term of the transfer contract for the assigned land shall be the remainder of the use term specified in this contract reducing the number of the years in which the Assignee has used the land.In case state-owned construction land use right is leased, the rights and obligations specified in this contract shall be still borne by the Assignee.Article 23. In the case of transfer, lease or mortgage of the land use right, the above-ground buildings, fixtures and affiliated facilities on the assigned land shall be also transferred, leased or mortgaged therewith; in the case of transfer, lease or mortgage of the above-ground buildings, fixtures and affiliated facilities on the assigned land, the land use right shall be also transferred, leased or mortgaged therewith.Article 24. In case the state-owned construction land use right is transferred or mortgaged, both parties related to the transfer and mortgage shall apply for registration of changes for the land use right at the land and resources administrative department by presenting this contract, contract on transferor contract on mortgage, and the Certificate for the Use of State-owned Land.Chapter V Expiration of Use TermArticle 25. When the use term agreed in this contract expires, and the Assignee continues using the assigned land under this contract, an application for renewal shall be submitted to the Assignor not less than one year prior to the use term expires. The Assignor shall approve the renewal unless the Assignor needs to withdraw the assigned land under this contract for the purposes of social and public interests.When the Assignor agrees on the renewal, the Assignee shall handle the compensable land-use formalities in accordance with laws. The compensable land use contract shall be renewed. And, the charge thereof shall be paid.Article 26. In case at the expiration of the assigned land, the Assignee makes no applies for renewal or fails to obtain approval for the reason of social and public interests, the Assignee shall return the Certificate for the Use of State-owned Land. The state-owned construction land use right shall be taken back by the Assignor as the representative of the state while cancellation of registration for the land use right shall be undertaken inaccordance with regulations.Article 27. In case at the expiration of the assigned land, the Assignee makes no applies for renewal, the Assignor as the representative of the state will take back the use right of assigned land, the above-ground buildings, fixtures and affiliated facilities on the assigned land without compensation, while the Assignee shall guarantee the normal functions of the above-ground buildings and other objects thereon. Deliberate destructions are not allowed. Where the above-ground buildings, fixtures and their affiliated facilities lost their normal functions, the Assignor may request the Assignee to remove or dismantle the above-ground buildings, fixtures and their affiliated facilities to restore the leveled ground on the assigned land.Article 28. In case at the expiration of the assigned land, the Assignee applies for renewal, but fails to get approval according to article 25 of the present contract, The land use right shall be taken back by the Assignor as the representative of the state without any compensation, notwithstanding the Assignor shall give corresponding compensation to the Assignee according to the residual value of these buildings, fixtures and their affiliated facilities at the time of taking back.Chapter VI Force MajeureArticle 29. Either of the parties shall exempt from responsibility in case when force majeure occurs, all or part of this contract cannot be implemented.But the concerned party shall take any necessary remedial measures to reduce the losses caused by the force majeure. The concerned party shall not be exempted from responsibilities when force majeure occurs during delay of performance.Article 30.When force majeure occurs, the prevented party shall notify the other party in written form by mail, cable or fax within 72 hours to provide the detailed information of the events, and within 30 days after the occurrence of force majeure, a valid document for evidence shall be provided to the other party to explain its inability to implement or delay the execution of all or part of this contract.Chapter VII Liabilities for Breach of the ContractArticle 31. In case the Assignee fails to pay on schedule the assignment charge of the state-owned construction land use right, the daily penalty which shall be assumed by the Assignee is to pay to the Assignor 1 ‰ of the deferred payment. In case the Assignee fails to pay the assignment charge of the state-owned construction land use right after 6 months, theAssignor has the right to terminate the present contract, and the Assignee has no right to request the Assignor to refund the advance deposit.Under the circumstance when the Assignee fails to make such payment, the Assignee shall be not entitled to require handing over of land from the Assignor, and the liability of breaching contract shall be entirely assumed by the Assignee.Article 32. After the Assignee duly make payment of the knockdown price amount according to the contract, the Assignor shall hand over the land to the Assignee in due time with respect to the contract. In the case of failure of handing over land in time as a result of the fault of the Assignor, the land satisfying the handover conditions shall be handed over in advance; as for the land which has not satisfied the handover requirements, a daily liquidated damage to the Assignee equivalent to1 ‰ of the price amount of the deferred delivery land shall be paid withcorresponding ratio of deposit deducted. In case the Assignor fails to hand over use after 6 months, the Assignee is entitled to terminate the present contract, and the Assignor shall repay the deposit in double and return the knockdown price amount with the deposit deducted.Article 33.The Assignee shall carry out development construction according to the contract, in the event of failure of starting development over oneyear after the date of starting development prescribed in the contract, the Assignor is thereby entitled to collect fees for vacancy of land which is equal to 20% of the land use right knockdown price; if the Assignee fails to start construction in 2 years, the Assignor is entitled to recover the land without any compensation. Notwithstanding that the delay of construction and development as a result of force majeure or act of the relevant government administration shall be exempt.Article 34.In case the Assignee fails to finish development construction prescription according to the completion date stipulated in the contract, it shall make payment to the Assignor daily penalty which amounts to 0.5‰of the land price amount equivalent to the unaccomplished part of the land area; if the Assignee fails to accomplish the construction in 1 years after the completion date stipulated in the contract, the Assignor is entitled to recover the unaccomplished part of land without any compensation.Notwithstanding that the delay of construction completion as a result of force majeure or act of the relevant government administration shall be exempt.Chapter VIII Notification and InterpretationArticle 35. Any notification or telecommunication required or permitted by thecontract shall be effective after practical receipt regardless of its delivering method.Article 36.In case any party needs to alter its notifying and telecommunication address, bank of deposit or account number, it shall inform the other party of the new address, bank of deposit or account number. Any loss by late information of either party shall be assumed by the defaulted party.Article 37.At the time of conclusion of the contract, the Assignor has the obligation to answer questions about the present contract by the Assignee.Chapter IX Application of Law and Resolution of DisputesArticle 38.All signature, validity, interpretation, performance and dispute resolution of the contract shall be governed by the laws of the Peoples’Republic of China.Article 39.Any dispute due to performance of the present contract shall be settled by both parties through consultation, in the event of consultation failure, the sub article hereunder shall be applied to the resolution:(1)Submitting to Nanjing arbitration committee;(2)Filing law suit in the peoples’ court according to law.Article 40. In case the Assignee refuses to pay the knock down price amount of land, the Assignor is entitled to apply for reinforcement measure by the peoples’ court.Chapter X supplementary articlesArticle 41. The present contract shall be effective after the signature or seal by the legal representatives (or authorized representative) of both parties.The present contract and its appendices shall be made in eight duplications, with the Assignor holding five and the Assignee holding three of them.Article nd Survey and delimitation Illustration, Main Points of Planning Design and Use right Sales Confirmation of State-owned Construction Land as appendices of the present contract shall constitute composing parts of the contract and have the same validity as the present contract.Article 43.The present contact with appendices totals up to eleven pages, where written Chinese shall prevail.Article 44. The present contract dated this day of Nov 27th of 2008 is signed in Pukou district of Nanjing, Jiangsu province.Article 45. If there is any matter not concluded in the present contract, both parties can supplement it as an appendix of the present contract which shall be of the same validity herewith.Article 46. The Consignee has seriously read and fully understood the contract, promising to abide by and strictly perform the contract.Assignor:Assignee:Address: Address:Postal code: Postal code:Legal representative: Postal code: Authorized representative: Authorized representative:。

国有土地出让协议英文版State-Owned Land Transfer AgreementThis Agreement is made and entered into on this ______ dayof ______, 20____, by and between:The People's Government of ______ (hereinafter referred toas the "Government"), represented by its authorized representative, ______ (hereinafter referred to as the "Seller"), with registered address at ______;andWhereas, the Government is the legal owner of certain state-owned land located at ______, with an area of ______ square meters (hereinafter referred to as the "Land");Whereas, the Seller desires to transfer the Land to theBuyer for development and use in accordance with the relevant laws and regulations;Whereas, the Buyer intends to acquire the Land and undertake the development and utilization thereof;Now, therefore, in consideration of the mutual covenants contained herein, the parties agree as follows:1. Land Transfer1.1 The Seller agrees to transfer the Land to the Buyer in accordance with the terms and conditions set forth in this Agreement.1.2 The Land shall be transferred to the Buyer with all rights, interests, and obligations related to the Land,including but not limited to land use rights, ownership of buildings and structures, and mineral rights, if applicable.1.3 The Seller shall ensure that the Land is free from any encumbrances, liens, or claims, and shall be responsible for the removal of any such encumbrances prior to the transfer.2. Purchase Price2.1 The Buyer shall pay the Seller a total purchase price of ______ (___________) Renminbi (RMB) for the Land.2.2 The purchase price shall be paid in installments as follows:a) ______% (______ RMB) of the purchase price shall be paid upon the execution of this Agreement;b) ______% (______ RMB) of the purchase price shall be paid within ______ days after the issuance of the Land Use Right Certificate;c) The remaining ______% (______ RMB) of the purchase price shall be paid in equal installments over ______ years, together with annual interest at a rate of ______%.3. Development and Utilization3.1 The Buyer shall be responsible for the development and utilization of the Land in accordance with the local urban planning and development regulations, and shall obtain all necessary approvals, permits, and licenses.3.2 The Buyer shall be responsible for any costs, fees, taxes, or other expenses associated with the development and utilization of the Land.4. Representations and Warranties4.1 The Seller represents and warrants that it is the legal owner of the Land, with full power and authority to transfer the Land to the Buyer.4.2 The Seller represents and warrants that there are no ongoing disputes, court proceedings, claims, or legal actions in relation to the Land.5. Confidentiality5.1 Both parties shall keep confidential all information obtained during the negotiation and performance of this Agreement that is marked as confidential or would reasonably be considered as confidential by a prudent business person.5.2 The obligations of confidentiality shall survive the termination or expiration of this Agreement and shall continue indefinitely.6. Governing Law and Dispute Resolution6.1 This Agreement shall be governed by and construed in accordance with the laws of ______.IN WITNESS WHEREOF, the parties hereto have executed this State-Owned Land Transfer Agreement as of the date first above written.Signature: Signature:。

State-owned construction land transfer contract(Demonstration text)The development ofPeople's Republic of China Ministry of land and resourcesPeople's Republic of China National Administration for industry and CommerceContract number:State-owned construction land transfer contractThe parties of this contract:Transfer: People's Republic of China Provinces (autonomous regions and municipalityCity)City (County);Mailing address:；Zip/postal code:；Phone:；Fax:；Bank name:；Account number:。

Assignee:；Mailing address:；Zip/postal code:；Phone:；Fax:；Bank name:；Account number:。

Chapter TotalArticle Under the People's Republic of China Law on real right, the People's Republic of China contract law, the People's Republic of China land management law, the People's Republic of China on urban real estate administration law and other relevant laws, administrative regulations and land supply policy, both sides in a spirit of equality, voluntary and paid, the principle of honesty and credit, to enter into this contract.Article II Transferring ownership of the land is People's Republic of China, authorized the transfer of the transferor under the legal right to use State-owned land for construction, underground resources, Fortuna, belonging to State-owned construction land transfer range.Article III Give access to State-owned construction land according to the law, within the period of transfer rights of possession, use, enjoyment and disposal according to law, the right to use land according to law in the construction of buildings, structures and ancillary facilities.Chapter II Transfer of delivery and payment of the sale price of the landThe fourth article Number of transfer under this contract, with total area of upper square (lower case Square metres), the transfer of which area to upper square (small square).Under this contract for sale is located in。

State-owned construction land transfer contract(Demonstration text)The development ofPeople's Republic of China Ministry of land and resourcesPeople's Republic of China National Administration for industry and CommerceContract number:State-owned construction land transfer contractThe parties of this contract:Transfer: People's Republic of China Provinces (autonomous regions and municipalityCity)City (County);Mailing address:；Zip/postal code:；Phone:；Fax:；Bank name:；Account number:。

Assignee:；Mailing address:；Zip/postal code:；Phone:；Fax:；Bank name:；Account number:。

Chapter TotalArticle Under the People's Republic of China Law on real right, the People's Republic of China contract law, the People's Republic of China land management law, the People's Republic of China on urban real estate administration law and other relevant laws, administrative regulations and land supply policy, both sides in a spirit of equality, voluntary and paid, the principle of honesty and credit, to enter into this contract.Article II Transferring ownership of the land is People's Republic of China, authorized the transfer of the transferor under the legal right to use State-owned land for construction, underground resources, Fortuna, belonging to State-owned construction land transfer range.Article III Give access to State-owned construction land according to the law, within the period of transfer rights of possession, use, enjoyment and disposal according to law, the right to use land according to law in the construction of buildings, structures and ancillary facilities.Chapter II Transfer of delivery and payment of the sale price of the landThe fourth article Number of transfer under this contract, with total area of upper square (lower case Square metres), the transfer of which area to upper square (small square).Under this contract for sale is located in。

国有建设用地使用权出让合同State-owned Construction Land Use Right Transfer ContractThis State-owned Construction Land Use Right Transfer Contract ("Contract") is made and entered into on [Date] in [Place] by and between:Party A: [Name of the Land Administration Authority]Address: [Address of Party A]Legal Representative: [Name of Legal Representative of Party A]Tel: [Contact Number of Party A]Fax: [Fax Number of Party A]Party B: [Name of the Land User]Address: [Address of Party B]Legal Representative: [Name of Legal Representative of Party B]Tel: [Contact Number of Party B]Fax: [Fax Number of Party B]Hereinafter referred to individually as a "Party" and collectively as the "Parties".Whereas:1. Party A is the owner of the State-owned construction land use right within the territory of [Place], which is legally registered and has the right to dispose of such land use right.2. Party B intends to acquire the State-owned construction land use right owned by Party A for the purpose of constructing [Description of the intended use of the land].3. The Parties have reached an agreement on the transfer of the State-owned construction land use right, and have incorporated the terms and conditions of the transfer into this Contract.NOW, THEREFORE, the Parties agree as follows:1. Subject of Transfer1.1 Party A agrees to transfer the State-owned construction land use right to Party B, with a land area of [Land Area] square meters, located at [Location of the Land] (the "Land").1.2 The map of the Land, the land ownership certificate, and other relevant supporting documents shall be provided by Party A to Party B within [Number of Days] days after the signing ofthis Contract.2. Transfer Price and Payment2.1 The transfer price of the State-owned construction land use right is agreed to be [Transfer Price] yuan (RMB) in total, payable in the following manner:- [Amount] yuan (RMB) is to be paid as a down payment within [Number of Days] days after the signing of this Contract; and2.2 Party B shall make the payment to Party A through bank transfer to the designated bank account of Party A, as provided by Party A.3. Rights and Obligations of Party A3.1 Party A represents and warrants that Party A is thelegal owner of the State-owned construction land use right of the Land, and has the right to transfer such use right.3.3 Party A shall provide all necessary documents and information required for the transfer registration, including the land ownership certificate, relevant permits, and any other supporting documents.4. Rights and Obligations of Party B4.1 Party B shall pay the transfer price according to the agreed terms and schedule.4.3 Party B shall bear all costs, fees, and taxes associated with the transfer registration, including but not limited to stamp duty, registration fees, and other applicable fees.5. ConfidentialityBoth Parties shall keep confidential all the terms, conditions, and information related to this Contract and thetransfer of the State-owned construction land use right, andshall not disclose such information to any third party withoutthe prior written consent of the other Party.6. Applicable Law and Dispute ResolutionThis Contract shall be governed by and construed in accordance with the laws of [Place]. Any disputes arising out of or in connection with this Contract shall be settled amicably through negotiation. If the Parties fail to resolve the disputes through negotiation, either Party may submit the dispute to the [Arbitration Institution]. The arbitration award shall be final and binding on both Parties.7. TerminationThis Contract shall automatically terminate if any of the following circumstances occur:- Either Party fails to perform its obligations under this Contract and fails to rectify such breach within [Number of Days] days after receiving a written notice from the other Party.8. Miscellaneous8.1 Any modification, amendment, or supplement to this Contract shall be in writing and signed by both Parties.8.2 This Contract shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.IN WITNESS WHEREOF, the Parties, by their respective duly authorized representatives, have executed this State-owned Construction Land Use Right Transfer Contract as of the date first above written.Party A: Party B:。

国有建设用地土地出合同的版本英文回答：The contract for the transfer of state-owned construction land in China is a legal document that governs the transaction between the government and the transferee. It outlines the rights and obligations of both parties and ensures that the transfer is carried out in accordance with the relevant laws and regulations.Key Elements of the Contract.The contract typically includes the following elements:Parties to the Contract: The government agency responsible for the transfer and the transferee (the individual or entity acquiring the land).Subject Matter: The specific land parcel being transferred, including its location, area, and boundaries.Transfer Price: The price at which the land is being sold, which may be determined through an auction or negotiation.Terms of Payment: The schedule for payment of the transfer price and any applicable interest or penalties.Use Restrictions: The permitted and prohibited uses of the land, as designated by the government.Development Obligations: Any requirements or obligations imposed on the transferee regarding the development of the land.Environmental Protection Measures: Stipulations for protecting the environment during and after the development process.Transfer Procedures: The steps involved in completing the transfer, including the submission of necessary documents and the registration of the land ownership.Dispute Resolution: The mechanism for resolving any disputes that may arise between the parties.Importance of the Contract.The contract for the transfer of state-owned construction land is of paramount importance because it:Legalizes the Transfer: The contract provides thelegal basis for the transfer of ownership from the government to the transferee.Protects the Rights of Both Parties: It outlines the rights and obligations of both the government and the transferee, ensuring that their respective interests are protected.Facilitates Development: The contract provides a framework for the development of the land, ensuring that it is utilized in accordance with the intended purpose.Promotes Transparency: The contract serves as a public record of the transaction, providing transparency and accountability to the process.中文回答：国有建设用地土地出让合同。

Contract No.Xiamen Contract for State-Owned Construction Land Use Right AssignmentThe parties of this contract:Transfer: Xiamen Resource & Housing Administrative Bureau office, Fujian Province, People’s Republic of China;Mailing address:；Zip/postal code:；Phone:；Fax:；Assignee:；Mailing address:；Zip/postal code:；Phone:；Fax:；Third Party:；Mailing address:；Zip/postal code:；Phone:；Fax:；Forth Party:；Mailing address:；Zip/postal code:；Phone:；Fax:；Chapter I General ProvisionsArticle 1In accordance with the Real Right Law of t he People’s Republic of China, the Contract Law of the People’s Republic of China, the Law of Land Administration of the People’s Republic of China,the Law of the People’s Republic of China on Administration of the Urban Real Estates, relevant administrative regulations and rules on land supply policies, the two parties enter this contract based on the principles of equality, voluntariness, compensation, honesty and credibility.Article 2 The ownership of the assigned land belongs to the People’s Republic of China. The Assignor can only assign the state-owned construction land use right to the Assignee in accordance with laws. The resources and objects buried there under shall continue to be owned by the State.Article 3The holder of the right to use construction land (the Assignee) has the right to possess, use and seek proceeds from the land owned by the state, and shall be entitled to the construction of buildings, fixtures and their auxiliary facilities by making use of such land.Chapter II Delivery of the Assigned Land and Payment of the Assignment ChargeArticle 4 Under No. of 2010 Document of Xiamen government, the Registered No. of the land parcel under this contract is:_________, with a total area of (in Upper Case) square meters (in Lower Case square meters). Of which, the assigned land area of the land parcel is (in Upper Case) square meters ( in Lower Case square meters).Please see the Sketch of Ichnographic Boundaries of the Assigned Land; (Transferring Land Plane Diagram)Under this contract, sale vertical boundaries of the parcel will be clear in the supplemental contract, after planning permit of construction engineering provided by assignee;the transferring to the assignee, consent of the transferor at the time of delivery of the parcel shall meet the provisions of the land conditions:(A)Current condition of transfer land at the transfer day (the surface conditionof ground; ground level status; geological structure status; governmental supporting situation, etc ;) transferor has no responsibility on the land, and assignee should take the spend if the land needs to be fixed.(B)Surrounding is taken carein parallel with projects.Transferor authorizes the third party to check the plane of land and sign the handover book at the transferring day, according to engineering survey diagram provided by Xiamen mapping and basic geological information center. Assignee should protect the land boundary, not changing without permission.Article 7Construction of State-owned land use right under this contract for a period of years, from to ;Article 8The assignment charge for the state-owned construction land use right under this contract is RMB (in Upper(in LowerArticle 9The advance deposit for the assigned land under this contract is RMB (inConsent by the assignee in accordance with the first paragraph of this article, of the State-owned construction land use rights paid to the transferor sale price:(A) From the date of signature of this contract Days of lump sum price for the State-owned construction land transfer;(B) According to the following time and amount Who pays the price for theState-owned construction land transfer of the right of transfer.The first part of Capital of RMB (lowercase Yuan ), payment time: year Month Prior to the date.Phase II Capital of RMB (lowercase Yuan ), payment time: year Month Prior to the date.Payments of State-owned construction land transfer price, second part of the assignee to payment should be 50% of transferring price and subsequent periods whenthe date starts in 60 days.Article 11After paying up all the assignment charges of the land parcel in accordancewith this contract, the Assignee may apply for the Certificate of State-owned Construction Land Use Right Assignment by presenting this contract and payment receipt of the assignment charge.Chapter III Development and Utilization of the Land Article 12 Consent by the assignee under this contract to develop investment strengthof this article provides for the implementation:(A) land for construction of industrial projects under this contract, consentby the assignee under the contract of the project total investment in fixed assetsis not less than the approval or registration for the record amount of RMB capital Million (lowercase Yuan), Yuan per square meter ormore of investment capital(the lowercase Yuan). Construction projectsunder this contract for the total fixed assets investment, including investment in buildings, structures and their associated facilities, equipment and selling price;(B) Under this contract for construction of non-industrial projects, committedby the assignee under the contract of not less than the total development investment capital of RMB Million (lowercase Yuan);Article 13 Assignee under this contract within the scope of new buildings, structuresand their ancillary facilities, should conform to the Government transfer planning conditions determined by the management planning (see annex1). Of which:Total construction Area Square meters is not higher than;Building Height Restriction;Density is not greater than ;Green rate is not higher than;Article 14 under this contract for construction of industrial projects, accordingto the Planning Department to determine design conditions, within the framework ofthis contract shall be governed by internal administrative office and living facilities of floor space area should be no more than %, No more than square metres. Assignee agrees not to let homes, expert buildings, built within thescope of unproductive facilities such as hotels, guest houses and training centres; Article 15 The Assignee agrees that the construction projects on the assigned landto .In case the commencement of construction needs to be deferred, the Assignee shallsubmit the application for deferral to the Assignor 30 days in advance.After the deferral of commencement is approved by the Assignor, the time of completion shallbe deferred accordingly. But the deferral shall not exceed one year.Article 17 Assignee should agree within the rules of and the supervision by ;Article 18 Other requirements: ;Article 19 Under this contract, the assignee when building, relating to water, gas, sewage and other facilities and main line, the interface and the introduction of electric transformer substation project, should be in accordance with relevant regulations;Assignee should apply the temporary and permanent electricity for the project,and burden the charge. The stop or switch board room should be in the plane map of electricity plan and assignee is responsible for it;Assignee agrees that the Government for the laying of pipelines and pipeline utilities need access, adoption, cases should be across, but this function of landuse should be affected, Government or public utilities construction should be given reasonable compensation;Article 20 Assignee shall, in accordance with the contractual volume rate of landuse, land use, shall not be allowed to change. Within the transfer period, need to change the land use of this contract, the parties agreed to in accordance with thisarticle shall be handled:(A)recovered by the transferee paid right to use construction land;(B)State land bureau uses approved procedures, signs state-owned constructionto transfer changed agreement, by having approval with management office.When signing or resigning the contract on the transferring of state-ownedland, assignee should take the charge of difference and then conductalterant land registration;Article 21Within the use term of the assigned land under this contract, the government reserves its right to adjust the planning of the assigned land under this contract. In case the original planning needs to be modified, it shall not affect the existing buildings on the assigned land parcel. But in case the transformation, renovation and rebuilding of the buildings, fixtures and their affiliated facilities on the assigned land within its use term, or when applying for renewal of the contract upon expiration of use term, the adjusted planning shall prevail.Article 22The Assignee shall utilize the state-owned construction land use right in accordance with law. The Assignor shall not withdraw before the use term in this contract expires. Under special circumstances, where the Assignor needs to withdraw the state-owned construction land use right for the purpose of social public interests before expiration of use term, approval formalities shall be needed in accordance with laws. And the Assignor shall compensate the Assignee according to the value of buildings, fixtures and their affiliated facilities on the assigned land at the time of withdrawal; the evaluated market price of the remained use term of the state-owned construction land use right; and the evaluated direct loss arising from the withdrawal.Chapter IV Transfer, Lease and Mortgage of the State-Owned Construction Land Use RightArticle 23 Land construction project under this contract cannot be divisibly transferred or divisibly mortgaged;Article 24After paying up the assignment charge of the state-owned construction land use right in accordance with this contract, and obtains the Certificate for the Use of State-owned Land, the Assignee is entitled to transfer, lease or mortgageall or part of the state-owned construction land use right to a third party. When the first transfer occurs, the investment and development of the assigned land shall be carried on in accordance with this contract, and over 25% of the total investment other than government property earnings shall be made;Article 25Where the state-owned construction land use right is transferred or mortgaged, both parties related to the transfer and mortgage shall apply for registration of changes for the land use right at the land and resources administrative department by presenting this contract, contract on transfer or contract on mortgage, and the Certificate for the Use of State-owned Land. Article 26 In case all or a part of the state-owned construction land use right is transferred, the rights and obligations specified in this contract shall be transferred accordingly. The use term of the transfer contract for the assigned land shall be the remainder of the use term specified in this contract reducing the number of the years in which the Assignee has used the land;In case state-owned construction land use right is leased, the rights and obligations specified in this contract shall be still borne by the Assignee;Article 27 In case the state-owned construction land use right is transferred or mortgaged, both parties related to the transfer and mortgage shall apply for registration of changes for the land use right at the land and resources administrative department by presenting this contract, contract on transfer or contract on mortgage, and the Certificate for the Use of State-owned Land;Chapter V Expiration of Use TermArticle 28When the use term agreed in this contract expires, and the land user continues using the assigned land under this contract, an application for renewal shall be submitted to the Assignor not less than one year prior to the use term expires. The Assignor shall approve the renewal unless the Assignor needs to withdraw the assigned land under this contract for the purposes of social and public interests. When the Assignor agrees on the renewal, the land user shall handle the compensable land-use formalities in accordance with laws. The compensable land use contract onassignment or lease shall be signed again. And, the assignment charge or rental shall be paid.Article 29In case the use term of the assigned land expires and the land user applies for renewal, but fails to get approved by the Assignor for the purpose of social and public interests, the land user shall return back theCertificate for the Use of State-owned Land. The cancellation of registration for the state-owned construction land use right shall be undertaken in accordance with regulations. The state-owned construction land use right shall be taken back by the Assignor without compensation. In respect of the buildings, fixtures and their affiliated facilities on the assigned land under this contract, the Assignor shall take back the above-ground buildings, fixtures and their affiliated facilities on the assigned land, and give reasonable compensation to the land user based on the residual value of these buildings, fixtures and their affiliated facilities at the time of taking back.Article 30In case the use term of the assigned land expires, the land user fails to apply for renewal, the land user shall return back the Certificate for the Use of State-owned Land. And the cancellation of registration for the state-owned construction land use right shall be undertaken in accordance with regulations. The Assignor shall take back the state-owned construction land use right without compensation. The above-ground buildings, fixtures and their affiliated facilities on the assigned land shall be taken back by the Assignor without compensation. The land user shall guarantee the normal functions of the above-ground buildings and other objects thereon. Deliberate destructions are not allowed. Where the above-ground buildings, fixtures and their affiliated facilities lost their normal functions, the Assignor may request the land user to remove or dismantle the above-ground buildings, fixtures and their affiliated facilities to restore the leveled ground on the assigned land.Chapter VI Force MajeureArticle 31 Either of the parties shall exempt from responsibility in case when force majeure occurs, all or part of this contract cannot be implemented. But the concerned party shall take any necessary remedial measures to reduce the losses caused by the force majeure. The concerned party shall not be exempted from responsibilities when force majeure occurs during delay of performance;Article 32 When force majeure occurs, the prevented party shall notify the other party in written form by mail, cable or fax within 7 days to provide the detailed information of the events, and within 15 days after the occurrence of force majeure, a valid document for evidence shall be provided to the other party to explain its inability to implement or delay the execution of all or part of this contract;Chapter VII Liabilities for Breach of the ContractArticle 33 In case the Assignee fails to pay on schedule the assignment charge of the state-owned construction land use right, the daily penalty which shall be assumed by the Assignee is to pay to the Assignor 1 ‰ of the deferred payment. In case the Assignee fails to pay the assignment charge of the state-owned construction land use right after 6 months, the Assignor has the right to terminate the present contract, and the Assignee has no right to request the Assignor to refund the advance deposit. And the transferor has the right to ask for compensation;Article 34 In case the Assignee terminates its investment and construction on the assigned land for any reason whatsoever attributable to the Assignee, and proposes to the Assignor to request to terminate the contract and return back the assigned land, the Assignor shall report for approval to the people’s government which approves the land right use assignment plan. After approval, the Assignor shall, according to the following agreements, refund all or part of the assignment charge of the state-owned construction land use right (without interest) except for the advance deposit determined in this contract, and withdraw the state-owned construction land use right. All the established buildings, fixtures and their affiliated facilities within the boundaries of the assigned land shall not be compensated while the Assignor may request the Assignee to remove or dismantle the established buildings, fixtures and their affiliated facilities to restore theleveled ground. But in case the Assignor is willing to take advantage of the established buildings, fixtures and their affiliated facilities within the boundaries of the assigned land, the Assignor shall make reasonable compensation to the Assignee.A.Where the Assignee makes an application to the Assignor not less than 60days before one year expires after the commencement date ofconstruction determined in this contract, the Assignor shall refundall the paid assignment charge of the state-owned construction landuse right except for the advance deposit;B.Where the Assignee makes an application to the Assignor not less than 60days before the fir st expires but the second year doesn’t expire afterthe commencement date of construction determined in this contract, theAssignor shall refund the reminder of the assignment charge of thestate-owned construction land use right after the advance deposit andthe charges for idle land are deducted in accordance with regulations; Article 35 The assigned land is left unused for more than one year but less than two years for any reason whatsoever attributable to the Assignee, the Assignee shall pay the charge for idle land in accordance with laws. In case the construction on the assigned land doesn’t commence, resulting in the land left unused, for more than two years, the Assignor has the right to take back the state-owned construction land use right without compensation;Article 36 In case the assignee fail to commence the construction on the date in accordance with this contract or the other date agreed for extension of commencement of the construction, should pay the penalty, for each delay day, which is equal to the 1 ‰ of the total price of State-owned construction land transfer and the assignor is entitle to request the assignee make further performance of contract liability;In case the assignee fail to complete the construction on the date in accordance with this contract or the other date agreed for extension of acceptance of the construction, should pay the penalty, for each delay day, which is equal to the 1 ‰of the total price of State-owned construction land transfer;Article 37 Transferor can ask for the same proportion of the total price ofState-owned construction land transfer, when the project capital, investment intensity and operation haven’t reach standard. And assignee should pay the penalty as the same proportion and continue to keep an appointment;Article 38 Under this contract, either the total building square or density of building is lower than the minimum standard, transferor can ask assignee to pay the penalty as the factual difference in the proportion of the total price of State-owned construction land transfer and has the right to request assignee to keep an appointment;Article 39 If one of the greening rate of the industrial construction project, inner office administration and the land of living service facility goes over the arranged standard, transferor has the right to ask assignee to rectify and reform and to remove the relevant greening land and building. If the assignee rectify overdue, as the land which has not satisfied the handover requirements, a daily liquidated damage to the Assignee equivalent to 1 ‰ of the price amount till the rectification has been finished;Article 40 Transferor has the right to ask assignee to rectify in a limited period, if the assignee goes against the industry rules under this contract. If assignee refuses to rectify, transferor has the right to take back the use right of stated-owned construction land and return total or part of the price of State-owned construction land transfer except the deposit. The built buildings, structures and affiliated facilities will not be paid, and transferor also can request assignee to remove them;Article 41 After the Assignee duly make payment of the knockdown price amount according to the contract, the Assignor shall hand over the land to the Assignee in due time with respect to the contract. In the case of failure of handing over land in time as a result of the fault of the Assignor, the land satisfying the handover conditions shall be handed over in advance; as for the land which has not satisfied the handover requirements, a daily liquidated damage to the Assignee equivalent to 1 ‰ of the price amount of the deferred delivery land shall be paid with corresponding ratio of deposit deducted. In case the Assignor fails to hand overuse after 6 months, the Assignee is entitled to terminate the present contract, and the Assignor shall repay the deposit in double and return the knockdown price amount with the deposit deducted;Chapter VIII Application of Law and Resolution ofDisputesArticle 42 All signature, validity, interpretation, performance and dispute resolution of the contract shall be governed by the laws of the Peoples’ Republic of China;Article 43 Any dispute due to performance of the present contract shall be settled by both parties through consultation, in the event of consultation failure, the sub article hereunder shall be submitted to Xiamen arbitration committee;Chapter IX supplementary articlesArticle 44 The present contract, approved by Xiamen government, shall be effective after the signature or seal by the legal representatives of both parties; Article 45 The Consignee has seriously read and fully understood the contract, promising to abide by and strictly perform the contract;Article 46 The present contact with appendices totals up to pages, where written Chinese shall prevail;Article 47 Price and square are presented by capital form and lower case. When being different, the capital form should be the performed one;Article 48 The present contract and its appendices shall be made in duplications, with the Assignor holding 2 and the Assignee, third party and Xiamen land Operation Company holding each of them;Article 49 If there is any matter not concluded in the present contract, both partiescan supplement it as an appendix of the present contract which shall be of the same validity herewith;Article 50 The present contract dated this day of of is signed in Xiamen, Fujian province, the people’s republic of China.(The remainder of this page is intentionally left blank.)。

文件编号：TP-AR-L9240The Civil Subjects Establish, Change And Terminate Their Corresponding Civil Legal Relations, And Then Determine Their Respective Rights And Obligations. The Terms Are Binding On The Parties And Need To Abide By Them.（示范文本）甲方：_______________乙方：_______________签署时间：_______________国有建设用地使用权出让合同（GF—-20xx—-2601）正式样本国有建设用地使用权出让合同（GF—-20xx—-2601）正式样本使用注意：该合同资料可用在各个民事主体之间设立、变更、终止其对应的民事法律关系而订立，进而确定各自的权利和义务，条款对当事人具有约束力需各自遵守。

材料内容可根据实际情况作相应修改，请在使用时认真阅读。

（示范文本)中华人民共和国国土资源部中华人民共和国国家工商行政管理总局国有建设用地使用权出让合同使用说明一、《国有建设用地使用权出让合同》包括合同正文、附件1（出让宗地平面界址图)、附件2（出让宗地竖向界限)和附件3（市、县政府规划管理部门确定的出让宗地规划条件)。

二、本合同中的出让人为有权出让国有建设用地使用权的市、县人民政府国土资源行政主管部门。

三、出让人出让的土地必须是国有建设用地。

本合同以宗地为单位进行填写。

宗地是指土地权属界线封闭的地块或者空间。

四、本合同第四条中，出让宗地空间范围是以平面界址点所构成的垂直面和上、下界限高程平面封闭形成的空间范围。

出让宗地的平面界限按宗地的界址点坐标填写；出让宗地的竖向界限，可以按照1985年国家高程系统为起算基点填写，也可以按照各地高程系统为起算基点填写。