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大连市高新园区广贤路131号 科创大厦12楼


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This Agreement, made this 17'" day of March  202X  between PARTY A, a company organized and existing under the laws of Hong Kong - hereinafter called “The Lessor” and PARTY B, a company organized and existing under the laws of China - hereinafter called “The Lessee”。

In consideration of the terms and covenants herein contained, the Lessor agrees to lease to the Lessee and Lessee agrees to lease from the Lessor 200 pieces of 20' Dry Van Containers and 50 pieces of 40' Dry Van Containers. The units are hereinafter called“ The Containers” and are identified by the serial numbers given in Appendix 1 to thisAgreement.The Containers are described in Appendix II to this Agreement.

The term of this Lease shall continue for 60 months from the date that the last unit is picked up with early termination option by Lessee after 48 months and 36 months to be declared at least 90 days before termination date.

第2条 期限
After this 60 months period this Lease shall be terminated and the Containers redelivered,( as to redelivery see clause 7 below) provided that either party hereto gives written cancellation at least 90 days before the stipulated termination date.
After this 60 months period lessee has the option to extend this period for another period at per diem to be mutually agreed.

Nothing in this clause shall be construed as giving the Lessee the right to return a Container beyond the term of this Lease.
This Agreement refers to units to be picked up in China in April 202X at Lessee's CY in Dalian.

第3条 交付
The failure if any, of the Lessor to deliver promptly shall not constitute a violate of this lease if caused by force majeure, strike, labor trouble, or any other cause whatsoever beyond the control of Lessor.

Rental charges will be billed to Lessee in accordance with the actual delivery dates.
For each Container delivered to Lessee or its agents, Lessee shall pay rent at a per diem rate as follows for each 20DV and 40DV Container from delivery date for the Lease Term specified in Paragraph 2 above:

For return after 5 years - USD 0.90 per 20' Dry Van
For return after 4 years - USD 0.90 per 20' Dry Van
For return after 3 years - USD 0.90 per 20' Dry Van
For return after 5 years - USD 1.50 per 40' Dry Van
For return after 4 years - USD 1.50 per 40' Dry Van
For return after 3 years - USD 1.50 per 40' Dry Van
Rent payment shall be received in the name of Lessor, Lessor's bank and account to be advised later, not later than thirty (30) days after invoice date by Lessee. Lessor will bill rental at the end of a month for the current month.

Lessor is entitled to charge Lessee an interest of 1.2 % per month in case of overdue invoices, which are invoices not paid according to the first paragraph of this Clause.
If upon redelivery of a Container, Lessee does not authorize the repairs that are necessary in accordance with this Lease within 7 (seven) working days after the Container is redelivered, the Container shall not be taken off hire until such authorization is given.

From the date this Lease is terminated as specified in clause 2 above,the Containers shall be redelivered and - provided the Containers are in a condition specified in clause 7 below- taken off hire - from the date of redelivery of each unit respectively.

第5条 还箱
Failing redelivery within the build down period after 5 years the per diem rental shall be USD 1.00 for each 20'Dry Van Container and USD 1.50 for each 40' Dry Van Container still on hire and the terms and conditions of Lease Agreement will be valid, except that  further cancellation of the Lease is necessary before redelivery.

Before a Container is redelivered,Lessee shall give Lessor advance notice for redelivery at a location agreed upon in advance - see below. The build down period is agreed to be six(6) months from date of termination of this Lease, during which build down period, the rent shall be as specified in Clause 4 above.

Containers may be redelivered into Lessor's depots in the following location, with a maximum of Containers per depot, or as mutually agreed between the parties hereto, withlocal lift-off charges for Lessee's account: Appendix III.


Lessor shall have the right to assign and/or pledge all rights to Containers and to this Leasing Agreement to its Bankers or Investors for financing or similar purposes. Such assignment will not affect the contractual positions of the Lessor and Lessee and the assignment will accordingly not relieve Lessor from any of its obligations towards Lessee under this Lease-Agreement (including, but not limited to Lessors responsibility to make the Containers available to Lessee during the Term). In connection with such assignment Lessee undertakes upon request from Lessor or its Bankers or Investors to sign an Acknowledgment-Document (“ Denunciation”) and as may be the case a Notice of Pledge, the aforementioned documents are shown inAppendix IV.

第6条 一般条款

If the Lessee observes all the terms and conditions of this Lease it shall have quiet possession but not ownership of the Containers.

Lessor shall have no other responsibility whatsoever for, or in connection with, any and all of the Containers after delivery of any of the Containers by the Lessor to the Lessee until the actual return thereof by the Lessee to the Lessor.  

Lessor shall not be responsible for loss of, or damage to, property(including cargo) of the Lessee or others, or for personal injuries to any person, arising out of, or incident to, the possession or use of the Containers during the said period of time.

The Lessee shall indemnify and hold Lessor harmless from any and all loss or damage arising out of, or resulting from, any levy or attachment on any of the Containers.

The Lessee shall pay any and all taxes arising out of, or connected with the use of the
Containers by it, including without limitation any Property of User taxes.

如果承租人遵守了本租约的所有条款,承租人将拥有该集装箱的使用权而非所有权。当出租方将集装箱交付承租方后,出租人则对该集装箱不承担任何责任,直到承租方将集装箱实际还与出租方。在前述集装箱的占有或使用期间,出租方不承担任何责任,包括承租人或其他人的财产(包括货物)的损失或损害,对任何人的造成的人身伤害等。 如遇到集装箱被征用或扣押,承租人应补偿出租人,使出租人免受任何损失或损害。承租人应承担因使用该集装箱产生的所有税费,包括但不限于用使用者财产税。

Upon expiration of the term of this Lease for all or part of the Containers, the Lessee agrees to return each Container as to which this Lease shall have expired as Lessors
depots in quantities mutually agreed between the Lessee and Lessor, without notice or
demand from Lessor and to the expense of Lessee - into Lessor's depots - except as
previously agreed and described in Clause 5 hereto, fourth paragraph -and that Lessee is
paying for lifting off and handling in from delivering vehicles.
Billing of rental by Lessor will cease on the day a Container is redelivered at Lessor's
depot provided Lessor receives repair authorization within 5 working days after repair
estimate receipt by Lessee. Repairs have to be carried out on the basis of IICL latest
version,published by the Institute of International Container Lessors (IICL). It is also
noted that all Containers are newly manufactured and never used when delivered to
Except as hereinafter otherwise provided, the Lessee at its own expense shall maintain the
containers in good condition and repair and make all necessary replacements of
components and parts during the term of this Lease, using parts and workmanship equal to
the original condition of the Containers and as further described in the latest edition of the
IICL Repair Guide.
The Lessee shall make no changes or alterations to the Containers, except with the written
consent of the Lessor. The color of identification marks or Lessee's service marks on any
of the Containers must not be changed or supplemented in any way without the prior
written approval of Lessor. The Lessee shall keep such marks and colors in good
condition and repair throughout the term of this Lease. The Lessee may affix its
identification makes to the Containers, provided that they are removed at the termination
of the Lease at the Lessee's expense provided for that the mark does not infringe any
immaterial right or violate any law or similar Government regulations.
The Lease shall terminate as to any of the Containers which are damaged beyond repair
(Constructive Total Loss), as of the day on which the Lessee furnishes proof or such fact
to the lessor (including,but without limitation physical inspection, if the Lessor - for
Lessor's account - so desires), and payment of the replacement value thereof. Rental
stops on the date Lessee advised to Lessor total loss of the equipment subject to Payment
of the replacement value within 30 days after receipt of Lessor's invoices. If payment has
not been made within these 30 days the off hire of the Container will be the date of receipt
of such payment. The initial replacement value is USD 2,200.00 for each 20'Dry Van
Container and USD 3,520,00 for each 40' Dry Van Container with a depreciation of 5 %
per annum, down to 40 % of the initial replacement value. Lessor will do its best to
substitute similar units for any of the Containers as to which the Lease has terminated due
to such loss, damage or destruction, providing the Containers are supplied at locations
which are acceptable to the Lessee. Title to container for which replacement value has
been paid shall immediately pass to Lessee.
The Lessee shall have the Containers adequately insured against Third Party Liability,
Total Loss,Property Damage,General Average Salvage Charges and Labor, and upon
request provided proof of such insurance to the Lessor.
If the Lessee shall fail to make a rental payment due, or shall materially fail to comply with
any other condition of this Lease, or if at any time during the term of this lease,Lessee
shall be the subject of any proceedings under the Bankruptcy Act, Insolvency Law or
similar law for the relief of debtors, or become insolvent (that is unable to pay its debts as
they fall due) or make an assignment for the benefit of creditors, Lessor shall have the
right upon written notice to the Lessee, taking immediate effect, (a) to declare the entire
unpaid balance of the rent,to be due and payable to the Lessor immediately and/or(b) to
terminate the Lease as to any and all of the Containers, and after the Lease has so
terminated,the Lessee shall forthwith at its own expense return the Containers to the
Lessor at the place(s) specified in Clause 3, or make the Containers available for collection
by Lessor, in which event the cost to Lessor shall be paid by the Lessee.
If the Lessee shall not forthwith return the Containers, Lessor shall have the right without
any further written notice to repossess the Containers whether loaded or empty, to detain
the Lessee's transport until the Containers are returned to Lessor, and to enter upon any
premises in which the Containers may be kept. In addition, Lessee shall forthwith upon
any such termination pay unpaid rent at the prescribed rate to the date of the actual return
of the Containers and enforcing its remedies hereunder.Notice to the effect that the entire
rent is due and payable immediately, shall not preclude Lessor from giving subsequent
notice of termination and enforcing its further remedies hereunder.
No remedy herein provided to Lessor is intended to be exclusive of any other remedy
herein or by law provided, but shall be cumulative and in addition to any other remedy,
available to the Lessor and Lessor may declare both options in the first paragraph of this
Clause with full effect at the same time.
Any dispute arising during the execution of the Agreement shall be settled amicably
through friendly consultation. In case no settlement can be reached, the dispute shall
finally be settled on the basis of German Law. Place of jurisdiction is Hamburg.
Every notice required or permitted to be given by either party, shall be in writing and shall
be mailed telexed or cabled or faxed to the other party, at its respective address, as it may
be designated from time to time in writing.

A) This Lease is made in Germany and shall be governed by the Laws of Germany as,to
all matters including the validity construction and performance thereof. It constitutes
the entire Lease Agreement between the Parties and cannot be changed or terminated
B) The Captions of the Clauses of this Lease are for reference and the convenience of the
Parties only, and do not define, limit, or enlarge the meaning or scope of any of said
C)This Lease shall be binding upon the Parties and their respective heirs, legal
representatives, successors, and Assigns, but the Lessee shall not assign or encumber
this Lease in whole or part, without prior written consent of Lessor.
D) The Lessee hereby waives any and all existing or future set-off, or other claims,
against any rents or other payments due under this Lease, and agrees to pay the rent
and other amounts due under the Lease regardless of any such claims.
E)No waiver of any of the provision of this Lease shall be binding upon Lessor unless it
is in writing and signed by and Officer thereof, a waiver in one instance shall not be
deemed to be a continuing waiver for the future, but a waiver in writing signed by an
Officer of Lessor for any remaining term of the Lease shall remain in full force and
effect until the termination of the Lease,unless agreed to the contrary by Lessor and
Lessee in writing and amended this Lease Agreement.
F)No condition of warranty of any kind has been or is given by Lessor in relation to the
Containers or any items thereof, and all conditions and warranties in relation thereto,
whether expressed or implied,whether statutory collateral hereto or otherwise,
whether in relation to the fitness of the Containers or any items thereof for any
particular purpose or to compliance with any convention, statute, regulation, order or
other provision oflaw or standard, or whether in relation to merchantability or as to
description, state, quality, or condition of Containers or any item thereof at delivery or
at any other time, are hereby excluded and extinguished.
Upon request from the Lessee,Lessor agrees to cxercise against the Manufacturer of the
Containers any and all of the rights given by the Manufacturer to the Lessor under any
warranty Clause given in the relevant Container Purchase Agreement between the Lessor
and the Manufacturer.
G) All units are leased ex Dalian.
H)The Lessee shall not enter into any sub-lease with any third party of the Containers
without prior written consent of Lessor.
I)Lessee guarantees that any equipment leased hereunder will be continuously employed
in foreign commerce.
J)Lessee shall see to it that the International Convention for Safe Containers is complied
with and that the prescribed regular inspections are carried out.
In witness whereof the parties have duly executed this instrument the day and year first
hereinabove written.
Lessor:                                                                      Lessee:
________________________________                                ________________________________
PARTY A                                                                   PARTY B
Date:                                                                        Date
Serial nos. of 20' and 40' Dry Van Containers:
200X20 ABCD244957-245156
50X40'  ABCD435045-435094
Description of Containers
Description of Containers are as per UCS standard specification- Corten Skin.
Redelivery Depots
Depots                         20'Containers                                40'Containers
Dalian                          20/month                                      5/month
Kobe                            5/month                                       2/month
Yokohama                   5/month                                       2/month
Hong Kong                  10/month                                      5/month
Busan                          10/month                                      5/month
Local lift-off charges for Lessee's account.
Dear Sirs,
With reference to Clause 6 in Leasing Agreemen ABCD1234(“Leasing
Agreement”) we hereby inform you that we per_____________________have pledged all our
rights in Leasing Agreement, and the equipment leased out under the Leasing Agreement,
To____________;Payment to be made to___________________________.
The registration numbers of the containers are:
For 20'Dry Van Containers =ABCD244957-245156
For 40' Dry Van Containers=ABCD435045-435094
This pledge does not affect the Leasing Agreement between PARTYA.and PARTYB.
 The containers will continue to be leased out by PARTYA. And will accordingly not relieve PARTYA from any of its obligationtowards Lessee under Leasing Agreement.
PARTYA                                                           ARTYB.
______________________________________              ______________________________________
Date:                                                               Date:
We hereby ask you kindly to confirm reception of this information and also present that
you have not, prior to or concurrently with this Notice/Denunciation received any Notice
of Assignment and/or pledge by Lessor concerning the Leased equipment of the
aforementioned Leasing Agreement to any other part than United Container Systems
Gmbh and Foras Finans A/S and Unibank A/S.

Please confirm by sending us a copy of this letter/facsimile message signed by your duly
authorized representative.





大连市高新园区广贤路131号 科创大厦12楼

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