Three-party Property Sales & Purchase AgreementAgreement No.: S-34-700000Three-party Property Sales & Purchase AgreementParty A (Seller):Party B (Buyer):I. Sales & purchase of the propertyParty A agrees to sell the property to Party B. The property is qualified for sale in the market in accordance with the regulation of Beijing Municipal Construction Committee. Together with the sales of the property, the allocated land area for the property and the usable term of the land is transferred to Party B jointly. The property is described as:1.Serial no. of the title certificate of the property is:_____________________________;2.Construction area: _________m2; usable floor space: __________m2(optional);3.Together with the title of the property, facilities and interior decorations to be transferred are as described in Appendix (1);4.Party A shall guarantee that it has completely disclosed the facts about the property, including but not limited to the title,decoration and relevant information; Party B has fully understood the facts and agrees to buy the property voluntarily.II. Sales price and terms of payment1.Sales PriceParty A and Party B agree that the sales price of the property be(CAD ______);The price includes: [price of the property], [public maintenance fund], [permanent interior decoration], [air-conditioners] and others2.Terms of PaymentParty B shall make the payment in accordance with as follow:A.CashUpon signing of this Agreement, Party B shall pay 10% of the price ( ________) as the deposit. This payment shall be made in accordance with ______as follow:a.Paid to Party A in full and Party A shall issue an invoice;b.Deposited temporarily This deposit will be released only when the title transfer from Party A to Party B iscompleted and the property handover has been concluded, and the deposit will be released together with theremaining payment to Party A. To do this, Party A and Party B needParty A and Party B hereby agree that, for the afore-said method (b), once the escrow fund is deposited in the escrow account it is deemed that Party B has performed its payment obligation of deposit and the sales price.B.Mortgagea.Upon signing of this Agreement, Party B shall pay of the price as the deposit, which will be part of the downpayment.b.Within days after signing of this Agreement, Party B shall make up the rest part of the down payment (the downpayment shall be no less thanof the price in accordance with mortgage bank’s requirement).Through the negotiation, Party B agrees to make the afore-said payment in way as follow:a.Paid in full amount to Party A and Party A shall issue an invoice;b.Deposited temporarily into the escrow account This deposit will be released only when the title transfer fromParty A to Party B is completed and the property handover has been concluded, and the deposit will bereleased together with the remaining payment to Party A. To do this, Party A and Party B need to sign aseparate Escrow Agreement with Region.Party A and Party B hereby agree that, for the afore-said method (b), once the escrow fund is deposited in the escrow account it is deemed that Party B has performed its payment obligation of deposit and the down payment.If Party B makes the remaining payment with bank mortgage, Party B shall sign a separate Entrusted Payment Authorization with Century 21 Beijing Region for its mortgage services.a.If Party B satisfies the criteria of getting the mortgage loan through the examination of the lending bank, thelending bank shall remit the loan in lump sum to the special settlement account opened by Party A at the bank inaccordance with the Entrusted Payment Authorization.b.In case Party B does not satisfy the criteria of getting the loan through the examination of the lending bank, PartyB will choose the following methods as the solution:i)Within days after the bank decides not to provide the loan, Party B shall raise the remaining paymentby himself and pay in cash to Party A. Party B shall bear all the expenses occurred during this period;ii)Terminate this Agreement, and Party A and Party B shall refund the money which have been paid to each other. Party B shall bear all the expenses occurred during this period.3.Taxes and feesA.Party A and Party B shall pay all the taxes and fees respectively in accordance with relevant regulations of the state andlocal governments. shall assist Party A and Party B to calculate relevant taxes and fees. Through negotiation, Party A and Party B agree to bear the taxes and fees as follows:For any taxes or fees unspecified, unclear, or changed with the policy, Party A and Party B shall reach a consensus days before the title transfer, or Party A and Party B shall make the payment in accordance with the government regulation.Fees including but not limited to property management fee, utility fees for water, electricity, gas, telephone and others before the handover of the property is concluded shall be born by Party A. And the fees after shall be born by Party B.B. Party A and Party B may entrust to pay the aforesaid taxes and fees and shall transfer the payment proof, receipts and invoices issued by relevant government to the parties that make the payment.III. Commission and terms of paymentThe afore-said commission shall no be refunded by to any party shall this agreement fail to be performed due to default of either Party A or Party B once this Agreement is entered by the three parties.IV. Title transfer agency servicesParty A and Party B shall prepare the certificates and materials for title transfer and shall provide chargeable title transfer services for Party A and Party B with fees.V. Handover of the property1.Party A and Party B agree that Party A shall vacate the propert days before the title transfer. shall assist Party A and Party Bwith the handover of the property. In case Party A and Party B agree to conduct handover of the property after the title transfer, Party A shall pay a deposit in the amount and this amount will be refunded to Party B after the handover of the property is completed.2.Party A shall promise to compensate Party B for the damage to or the dismantling of the decorations and accessoriescovered by Appendix I of the agreement from the signing of the agreement to the handover of the property in accordance with the evaluation of the damaged or dismantled decorations and accessories.3.Party A shall bear the property management fee and other relevant fees before the handover of the property and theaforesaid fees shall be paid by Party B after the handover of the property.4. Party A and Party B agree to conduct the title transfer days after signing of this Agreement taking title certificate and relevant material. will inform the specific date. Party shall pay the taxes and fees for title transfer in accordance with the government regulations.VI. Rights and obligations of Party A1.Rights of Party AA.Party A shall have the right to check Party B’s identification.B.Party A shall have the right to get deposit and property sales price as stipulated in the Agreement.C.Party A shall have the right of lawsuit upon Party B’s breach to this Agreement.2.Duties of Party AA.Party A shall provide Party B with true, completed and valid information about the property;B.Party A shall disclose to Party B the real facts about the property, including but not limited to the rental, collateral,leakage and other defect of the property;C.Party A shall change its residence address at the property days after title transfer;D.Party A shall cooperate with Party B for title transfer in a timely manner;E.Party A shall guarantee all the facilities and accessories of the property described in Appendix I are in goodcondition upon the handover of the property;F. Party A shall pay off all the fees related with the property before the handover of the property.VII. Rights and obligations of Party B1. Rights of Party BA.Party B shall have the right to check all the material, contracts and certificate about the property;B.Party B shall have the right to inspect the property;C.Party B shall have the right to be informed of the facts about the property;D.Party B shall have the right of lawsuit upon Party A’s breach to this Agreement.2. Obligations of Party BA.Party B shall pay the deposit and sales price in accordance with the stipulation of this Agreement;B.Party B shall cooperate with Party A for title transfer in a timely manner;C. Party B shall provide true, completed and valid identification material.VIII. Rights and obligations of Party C1.Party C shall provide agency services for Party A and Party B for signing this Agreement, providing the signing place, andbearing testimony of signing this Agreement;2.Party C shall provide Party A and Party B related material, update them the transaction process and assist themwith property handover.IX. Breach of the Agreement by Party A1. Party A shall refund doubled deposit to Party B in case the title of the property fails to be transferred or the property fails tobe handed over due to the false, uncompleted or invalid certificates, contracts or material in relation with the property provided by Party A;2. In case Party A fails to hand over the aforesaid property to Party B within the period stipulated in the agreement, Party Aand Party B agree to adopt of the following solutions:A.Party A shall pay Party of the collected payment par day as the default fine and the agreement shall continue tobe effective.B.In case the length of overdue period exceeds days and Party A has not handed over the property or transfer theproperty title to Party B, Party B shall send a written notice to Party A, and Party B shall have the right toterminate the agreement when Party A still fails to handover the property or transfer the title days after Party Bsends out the written notice to Party A. In this case, Party A shall return double the deposit to Party B andcompensate Party B economic damage due to the default.3. In case there occurs any damage on Party B as the result that Party A fails to disclose to Party B the real facts about the property, including but not limited to the rental, collateral, leakage and other defect of the property, Party A and Party B agree to adopt the following solutions:A.Party A shall pay Party of the property sales price par day as the default fine and the agreement shall continue tobe effective.B.Party A promises to recover the property to the condition satisfied by Party B within days, and the agreementshall continue to be effective. Otherwise, Party B reserves the right to terminate this Agreement and in this case,Party A shall return double the deposit to Party B and compensate Party B economic damage due to the default.4. Party A shall change the residence address withindays and shall pay to Party B as the default fine.5. In case Party A damages the facilities or accessories in the property intentionally or negligently, Party A shall compensate Party B the actual price for the damage and pay defaulting fine to Party B.X. Breach of the Agreement by Party B1. In case the title fails to be transferred due to the false, uncompleted or invalid certificates or material provided by Party B, Party A reserves the right not to refund the deposit to Party B.2. In case Party B fails to make the payment or conduct title transfer process following the timing as stipulated in this Agreement, Party A and Party B agree to adopt as the solution:A.Party B shall pay Party of the default payment par day as the default fine and the agreement shall continue to beeffective.B.In case the overdue, Party A shall send a written notice to Party B, and Party A shall have the right to terminatethe agreement when Party B still fails to make the payment or conduct title transfer process days after Party Breceives the written notice from Party A. In this case, Party A shall reserve the right not to refund the deposit toParty B, and Party B shall compensate the economic damage to Party A due to the default.XI.Validity of the agreement1.The agreement shall take effect on the date when Party A, Party B and Party C sign and affix seals to the agreement.2.In case the content of the agreements reserved by Party A and Party B disagrees, both Party A and Party B shall regard theagreement reserved by Party C as the standard.3.The agreement has four copies. Party A, Party B and Party C keep one each and the fourth copy shall be kept by Century 21Beijing Region. The four copies have equal binding effect.XII. Dispute settlementIn case disputes occur in the performance of the agreement, the three parties shall solve the disputes through negotiation. Incase negotiation fails.(1)Submit the dispute to China International Economic and Trade Arbitration Commission in Beijing;(2) Any party may file a lawsuit at the court where the property is located.XIII. Supplementary agreement1.The parties may sign a supplementary agreement to cover the unsettled issues in the agreement. Through negotiation,Party A, Party B and Party C agree that the supplementary clauses or the supplementary agreement is an inalienable part of the agreement and has equal effect under the preconditions that the supplementary agreement (clause) does not violate relevant laws and regulations of the state and local governments.2. In case the supplementary clauses disagree with the clauses of the agreement, the supplementary clauses shall prevail.Party A (signature): Telephone:ID No.: Agent:Address of Party A:Date of signature:Party B (signature): Telephone:ID No.: Agent:Address of Party B:Date of signature:。