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EXHIBIT 4.4
TRANSLATION
TENANCY AGREEMENT
Lessor (Party A) : Shenzhen Shekou Yu Yi Shareholding Co. Ltd.
Address : 1/F., Yu Yi Building, Wan Ha Road, Shekou
"Leased Property Permit" : (ShenNan) Permit No. D13323
Representative :
Address :
Lessee (Party B) : Jetcrown Industrial (Shenzhen) Limited
Address : Wing Village Industrial Estate, Shekou,
Shenzhen.
Business Registration No. or Identity Card No.:
According to "Shenzhen Special Economic Zone Leased Property
Ordinance" and its executing regulations, and through the sufficient
negotiation of Party A and Party B, they signed this contract.
The contents of the contract are as follows:
1. Party A owns and leases the property situate at 1/F & 2/F., of
Block A, Wing Village Industrial Estate, Shekou, Shenzhen to
Party B. The construction area of 1/F and 2/F is 1,838.00 square
meters in total.
2. The rental period for the said property is three years, starting
from 20 February 1998 to 19 February 2001.
3. Party B can use the property for industrial purpose. Party A
should make sure the leased property can be used for the
aforesaid purpose and comply with the relevant fire prevention
and security regulations of the country. In case Party B use the
property for the other purpose, the approval of Party A should be
sought. And Party B should complete all the reporting and
approval procedures in respect of the change of property use
according to the relevant legal regulations.
4. Party A should make sure the usage of the property as mentioned
in Term 3 above complies with the relevant rules and regulations.
On the other hand, Party B should make sure the property usage
complies with the rules as well during the rental period.
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5. The rental for the property is calculated at DOLLARS SIXTEEN AND
EIGHTEEN RENMINBI (RMB16.00 AND RMB18.00) per square meter of
construction area per month for l/F and 2/F respectively. Total
rental is DOLLARS THIRTY NINE THOUSAND FIVE HUNDRED AND FIFTY SIX
RENMINBI (RMB39,556.00). Rentals shall be paid on or before the
15th day of each month.
6. Party A should hand over the property for Party B use on or
before 5 January 1998. If the hand over date is later than that
of the aforementioned, Party B is entitled to request to defer
the effective date of the agreement, both parties should provide
this term in writing.
7. During the rental period, Party A shall be responsible to pay for
the property tax, landuse fees and the rental housing management
fees of the property. Party B shall be responsible for the water,
electricity, cleaning and management charges.
8. For the first month, Party A pay on behalf of Party B for those
expenses should be borne by Party B. Party B should repay the
said sum within ten days after the first month of usage. After
that, Party B should prepay the said expenses. The amount to be
prepaid equals to the actual sum for the previous month. The
prepayment will be settled in next month. Party A should provide
relevant documents to support the amount he collected. If Party B
prepays the sum less than that for the whole month, Party A has
the right to request Party B to do so. If Party B doesn't pay for
a month, Party A is entitled to stop the provision of the
relevant facilities for Party B's use. In case both parties
provided otherwise, it will follow their agreement.
9. This agreement sets out to provide the deposit guarantee. When
Party A hand over the property, he is entitled to collect a
guarantee sum which equals to three months' rental, i.e. DOLLARS
ONE HUNDRED EIGHTEEN THOUSAND AND SIX HUNDRED SIXTY EIGHT
RENMINBI (RMB118,668.00). After receiving the guarantee sum from
Party B, Party A should provide receipt to Party B. Both parties
should take the initiative to comply with all the terms set out
in this agreement. If either party break the contract, then he
should bear the legal responsibilities arising from this break.
10. Party A should ensure the security of the property and its
internal facilities complies to the relevant provisions of rules
and regulations. Party B should use the property in normal way
and protect the internal facilities of the property and prevent
any abnormal damage. Upon the expiry of the agreement, Party B
should hand over the property on time and ensure the property and
its facilities are in good conditions (except normal
depreciation), and should settle all those expenses borne by
Party B.
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11. During the rental period, if there is an occurrence of damage or
out of order of the property and its facilities which will
prevent its safe and normal use, Party B should inform Party A in
time and carry out effective measures; Party A after receiving
Party B's notice should carry out repairs and maintenance works
within fifteen days; if Party B cannot reach Party A or Party A
refuses to repair, Party B can repair it instead after getting
the certification of the agreement registration authority. Party
A should bear the expenses arising from any maintenance
(including those paid by Party B on behalf) under this term.
12. If there is an occurrence of damage or out of order of the
property and its facilities which arising from Party B's improper
or unreasonable use, Party B should bear this responsibilities
and repair or provide compensation in time. If Party B refuses to
repair or compensate, Party A can repair it on behalf of Party B
after getting the certification of the agreement registration
authority. The repairs and maintenance charges should be borne by
Party B.
13. During the tenancy period, if Party A wants to alter, expand or
renovate the property because of needs, with the agreement of
Party B and approval of the relevant government department,
improvement works can be carried out then. Both parties should
sign a separate written agreement on this area. Similarly, Party
B can renovate the property with the agreement of Party A and the
approval of the relevant government department. Regarding this
area, a separate written agreement is required as well.
14. Without the written agreement of Party A, Party B is not allowed
to sublet the property to third party either partly or wholly.
With Party A's agreement to sublet the property, Party B should
complete the registration procedures with the Leasing Property
Department. But the period of sublet should not be longer than
that of the original tenancy agreement made between Party A and
B. Party B should also make sure the third party will not
re-sublet the property to the fourth party.
15. During the tenancy period, Party A wants to sell the property
either wholly or partly, he should give one month notice to Party
B. Party B has the first priority to purchase the property under
the same conditions offered by the third party. If the property
right has been transferred to a third party, Party A should make
sure the new owner completed the contract as if the property
right hasn't change.
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16. During the tenancy period, the contract will be terminated
automatically under either one of the following conditions:
(1) an occurrence of natural disasters or accident, and as a
result the contract cannot be completed;
(2) the government decides to make a requisition of the land
on which the aforesaid property builds and the property
has to torn down as a result;
(3) the " Leased Property Permit " of Party A becomes void.
If termination of contract is due to (3) above, Party A should
indemnify Party B for any loss incurred.
17. Party A reserves the right to terminate the contract because of
either one of the following conditions. Party B should indemnify
Party A for any loss incurred by the latter because of the
termination of the contract.
(1) Party B doesn't pay the rental for more than one month;
(2) The miscellaneous expenses should be paid by B becomes
overdue;
(3) Without the permission of Party A and the relevant
government department, Party B change the use of the
property;
(4) Party B in breach of the provision set out in Item (12),
in other words, he refused to bear the responsibility of
repair and maintenance or paid the related expenses and as
a result, the property becomes serious damaged;
(5) Without the written permission of Party A and the relevant
government department, Party B renovate the property;
(6) Without the permission of Party A, Party B sublet the
property to third party.
Party A terminates the contract based on the aforesaid
situations, he should order Party B to move out and take
possession of the property by giving a written notice. Any
remaining balance of the prepaid amount made by Party B should be
returned to Party B. But Party B has no right to request the
refund of rental deposit.
18. Party B reserves the right to terminate the contract because of
the following conditions. Party A should compensate Party B for
any loss incurred arising from the termination.
(1) Party A delayed the handover of the property for more than
one month;
(2) Party A in breach of the contract term (4), as a result,
the property cannot be used for the purpose as stated
before;
(3) Party A in breach of the contract term (11), in other
words, he refused to bear the responsibility of repair and
maintenance or paid the related expenses, and as a result,
the property cannot be used for the purpose as stated
before;
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(4) Without the agreement of Party B and the approval of the
relevant government department, Party A carries out the
alteration, expansion, or renovation works.
Party B terminates the contract because of the aforesaid
conditions, he should give a written notice to Party A and he
should move out at once. In this situation, Party B has the right
to request Party A to compensate two times of the rental deposit,
and refund the excess amount of the prepayment.
19. Upon the expiry of the tenancy agreement, if Party B wants to
renew the contract, he should inform Party A one month before the
expiry. If Party A continues to rent out the property, Party B
should be given a first priority to be the lessee under the same
conditions as offered by third party. If both parties can reach
an agreement on renewal, they should sign a new contract which
should be re-registered with the Contract Registration Registry.
20. Upon the expiry of the contract, Party B should move out within
thirty days of the expiry and then hand over the same to Party A.
Party B doesn't move out and hand over the property, Party A can
xxx Party B through Court of People.
21. If Party B doesn't pay the rental, he should pay a delay charge
to Party A. The delay charge should be number of days times 3% of
the monthly rental.
22. If Party B sublet wholly or partly of the property to third party
without getting the permission of Party A, he is then required to
pay an indemnity.
23. If either party do not comply with the terms of the contract, and
any loss of the other party arises from this, the party who break
the contract should indemnify the actual loss and expected income
of the victim party.
24. If both parties want to insert or delete terms, it can be made in
the Supplementary Clause. The provisions of Supplementary Clause
and the main contract are of equal validity. If there shall be
anything that is not provided for by this agreement, the parties
can make any supplement after negotiation, and the supplement
will of equal validity with the main contract only after the
certification of the Contract Registration Registry.
25. If there shall be any dispute arising through fulfillment, it
should be solved by the discussions and negotiations of the
parties. If there shall be no agreement made in negotiation,
mediation can be made through the Contract Registration Registry
or (1) request arbitration from the Shenzhen Arbitrating
Committee (2) raise a prosecution in People's Court. (Both
parties should choose either one of the above two ways and tick
as appropriate on the contract).
26. This contract is written in Chinese.
27. This contract is made in three copies, each party will keep one
and the remaining one will be kept in the Contract Registration
Registry.
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28. This contract takes effect after signed by two parties.
Party A (Signature & Chop): (Signed)
Authorized Representative:
Contact Telephone No.:
Bank Account No.:
Authorized Agent (Signature & Chop):
Party B (Signature & Chop): (Signed)
Authorized Representative:
Contact Telephone No.:
Bank Account No.:
Authorized Agent (Signature & Chop):
Register (Signature & Chop): (Signed)
October 13, 1999
Contract Registration Registry (Signature & Chop): (Signed)
October 13, 1999
The terms of the original contract remain unchanged and was agreed to
extend two Years.
Company chop of Shenzhen Shekou Yu Yi
Shareholding Co Ltd.
(Signed)
February 14, 2001
