EXHIBIT 4.9
TRANSLATION
TENANCY AGREEMENT
Lessor (Party A) : Shenzhen Shekou NanShui Enterprises Shareholding
Co. Ltd.
Address : XxxXxxx Xxxxxx Xxxxxxxx, 00 Xxxxxx Xxxxx Road,
Shekou
Postal Code : 518067
Representative :
Address :
Postal Code :
Lessee (Party B) : Jetcrown Industrial (Shenzhen) Limited
Address : 0/X, Xxxxx X, Xxxx Xxxxxxx Xxxxxxxxxx Xxxxxx
Postal Code :
Business Registration No. or Identity Card No.:
Representative :
Address :
Postal Code :
According to " Contract Law of People's Republic of China ",
"Law of City Property Management of People's Republic of China ", " 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.
1. Party A owns and leases the property situate at 2/F-5/F.,
Block E, Wing Village Industrial Estate, Garden South Road,
Shekou, Nanshan District, Shenzhen ( hereunder called the
leased property ) to Party B. The area of the leased property
is 4,094.00 square meters in total. The building has five
stories.
Title owner of the leased property: Shenzhen Shekou NanShui
Enterprises Shareholding Co. Ltd.; the legal purpose of the
leased property : factory.
2. The rental for the leased property is calculated based on
DOLLARS FIFTEEN RENMINBI (RMB15.00) per square meter per
month. The total monthly rental is DOLLARS SIXTY ONE THOUSAND
FOUR HUNDRED AND TEN RENMINBI (RMB61,410.00).
3. Party B should pay the first month's rental on or before 1 May
0000.Xxxxx amount is DOLLARS SIXTY ONE THOUSAND FOUR HUNDRED
AND TEN RENMINBI (RMB61,410.00).
4. Party B should pay the rental to Party A before 15th of each
month. Party A should provide tax invoice to Party B upon
receiving the rental.
5. The rental period for the leased property starts from 1 June
2003 to 31 May 2007.
The aforementioned rental period should not exceed the
approved useful period of the land, any portion which exceeds
should become void. Any loss arise from this reason should be
treated according to the agreed terms; if nothing agreed in
the contract, Party A should bear the liability.
6. Party A should lease out the property for legal purpose.
Party B should use the property for legal purpose and cannot
change the purpose at his own discretion.
If Party B intends to change the legal purpose of the leased
property, he should get Party A's approval in writing. In
addition, he should submit the application for change of use
of property to the Property Management Department, according
to the relevant rules and regulations. The legal purpose can
be changed only after approval has been granted.
7. Party A should hand over the leased property to Party B before
1 May 2003 and handle the hand over procedure.
If Party A hand over the leased property later than the
aforementioned date, Party B can request to postpone the valid
date of this contract. Both parties should make this agreement
in writing and report to the Contract Registration Registry.
8. Upon the hand-over of the leased property, both parties should
ascertain the current conditions of the leased property and
its associated facilities; the relevant situations of the
associated assets and list out in the appendix of the
contract.
9. Upon Party A hand-over the leased property, he can request
Party B to pay a guarantee sum, which should not exceed three
months' rental, that is DOLLARS EIGHTY SEVEN THOUSAND RENMINBI
(RMB 87,000.00).
Party A should provide a receipt to Party B when receiving
Party B's guarantee sum.
Party A will refund the guarantee sum under the following
conditions:
(1) no damage on the structure of the leased property and
restore the original state of the property
(2) no unpaid rental; management fee; water and
electricity charges; and charge for electrical lift
All the aforementioned conditions should be fulfilled.
Party A has the right not to refund the guarantee sum under
any of the following situations:
(1) there is a damage on the structure of the leased
property and Party B refused to restore the original
state of the property
(2) there is unpaid rental; management fee; water and
electricity charges; and charge for electrical lift
10. During the rental period, Party A shall be responsible to pay
for the property's landuse fees; the tax liabilities arise
under this lease and the rental management fees of the
property. Party B shall be responsible to pay the water and
electricity charges, sanitary expenses, house ( building )
management fee and all other expenses arising from leasing the
property on time.
11. Party A should make sure the leased property and its
associated facilities can fulfill the purpose of leasing and
make sure that its security complies with the relevant rules
and regulations.
If Party B suffers from personal or economical damage in the
leased property, which is due to Party A's mistake,
deliberately or not, Party B has the right to request for
compensation from Party A.
12. Party B should use the property and its associated facilities
in a reasonable manner. Party B is not allowed to engage in
unlawful activities in the leased property. Party A cannot
interfere or obstruct Party B if the latter engaged in normal
and reasonable use of the leased property.
13. During the rental period, not because of Party B's mistake, 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 to prevent the damage to become more
serious; Party A after receiving Party B's notice should carry
out repairs and maintenance works within one day or authorized
Party B to repairs on his behalf; if Party B cannot reach
Party A or Party A does not repair the property within the
stipulated time limit, Party B can repair it instead after
getting the certification of the agreement registration
authority.
If the situation is in emergency, the repairs and maintenance
should be carry out at once, Party B should repairs on Party
A's behalf and inform Party A without delay.
The repairs expenses incurred under the two aforementioned
situations (including Party B repairs on Party A's behalf and
reasonable expenses for avoiding the damage to become more
serious ) should be borne by Party A. If Party B does not
fulfill the two aforementioned responsibilities, he has not
inform Party A in time or carry out effective measures and so
as to enlarge the loss, such enlargement of repair charges
should be borne by Party B.
14. If due to Party B's inappropriate and unreasonable use, 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 take the
responsibility to repair or provide compensation. If Party B
refuses to compensate or repair, Party A can repair on Party
B's behalf after getting the certification of the agreement
registration authority, the relevant expenses should be borne
by Party B.
15. During the tenancy period, Party A or B wants to alter, expand
or renovate the property, Party A and B should sign a separate
written agreement.
The aforementioned situation should get the approval of the
relevant department according to the regulations and the work
can be commenced after the approval has been granted.
16. During the rental period, Party B cannot sublet, partly or
wholly, the property to third party.
17. During the tenancy period, Party A wants to sell the property
either wholly or partly, he should give one month written
notice to Party B. Party B has the first priority to purchase
the property under the same conditions offered by the third
party.
When the property right has been transferred to a third party,
Party A has the responsibility to inform the new owner to
completed the contract as if the property right hasn't change
when signing the sales and purchase agreement.
18. During the tenancy period, the contract can be terminated or
amended 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 confiscate, purchase, or
make a requisition of the land on which the aforesaid
property builds and the property has to torn down as
a result;
(3) agreement between Party A and B through negotiations.
19. Party A can request Party B to provide a compensation of
DOLLARS SIXTY ONE THOUSAND FOUR HUNDRED AND TEN RENMINBI (RMB
61,410.00 ) for the loss suffered by him, under any of the
following situations:
(1) Rental from Party B becomes overdue for 30 days ( 1
month ) or more;
(2) Party B refuses to pay all kinds of expenses for more
than DOLLARS SIXTY ONE THOUSAND FOUR HUNDRED AND TEN
RENMINBI ( RMB61,410.00 ), which may cause loss to
Party A;
(3) Party B engaged in illegal activities in the leased
property, damaged the benefits of the public and
others;
(4) Party B altered the property's structure or its legal
purpose at his own discretion;
(5) Party B violates the Item (14) of this agreement, he
refuses to take up the repairs liabilities or pay the
repair expenses, so that the leased property or its
facilities has a serious damage;
(6) Party B renovates the property without getting the
agreement of Party A and the approval of the relevant
department;
(7) Party B sublet the property to third party at his own
discretion.
Party A can request Party B to compensate the loss or request
Party B to bear the liability for breach of contract. In
addition, Party A can, according to the conditions to
terminate the contract or request Party B to amend the
contract terms.
20. Party B can request Party A to provide a compensation of
DOLLARS SIXTY ONE THOUSAND FOUR HUNDRED AND TEN RENMINBI (RMB
61,410.00 ) for the loss suffered by him, under any of the
following situations:
(1) Party A delayed the handover of the property for more
than ten days;
(2) Party A in breach of the section (1) of Contract Item
(11), as a result, the property cannot be used for
the purpose as stated before;
(3) Party A in breach of the Contract Item (13), in other
words, he refused to bear the responsibility of
repair and maintenance or paid the related expenses;
(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 can request Party A to compensate the loss or request
Party B to bear the liability for breach of contract. In
addition, Party A can, according to the conditions to
terminate the contract ( Party B should inform Party A in
writing after receiving the compensation and hand-over the
property to Party A) or request Party A to amend the contract
terms.
Party B is not required to pay the rental for the period from
informing Party A to the date of receiving the compensation
from Party A.
21. Upon the expiry of the contract, Party B should move out
within ten days of the expiry and then hand over the same to
Party A. Party B should make sure the leased property and its
associated facilities are in good conditions ( except the
normal depreciation ), and at the same time, Party B should
clear up all the expenses which should be borne by him and
completed all hand-over procedures.
Party B does not move out on time or hand over the property,
Party A has the right to get possession of the property and he
can charge a penalty of two times the rental for the period.
22. 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.
23. Party A and B should take the initiative to comply with all
the terms of the contract. If either party is in breach of the
contract, he should bear the responsibilities according to the
terms stipulated in the contract.
24. If there is anything not provided in this contract, Party A
and B can make an agreement on this area and insert it in the
appendix. The contents of the appendix are part of the
contract, they are of equal validity with the contract after
signed and chopped by both parties.
During the tenancy period, if Party A and B reach an agreement
on the change of this contract, they should register the
change with the original Contract Registration Registry. The
agreement has the equal validity with the original contract
after registration.
25. If there shall be any dispute arising on the contract, it
should be solved by the discussions and negotiations of both
parties. If there shall be no agreement made in negotiation,
mediation can be made through the Contract Registration
Registry, if mediation does not work, they can request
arbitration from the Shenzhen Arbitrating Committee.
26. This contract takes effect after signed by two parties.
Party A and B should register this contract with the relevant
department within ten days of the effective date.
27. This contract is written in Chinese.
28. This contract is made in four copies, each party will keep
one, one copy to Contract Registration Registry and the
remaining to the relevant department.
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 ):
Contract Registration Registry ( Signature & Chop):
30 May 2003
