0000950129-05-006944 Sample Contracts

TRANSLATION TENANCY AGREEMENT
Tenancy Agreement • July 8th, 2005 • Deswell Industries Inc • Plastics products, nec

According to the laws and regulations of the Country, province and the district, and through negotiation of both parties, Party A agree to let the property to Party B, detail of the tenancy agreement are as follow:

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TRANSLATION TENANCY AGREEMENT
Tenancy Agreement • July 8th, 2005 • Deswell Industries Inc • Plastics products, nec

Through negotiation of both parties, and according to the relevant regulations of Shenzhen Special Economic Zone, Party A and Party B signed the following contract relating to lease of property.

Co-operation Agreement (Translation)
Operation Agreement • July 8th, 2005 • Deswell Industries Inc • Plastics products, nec

Throughout the years of co-operation since 1994, both parties have developed mutual trust in each other in the areas of manufacturing productions and property premises. Now both parties after discussion agree to continue the co-operations and to the followings:

Joint Venture Corporation “Dongguan Kwan Hong Electronics Company Limited” Supplementary Agreement Four (Translation)
Deswell Industries Inc • July 8th, 2005 • Plastics products, nec

Dongguan Cheung On Lan Hong Electronics Development Company (“Party A”) and Hong Kong Kwanasia Electronics Company Ltd (“Original Party B”) established the joint venture corporation, Dongguan Kwan Hong Electronics Company Ltd (“Joint Venture Corporation”) in Cheung On, Dongguan. The Joint Venture Corporation is approved by the Dongguan Foreign Economic Bureau under the approval document [1997] No.164. The original cooperation agreement and supplementary agreements have been filed with the Commercial and Custom departments for records. For the purpose of business development and with the consent of the Board of Directors, the following supplementary terms are supplemented:

INTEGRATED INTERNATIONAL LTD. STOCK PURCHASE AGREEMENT MICROPOWER ENTERPRISES LIMITED and DESWELL INDUSTRIES, INC,
Stock Purchase Agreement • July 8th, 2005 • Deswell Industries Inc • Plastics products, nec • Virgin Islands

This Stock Purchase Agreement (this “Agreement”) dated as of April 20, 2005 is executed by and between MICROPOWER ENTERPRISES LIMITED, a British Virgin Islands International Business Company (the “Seller”), a shareholder of INTEGRATED INTERNATIONAL LTD., a corporation organized under the laws of Samoa (the “Company”) and DESWELL INDUSTRIES, INC., a British Virgin Islands International Business Company (the “Purchaser”).

Joint Venture Corporation “Dongguan Kwan Hong Electronics Company Limited” Supplementary Agreement Five (Translation)
Deswell Industries Inc • July 8th, 2005 • Plastics products, nec

Dongguan Cheung On Lan Hong Electronics Development Company (“Original Party A”) and Integrated International Limited (“Party B”) established the joint venture corporation, Dongguan Kwan Hong Electronics Company Ltd (“Joint Venture Corporation”) in Cheung On, Dongguan. The Joint Venture Corporation is approved by the Dongguan Foreign Economic Bureau under the approval document [1997] No.164. The original cooperation agreement and supplementary agreements have been filed with the relevant Commercial and Customs departments for records. For the purpose of business development and with the consent of the Board of Directors, the following supplementary terms are supplemented:

TRANSLATION TENANCY AGREEMENT
Tenancy Agreement • July 8th, 2005 • Deswell Industries Inc • Plastics products, nec

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.

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