Sublease Agreement between Shanghai TaiSi Science and Technology Ltd. and TCSI Corporation for Office Space in Shanghai

Summary

Shanghai TaiSi Science and Technology Ltd. (TaiSi) subleases office space at 1277 Beijing Road, Shanghai, to TCSI Corporation (TCSI) for use as a representative office. The agreement sets a one-year term starting February 7, 2001, with options for annual or monthly renewal. TCSI pays $2,000 per month, covering rent, utilities, and local taxes, and provides a security deposit equal to the first and last month's rent. TaiSi is responsible for obtaining necessary local approvals and paying certain fees. The agreement is binding only when signed by both parties.

EX-10.32 2 d25169_ex10-32.txt SUBLEASE EXHIBIT 10.32 SUBLEASE THIS SUBLEASE (the "Sublease") is entered into as of the date set forth in Section 3.1(c) below, by and between the Shanghai TaiSi Science and Technology Ltd., Corporation ("TaiSi"), a company organized under the laws of the PRC, and TCSI Corporation ("TCSI"), a company organized under the laws of the USA. W I T N E S S E T H 1. SUBLEASE GRANT. 1.1 TaiSi has leased certain space located at 1277 Beijing Road, Shanghai, PRC in accordance with a lease agreement ( the "Overlease"). TaiSi shall sublease a portion of that certain space to TCSI for the purpose of, among other things, setting up a Representative Office in Shanghai (the "Office"). 1.2 In consideration of the obligation of TCSI to pay rent as herein provided and in consideration of the other terms, covenants and conditions hereof, TaiSi hereby subleases to TCSI and TCSI hereby hires from TaiSi, upon and subject to the provisions of this Sublease and the Overlease, the Office. 3. SUBLEASE SUMMARY AND DEFINITIONS. 3.1 As between TaiSi and TCSI, the Sublease provisions and definitions set forth in this Section 3.1 shall replace inconsistent terms in the Overlease. All other terms and conditions shall remain the same. If there is any conflict between the Overlease and this Sublease, the latter shall control. (a) TCSI's Notice Name TCSI CORPORATION and Address: 1080 Marina Village Parkway Alameda, CA 94501 (USA) Attn: Ellen Ahearn, Vice President (b) TCSI's State of Incorporation: Nevada, USA (c) Sublease Date: The last date below (d) Unincorporated Provisions Those provisions that do not apply to of the Overlease: the Office, including but not limited to: TCSI does not pay to the Overlandlord any tax, electricity fee, water fee, building management fee, or similar, and which shall be the responsibility of TaiSi. (e) Office: Suite 906 consisting of approximately 224 square feet. (f) Sublease Commencement Date: One year commencing on the last date below. (g) Sublease Expiration Date: The anniversary of the last date below; provided, not less than 15 days before the expiration date, and each anniversary thereafter, TCSI may extend for an 1 additional year, or on a monthly basis as may be mutually agreed between the parties. (h) Monthly Rent: The equivalent of $2000 (two thousand US Dollars) per month including local taxes (if any), monthly rent, building maintenance, hydro, utilities and such other fees. (i) Security Deposit: First and last month's rent. (j) Payment: All amounts payable by TCSI shall be without previous demand or notice therefor by TaiSi. 4. MISCELLANEOUS 4.1 TaiSi has obtained from the local authorities all approvals required to sublease to a foreign representative office, or equivalent. 4.2. This Sublease may not be changed orally, but only by an agreement in writing signed by the party against whom enforcement of any waiver, change, modification or discharge is sought. 4.3. This Sublease shall not be binding upon TCSI unless and until it is signed by TaiSi and delivered to TCSI. 4.4. This Sublease constitutes the entire agreement between the parties on the subject matter herein and all representations and understandings have been merged herein. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals of the day and year first above written. SHANGHAI TAISI SCIENCE AND TCSI CORPORATION TECHNOLOGY LTD., CORPORATION By /s/ Xiaoyan Shi By /s/ Ellen Ahearn ------------------------------ ------------------------------ Name Xiaoyan Shi Name Ellen Ahearn ---------------------------- ---------------------------- Date February 7, 2001 Date February 7, 2001 ---------------------------- ---------------------------- 2