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

Summary

Shanghai TaiSi Science and Technology Ltd. (TaiSi) subleases office space in Shanghai to TCSI Corporation (TCSI) for one year, starting March 15, 2002, with an option to extend. TCSI will pay $1,500 per month, which covers rent, utilities, and local taxes. TaiSi is responsible for certain fees and has secured all necessary approvals for the sublease. The agreement requires a security deposit equal to the first and last month's rent. Any changes must be in writing and signed by both parties.

EX-10.17 11 dex1017.txt SUBLEASE Exhibit 10.17 TCSI SHANGHAI OFFICE SPACE SUBLEASE AGREEMENT 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 Suite 1503A, Golden Magnolia ---------------------------- Plaza, No. 1 Dapu Road, Shanghai, 200023, People's Republic of China 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: Ken Elmer, President & CEO (b) TCSI's State of Incorporation: Nevada, USA (c) Sublease Date: From March 15, 2002 to March 14, 2003 (d) Unincorporated Provisions of Those provisions that do not apply to the the Overlease: 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 1503 consisting of approximately ---------- 256.88 square meters. (f) Sublease Commencement Date: One year commencing on March 15, 2002 1 (g) Sublease Expiration Date: March 15, 2003; provided, not less than -------- 15 days before the expiration date, and each anniversary thereafter, TCSI may extend for an additional year, or on a monthly basis as may be mutually agreed between the parties. (h) Monthly Rent: US$1500 (one thousand and five hundred 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. TAISI SCIENCE AND TCSI CORPORATION TECHNOLOGY LTD., CORPORATION Name Xin Shen Name Ken Elmer --------------------------------- ----------------------- Title President Title President & CEO --------------------------------- ----------------------- Authorized Authorized Signature /S/ XIN SHEN Signature /S/ KEN ELMER --------------------------------- ----------------------- Date Feb. 25, 2002 Date Feb. 25, 2002 --------------------------------- ----------------------- 2