Fourth Floor of the Accommodation Building Lease Agreement

EXHIBIT 10.5

Fourth Floor of the Accommodation Building
Lease Agreement

This Fourth Floor of the Accommodation Building Lease Agreement (the “Lease Agreement”) is entered into as of January 1, 2008 (“Effective Date”) in the city of Shanghai, by and between SHANGHAI KAI HONG TECHNOLOGY CO., LTD. (hereinafter referred to as “DSH”) with its registered office at No.1 Lane 18 San Zhuang Road, Songjiang Export Processing Zone, Shanghai, P.R.China and SHANGHAI DING HONG ELECTRONIC CO., LTD. (hereinafter referred to as “Ding Hong”) with its registered office at No.999 Chenchun Road, Xinqiao Town, Songjiang, Shanghai, P.R.China.

DSH and Ding Hong are collectively referred to as the “Parties” and individually as a “Party”.

WHEREAS,

The Parties agree on the lease of the fourth floor of the Accommodation Building (as defined below). Ding Hong represents that it is the lawful owner of the Accommodation Building.

1. Definitions

Unless otherwise defined in this Lease Agreement, the terms used herein shall have the following meanings:

1.1 “Accommodation Building” shall mean the six-story dormitory building located on the lot 375 of Song Jiang, Shanghai.

1.2 “Fourth Floor” shall mean the fourth floor of the Accommodation Building (Exhibit 1, fourth floor layout of the Accommodation Building).

1.3 “Lease Term” shall mean the period of time on which DSH is entitled to use the Fourth Floor and Ding Hong is entitled to receive rent from DSH in accordance with the terms and conditions of the Lease Agreement.

2. The Construction and Facilities of the Accommodation Building

2.1 Fourth Floor of the Accommodation Building shall be delivered to DSH in compliance with the requirement of Exhibit 2 of the Lease Agreement for building repair, decoration and facilities maintenance requirements. Ding Hong agrees that the building repair cost, decoration cost and the facilities maintenance cost for the Accommodation Building shall be at Ding Hong’s own expenses.

2.2 Ding Hong promises that the construction and building quality of the Accommodation Building shall be in compliance with all the relevant quality standards. Ding Hong shall obtain from all necessary government authority checked and accepted inspection certificates. Ding Hong guarantees the quality of the facilities of the Accommodation Building and the quality of the equipments in each room. Ding Hong further guarantees the quality of the materials used in making the facilities in the Accommodation Building shall meet DSH’s and relevant inspection’s requirements.

3. Lease Term

3.1 For the Fourth Floor, the Parties agree that the Lease Term shall be 5 (five) year(s) commencing on July 17, 2007 until July 16, 2012 .

3.2 The Parties agree that the Lease Term for the Fourth Floor shall be automatically renewed unless DSH gives written notice of termination not less than thirty (30) days before the expiration of the Lease Term, but the Lease Term must be renegotiated and adjust accordingly. During the Lease Term or any renewal period, Ding Hong shall not terminate this Lease Agreement without DSH’s written approval. For the renewal period, the items relating to the rental set forth in Article 5 of the Lease Agreement shall be adjusted on the basis of the market prices at the time of renewal and after consultation between the Parties.

3.3 If during the Lease Term or the Lease Term renewal period, Ding Hong receives from a third party a bona fide, legally binding offer to lease the portion of the Fourth Floor not already leased by DSH, Ding Hong shall notify DSH of this fact. The notice shall specify all the terms of the bona fide third party offer. DSH shall then have thirty (30) days to lease that portion of the Fourth Floor specified in the third party’s bona fide offer for the rent and related details set forth in Articles 4 and 5. Ding Hong shall not

lease any portion of the Fourth Floor to any third party until the thirty (30) days has expired without DSH exercising its right of first refusal. Any other terms not specified in this Lease Agreement regarding the Fourth Floor, both Parties shall negotiate and sign a supplemental agreement for these unspecified terms. Such signed supplemental agreement shall constitute a part of the entire Lease Agreement and shall have the same effectiveness as the entire Lease Agreement.

4. Gross Area of the Fourth Floor

4.1 There are 20 dorm rooms with area of 1,150 square meters and a TV room of 32 square meters in the Fourth Floor. The gross area of the Fourth Floor 2 is 1,182 square meters.

4.2 Both Parties agree that DSH can base its needs and lease schedule to lease any portion of the Fourth Floor that has not been leased by DSH.

4.3 DSH’s approximate lease schedule and plan for the Fourth Floor are set forth in Exhibit 3 of the Lease Agreement.

5. Rental

5.1 The Parties agree that the monthly rent for the Fourth Floor shall be Renminbi (“RMB”) 29.80 per square meter.

5.2 Both Parties agree that, beginning from January 1, 2008, each Party will bear fifty percent (50%) of the monthly rent of the portion of the Fourth Floor that has not been leased by DSH. Each Party agrees to bear RMB 14.90 per square meter per month for the portion of the Fourth Floor that has not been leased by DSH.

6. Deposit

DSH shall pay Ding Hong a deposit amount of RMB 35,223.6 within one hundred and eighty (180) days of the Effective Date of the Lease Agreement.

7. Method of Payment

For the Fourth Floor, DSH shall pay the Rental in RMB to the RMB bank account as designated by Ding Hong before the first day of every month.

8. Termination of the Lease Agreement

If either Party terminates the Lease Agreement prior to the expiration of the Lease Term without the consent from the other Party, the Party that terminates the Lease Agreement shall pay damages to the other Party to compensate for such Party’s actual loss. The amount of damages shall include, but not be limited t