exv10w2






Exhibit 10.2




Security Guards Transfer




Memorandum of Understanding



between



Shanghai Yuan Hao Electronic Company Limited



and



Diodes Shanghai Company Limited




	1.	 	This Memorandum of Understanding (“MOU”) is based on the request from Diodes Shanghai
Company Limited (“DSH” or “Lessee”) that starting from September 1, 2010, DSH will not
extend the use of the security firm and its guards (“Security Guards”) as previously
provided by Shanghai Yuan Hao Electronic Company Limited (“Yuan Hao” or “Leaser”).

	 
	2.	 	For the purpose of improving coordination with DSH’s operation, Yuan Hao agrees to
fully withdraw Security Guards at the address, No. 1, Lane 18, San Zhuang Road, Songjiang
Export Zone, Shanghai, People’s Republic of China (the “Location”), before September 1,
2010, including withdraw those stationed at the posts as specified in Exhibit A to
this MOU. From that day onward, the security firm hired by DSH shall be responsibility
for all security matters, including those posts as specified in Exhibit A to this
MOU.

	 
	3.	 	Leaser has the right to conduct examination and inspect public factory zone and
building’s facilities, sanitation and environment (the “Inspection”) at DSH’s lease
operation Location (but Leaser shall request and notify the Lessee at least two (2) days
prior to the planned Inspection and can proceed with such Inspection after receiving
Lessee’s arrangement for such Inspection). While conducting the Inspection, the
Inspection personnel shall be accompanied by DSH’s designated persons and DSH’s own
security guards at the same time.

	 
	4.	 	Beginning from September 1, 2010, DSH shall be fully responsible for any such
problems
caused by security mismanagement at the Location.






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	5.	 	On August 31, 2010, both parties shall conduct the transfer of security guards and
work at facilities at the Location (the “Transfer”), and the Transfer procedures shall be
processed, inspected and examined by the respective administrative personnel as designated
by each party.

	 
	6.	 	Leaser agrees to continue to be fully responsible for Location’s property safety
management (other than security management).

	 
	7.	 	The Lease Facility Safety Management Agreement and other related terms and conditions
in lease agreements signed by both parties shall remain unchanged (except those related to
security management).

	 
	8.	 	Language: This MOU is written in Chinese and English languages. The content of both
language versions are the same, but the Chinese version of the MOU shall be the
determinative version of the MOU. (According to the laws of the People’s Republic of China
(“PRC”) that all entities registered in PRC must make the determinative version of signed
documents in Chinese).

	 
	9.	 	Both parties shall continue each party’s respective obligations under this MOU while
conducting friendly negotiation.

	 
	10.	 	This version of MOU is made in 2 copies. Each party shall retain a copy.






	 	 	 

	Shanghai Yuan Hao Electronic Company Limited

	 	Diodes Shanghai Company Limited
	 
	 	 
	Transferor

	 	Transferee:
	 
	 	 
	Date:

	 	Date:






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Exhibit A




Transfer List



	 	 	 	 	 
	 	 	 	 	Transfer Completion Status
	Facility Number	 	Post Description	 	(ü)
	1

	 	#1 Manufacturing Building	 	 
	2

	 	#2 Manufacturing Building	 	 
	3

	 	#3 Facility Building	 	 
	4

	 	#4 Facility Building	 	 
	5

	 	N2 H2 Station	 	 
	6

	 	Transformation Station	 	 
	7

	 	Electric Generator Station	 	 
	8

	 	Gate Post	 	 






	 	 	 

	Shanghai Yuan Hao Electronic Company Limited

	 	Diodes Shanghai Company Limited
	 
	 	 
	Transferor

	 	Transferee:
	 
	 	 
	Date:

	 	Date:







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