Exhibit 10.1 





	
  

 
	
 TENANCY
AGREEMENT 

 
	
  

 
	
  

 
	
  

 
	
 BETWEEN

 
	
  

 
	
 NIDEC COMPONENT TECHNOLOGY CO., LTD 

 
	
  

 
	
 AND

 
	
  

 
	
 CYBEROPTICS
(SINGAPORE) PRIVATE LIMITED 

 
	
  

 
	
  



 
	
  

 
	
  

 
	
 PREMISES

 
	
  

 
	
 21 UBI ROAD 1 #02-01 SINGAPORE
408724 

 
	
  

 
	
 TERM

 
	
  

 
	
 15
MAY 2011 TO 24 JULY 2013 

 


 


1





This AGREEMENT is made on
the 20th day of September Two Thousand And Ten (2010) between


NIDEC
COMPONENT TECHNOLOGY COMPANY, LIMITED (formerly known as
Nidec Brilliant Co. Ltd, Registration No. 198403813D), a company incorporated
in the Republic of Singapore and having its registered office at 36 Loyang Way
Singapore 508771 (herein after called the “Landlord”)


and


CYBER OPTICS (S) PTE LTD
(Registration No. 200103162D), a company incorporated in the Republic of
Singapore and having its registered office at 21 Ubi Road #02-01, Singapore
408724 (hereinafter called the “Tenant”)


	
  

 	
  

 	
  

 
	
 WHEREAS

 
	
  

 	
  

 	
  

 
	
         1

 	
 The Landlord is the
 Head-Tenant of the property (hereinafter referred to as “the Building”) under
 and by virtue of a Lease dated 25th July 2006 (hereinafter called
 “the Main Lease”) entered into with RBC Dexia Trust Services Singapore
 Limited (Company Registration No:1995046772Z), a company incorporated in
 Singapore and having its registered office at 9 Raffles Place #42-01,
 Republic Plaza, Singapore 048619, as trustee of Cambridge Industrial Trust
 (hereinafter referred to as “RBC”).

 
	
  

 	
  

 	
  

 
	
         2

 	
 The Landlord to apply
 to the Housing And Development Board (herein referred to as “HDB”) to allow
 the Landlord to lease 21 Ubi Road 1 # 02-01 Singapore 408724 as indicated in
 the floor plan annexed in Schedule 1 (“the Demised Premises”) to the Tenant
 on the signing of the Tenancy Agreement. If HDB has not given approval by two
 (2) months from the date of the signing of the Tenancy Agreement both the
 Tenant and the Landlord have the option to terminate the agreement without
 any liability to the parties to the contract. If the HDB is still processing
 the application two (2) months after the date of the signing of the Tenancy
 agreement, the party who opt to terminate the Tenancy Agreement to be liable for the stamp duty paid.

 
	
  

 	
  

 	
  

 
	
         3

 	
 The Landlord has agreed
 to lease the Demised Premises to the Tenant subject to the terms and
 conditions contained herein.

 
	
  

 	
  

 	
  

 



 NOW IT
 IS HEREBY AGREED as follows:


 1. The
Landlord agrees to let and the Tenant agrees to take all that property with
an approximate area of 20,000
square feet  known as 21 Ubi Road 1 # 02-01
SINGAPORE 408724 (hereinafter called “the said premises”) TO HOLD
and extend the tenancy from the 15TH
DAY OF MAY 2011 to 24TH JULY 2013 at the rent of SINGAPORE DOLLARS: THIRTY EIGHT THOUSAND ONLY
(S$38,000.00) per month exclusive of GST payable monthly in
advance without deduction whatsoever on or before the 15th day of
each calendar month by giro or electronic payment direct to the Landlord’s
bank account, as follows:



Beneficiary name: Nidec Component Technology Co., Ltd

Beneficiary’s bank name: The Bank of Tokyo-Mitsubishi UFJ Ltd,

Bank code: 7126

Branch code: 001

Bank Account number: 110759


 


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 2.    The
 Tenant hereby agrees with the Landlord as follows:

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 a.

 	
 To pay the said rent at
 the times and in manner aforesaid.

 	
  

 	
 RENTAL PAYMENT

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 To maintain a deposit
 of SINGAPORE DOLLARS: ONE HUNDRED AND
 FOURTEEN THOUSAND ONLY (S$114,000.00) being equivalent to THREE (3)
 months rent upon the commencement date of 15th May 2011 of this
 lease renewal agreement as security against the breach of any term or
 condition of this Agreement, such deposit is to be refunded within fourteen
 (14) days (free of interest) at any expiry or lawful termination of this
 tenancy. The Security Deposit shall be retained by the Landlord throughout
 the Term free of any interest to the Tenant with power for the Landlord,
 without prejudice to any other right or remedy hereunder, to deduct therefrom
 the amount of any Rent and Service Charge in arrears or interest thereon or
 any expense or sum payable to the Landlord remaining unpaid or any loss or
 damage sustained by the Landlord as a result of any breach, non-observance
 or non-performance by the Tenant of any such covenants, conditions,
 stipulations and agreements Provided Always that the Security Deposit shall
 not be deemed to be payment of Rent or Service Charge unless the Landlord
 exercises the Landlord’s rights herein. The four (4) months deposit of S$160,000.00 held by the Landlord based on the original Tenancy agreement dated
 28 March 2008 to be reduced to three (3) months deposit amounting to
 S$114,000.00 from the commencement of the renewal lease on 15 May 2011, and
 the balance of the deposit amounting to S$46,000.00 to be returned to the
 Tenant.


 	
  

 	
 SECURITY DEPOSIT

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 b.

 	
 To pay all charges due
 in respect of any telephones or other equipment installed at the said
 premises, including any tax payable thereon.

 	
  

 	
 TELEPHONE &

 OTHER APPLICANCES

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 c.

 	
 To apply for and to pay
 all charges for and connected with licences required for the use of any
 televisions and radios on the Premises.

 	
  

 	
 TV & RADIO LICENCES

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 d.

 	
 All telephone, water,
 gas and/or electricity facilities and meters or sub-meters installed for the
 use of the Premises shall be arranged and installed privately by the Tenant
 and at the Tenant’s own cost and expense.

 	
  

 	
 METERS / SUBMETERS

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 e.

 	
 To pay all charges for
 the supply of water, electricity, gas and any water borne sewerage system and
 any other services supplied separately to the Premises charged by relevant
 authorities and where such services are being supplied privately and metered
 separately to the Premises, to pay to the Landlord on demand a proportionate
 part of the costs thereof,
 such costs to be calculated by the Landlord and

 	
  

 	
 PAYMENT OF

 OUTGOINGS

 
	
  

 	
  

 	
  

 	
  

 	
 

 


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 notified to the Tenant in writing, and such notification
 shall be conclusive as to the amount of the said costs. Tenant shall also pay
 or reimburse the Landlord on demand for all taxes or impositions levied or
 imposed from time to time on the services supplied to the Premises (or if not
 levied or imposed separately in respect of the Premises, then a proportionate
 part of such taxes or impositions) and any increase thereon.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 f.

 	
 To keep the interior of the said premises including the
 sanitary and water apparatus, furniture, doors and windows, flooring, walls,
 ceilings, locks, installations of fittings for lights and power thereof in
 good and tenantable repair and condition throughout this tenancy (fair wear
 and tear and damage by any act beyond the control of the Tenant excepted).

 	
  

 	
 INTERIOR 

 MAINTENANCE

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 g.

 	
 To keep the exterior of the said premises clean and tidy
 and that there should not be any act of vandalism to the common areas as Well
 as the exterior of the said premises.

 	
  

 	
 EXTERIOR 

 MAINTENANCE

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 h.

 	
 To ensure that all activities to be carried out within the
 said premises.  No goods or machinery are to be stored or kept
 outside the said premises. To make sure the facade of the building is kept
 and yield up the same in original order and condition (fair wear and tear and
 damage by any act beyond the control of the Tenant excepted). Where any
 facade of the building is lost, damaged or broken due to the Tenants gross
 negligence or willfully causing the damage, the full cost of the repair or
 replacement shall be borne by the Tenant.

 	
  

 	
 ACTIVITIES

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 i.

 	
 (i)

 	
 To permit the Landlord and its agents, surveyors and
 workmen with all necessary appliances to enter upon the said premises at all
 reasonable times by prior appointment for the purpose whether of viewing the
 condition thereof or of doing such works and things as may be required for
 any repairs, alterations or improvements whether of the said premises or of
 any parts of any building to which the said premises may form a part of or
 adjoin.

 	
  

 	
 ACCESS TO PREMISES

 FOR REPAIRS

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 During the two (2) months immediately preceding the
 expiration of  the tenancy herein to permit the Landlord or
 its representatives at  all reasonable times and by prior
 appointment to bring interested parties to view and the said premises for the
 purpose of letting the same.

 	
  

 	
 ACCESS TO PREMISES
FOR NEW TENANTS

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 During the tenancy, to allow the Landlord or its
 representatives at

 	
  

 	
 FOR POTENTIAL

 



 


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 all reasonable times and by prior appointment to bring any
 interested parties to view the said premises in the event of a prospective
 sale thereof. The said premises shall be sold subject to this tenancy.

 	
  

 	
 PURCHASES

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 j.

 	
 At all times during the term hereby created to comply with
 all such   requirements
 as may be imposed upon the Tenant by Management  Corporation
 requirements and or any statute legislation now or hereafter in force and any
 orders, rules, regulations, requirements and notices thereunder.

 	
  

 	
 COMPLIANCE WITH
RULES

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 k.

 	
 At the expiration or earlier determination of the term:

 	
  

 	
 YIELD UP IN REPAIR
AT THE END OF THE
TERM

 
	
  

 	
  

 	
 (i)

 	
 The Tenant shall surrender to the Landlord all keys giving access to all parts of
 the Demised Premises irrespective of whether or not the same have been
 supplied by the Landlord.

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The Tenant shall reinstate (as set out in Clause (k) (v)
 below) and quietly yield up the Demised Premises in the original condition
 (fair wear and tear excepted) to the reasonable satisfaction of the Landlord
 after removal of all additions and improvements made by the Tenant to the
 Demised Premises after commencement of the first lease Term on 15 May 2008
 and all fixtures which may be fixed or fastened to or upon the Demised
 Premises by the Tenant save for those which the Landlord has expressly agreed
 need not be reinstated.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 Without prejudice to the generality of the provisions of
 Clauses (k)(ii) and (v), the Tenant shall yield up all Mechanical and
 Electrical Equipment, and sanitary installations therein (fair wear and tear
 excepted) in working condition and satisfactory maintenance. Any repairs (if
 needed) to be carried out in
 the case of the above equipment shall be carried out by a specialist
 contractor nominated by the Tenant and approved by the Landlord, such
 approval not to be unreasonably withheld.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 If the Tenant fails to reinstate the Demised Premises in
 accordance with the provisions of this Clause (k), the Landlord may effect
 the same at the Tenant’s cost and expense. All costs and expenses incurred by
 the Landlord together with the normal amount of Rent in accordance with
 Clause 1 which the Landlord shall be entitled to receive had the reasonable
 period within which such works effected by the Landlord been added to the
 Term, shall be paid by the Tenant within seven (7) Business Days

 	
  

 	
  

 



 

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 of the Landlord notifying the Tenant of the amount
 thereof, and in this connection, a certificate from the Landlord as to the
 amount of costs and expenses incurred by the Landlord shall be conclusive and
 binding on the Tenant, save for manifest error. The Tenant shall pay to the
 Landlord on demand all costs and expenses so incurred by the Landlord with
 interest from the date of expenditure until the date they are paid by the
 Tenant to the Landlord, such costs and expenses and Interest to be
 recoverable as if they were rent in arrears.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 For the purpose hereof the term reinstate shall include

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the washing of the whole of the interior of the Demised
 Premises (including the cleaning of all glass, doors and windows);

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the painting or other appropriate treatment of all of the
 internal parts of the Demised Premises previously so treated respectively
 (excluding the external part of the Building which shall be the Landlord’s
 responsibility)’

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the making good of any damage or disfigurement caused to
 walls, doors, windows, floor, ceiling boards or any part of the Demised
 Premises;

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the making good or replacement of damaged wires, conduits,
 piping, air-conditioned ducting and all other apparatus, fixtures and
 fittings supplied by the Landlord where applicable;

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the removal of any signboards, nameplates, advertisements
 or notices and all carpeting, tiling, partitions, additions, improvements,
 fixtures and fittings belonging to the Tenant whether within or outside the
 Demised Premises;

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the removal and clearing of all waste, rubbish and other
 unwanted material from the Demised Premises;

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the making good to the
 reasonable satisfaction of the Landlord of all damage to the Demised Premises
 and the Building resulting from the removal of the Tenant’s belongings,
 reinstatement or repair of the Demised Premises; and

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 •

 	
 the removal from the Demised Premises of all additions,
 improvements, fixtures and fittings installed by the Tenant and all notices,
 notice boards and signs bearing the name of or otherwise relating to the
 Tenant (including in this context any persons deriving title to the Demised
 Premises under the Tenant) or its business.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 l.

 	
 Not to make or permit to be made any structural
 alterations to the said premises. 

 	
  

 	
 NO UNAUTHORISED

 ALTERATION

 



 

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 m.

 	
 Not to use the said premises or
 any part thereof other than a warehouse/ factory/ office in connection with and
 for the purpose of the Tenant’s business and to obtain licenses and permits
 at the Tenant’s expense from the relevant authorities where necessary.

 	
  

 	
 PURPOSE OF USE

 
	
  

 	
  

 	
  

 	
  

 
	
 n.

 	
 Not to exceed the maximum
 electricity load and not to load or permit to be loaded on any part of the
 floors of the said premises weights  exceeding those specified by the
 Landlord, Management Corporation or other bodies (where applicable).

 	
  

 	
 ELECTRICAL LOADING
UNIT

 
	
  

 	
  

 	
  

 	
  

 
	
 o.

 	
 Not to assign sublet or part with
 the possession of the said premises or any part thereof without the written
 consent of the Landlord which consent shall not be unreasonably withheld in
 the case of a respectable and responsible tenant. In the event if the
 Landlord shall enter into an agreement to assign all rental proceeds to RBC,
 the Landlord shall notify the Tenant of the said assignment to comply.

 	
  

 	
 NO ASSIGNMENT OR

 SUBLET

 
	
  

 	
  

 	
  

 	
  

 
	
 p.

 	
 Not to keep or permit to be kept
 on the said premises or any part thereof any materials of a dangerous or
 explosive nature or the keeping of which may contravene any statute or
 subsidiary legislation,

 	
  

 	
 NO DANGEROUS

 MATERIALS

 
	
  

 	
  

 	
  

 	
  

 
	
 q.

 	
 If the Tenant continues to occupy
 the Demised Premises beyond the expiration or earlier determination of the
 Term or fails to deliver vacant possession of the Demised Premises to the
 Landlord after the expiration or earlier determination of the Term, the
 Tenant shall pay to the Landlord for every month or part thereof of such
 holding over double the amount of Rent and such holding over shall not
 constitute a renewal of this Lease. During such holding over all provisions
 of this Lease with necessary changes shall apply. The inclusion of this
 clause shall not be construed as the Landlord’s consent for the Tenant to
 hold over.

 	
  

 	
 HOLDING OVER

 
	
  

 	
  

 	
  

 	
  

 
	
 r.

 	
 The Tenant shall not, except where
 approved by the Authorities, use the Demised Premises or any part thereof or
 permit the same to be used for the cooking or the preparation of food nor to
 permit or suffer any one to sleep or reside therein but shall keep the
 Demised Premises securely fastened and locked at all times when it is
 unattended.

 	
  

 	
 NO COOKING OR

 SLEEPING

 
	
  

 	
  

 	
  

 	
  

 
	
 s.

 	
 The Tenant shall not cause or
 permit any odours or smells to be produced or to permeate or emanate from the
 Building and/or the Demised Premises which exceeds the permissible standards
 set by the Authorities. The Tenant shall take necessary measures to ensure
 proper ventilation and to prevent smoke, fumes or unpleasant odours and/or

 	
  

 	
 NOT TO CAUSE ANY

 ODOURS AND FUMES

 


 


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 leakage of any substances or
 materials from and into the Demised Premises and in the event that the Tenant
 fails to do so the Landlord may without prior notice to the Tenant take all
 such measures as it deems necessary to remedy this breach and all costs and
 expenses incurred by the Landlord shall solely borne by the Tenant and paid
 forthwith. All such costs and expenses so incurred by the Landlord together
 with interest from the date of expenditure until the date they are paid by
 the Tenant to the Landlord shall be recoverable from the Tenant as if they
 were rent in arrears.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 
	
 t.

 	
 The Tenant shall not keep,
 permit or suffer to be kept any animals (except fishes), reptiles, birds,
 insects, pests, vermin or other livestock whatsoever in or about the Demised
 Premises and shall take all reasonable precautions to keep the Demised
 Premises free of rodents, insects and other pests.

 	
  

 	
 NO ANIMALS

 
	
  

 	
  

 	
  

 	
  

 
	
 u.

 	
 The Tenant shall not without
 the prior written consent of the Landlord at any time load or permit or
 suffer to be loaded any part of the floors of the Demised Premises to a
 weight greater than the permissible load limits prescribed in the relevant
 building plans or approved by the Authorities for the respective floors (or
 such other weight as may be reasonably prescribed by the Landlord) and shall
 when required by the Landlord distribute any load on any part of the floor of
 the Demised Premises in accordance with the directions and requirements of
 the Landlord, and in the interpretation and application of the provisions of
 this clause relating to loading requirements the decision of the surveyor or
 engineer or architect of the Landlord shall be final and binding upon the Tenant.
 The fees of any architect, engineer or other consultant employed by the
 Landlord for the purpose of considering, approving and supervising any load
 exceeding the permissible load limits or when such loads cannot be determined
 and all costs and expenses incurred by the Landlord in connection therewith
 shall be borne by the Tenant and paid forthwith upon notice being given by
 the Landlord to the Tenant. All costs and expenses so incurred by the
 Landlord together with Interest from the date of notice until the date they
 are paid by the Tenant to the Landlord, shall be recoverable from the Tenant
 as if they were rent in arrears.

 	
  

 	
 NO OVERLOADING

 
	
  

 	
  

 	
  

 	
  

 
	
 v.

 	
 The Tenant shall not advertise
 the Tenant’s business or participate in any form of publicity or promotion
 which the Landlord in its reasonable discretion considers detrimental to the
 Property.

 	
  

 	
 NO ADVERSE

 PUBLICITY

 
	
  

 	
  

 	
  

 	
  

 
	
 w.

 	
 To keep at all times during the Term and during any period
 of holding 

 	
  

 	
 INSURANCE

 


 


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 over an adequate public
 liability insurance with an insurance company approved by the Landlord, in
 respect of the demised premises for an amount not less than Singapore Dollars
 Two Million (S$2,000,000) and deliver to us a copy of the said insurance
 policy within fourteen (14) days from the date of executing this Lease
 Agreement.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 x.

 	
 Not to do or permit to
 be done anything whereby the policy or policies of insurance on the said
 premises against damage by fire may become void or voidable or whereby the
 premium thereon may be increased.

 	
  

 	
 NOT TO VOID 

 INSURANCE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 y.

 	
 Not to use the demised
 premises or any part thereof for any unlawful or immoral purposes and not to
 do or permit or suffer to be done upon the demised premises any act or thing
 which may become a nuisance to or annoyance to or give cause for reasonable
 complaints from the occupants of other parts of the Building or of adjoining
 or adjacent properties.

 	
  

 	
 NO ILLEGAL / 

 IMMORAL USE AND 

 NOT TO CAUSE 

 NUISANCE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 z.

 	
 To be responsible for
 and to indemnify the Landlord from and against all claims and demands and
 against damage occasioned to the demised premises or any adjacent or
 neighbouring premises or injury caused to any person by any act default or
 negligence of the Tenant or the servants, agents, licensees or invitees of
 the Tenant.

 	
  

 	
 TO INDEMNIFY 

 LANDLORD 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 aa.

 	
 Not to obstruct, or
 cause or suffer to be obstructed the hall lobby staircases landings and
 passages leading to the demised premises.

 	
  

 	
 NO OBSTRUCTION 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 bb.

 	
 To apply for and obtain
 all necessary permits/licences etc from the relevant authorities for the use
 of the said premises for their trade.

 	
  

 	
 LICENCE/PERMIT FOR 

 USE OF PREMISES 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 cc.

 	
 Subject to prior
 written approval of the Landlord and to all approvals being obtained by the
 Tenant from the relevant authorities, the Tenant may in accordance with the
 provisions of the Lease carry out within the Premises at the Tenant’s own
 cost and expense all fitting out works which are not provided by the Landlord.
 The Tenant shall comply with the guidelines, terms and conditions set out in
 the Tenant’s Fitting Out Brief.

 	
  

 	
 FITTING OUT WORKS 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 dd.

 	
 The Tenant shall place
 a fitting out deposit of S$3,000.00 with the Landlord prior to proceeding
 with any fitting out works at the Premises any time during the Lease Term.
 The fitting out deposit shall be held by the Landlord as security for making
 good any damage to the Premises and the Building and for due compliance by
 the Tenant of the

 	
  

 	
 FITTING OUT DEPOSIT 

 


 


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 provisions of the
 Tenant’s Fitting Out Brief and the Lease. The fitting out deposit shall be
 refunded to the Tenant free of interest and less sums as are payable to the
 Landlord within one (1) month after the Tenant shall have carried out and completed
 its fitting out works in accordance with the terms set out in the Tenant’s
 Fitting Out Brief and the Lease.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 ee.

 	
 To pay for the sublet
 consent fee chargeable by the Housing & Development Board for the
 approval of this Lease.

 	
  

 	
 SUBLETTING FEE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 gg.

 	
 Without prejudice to
 rights of the Landlord at law and in equity, in the purports to terminate
 this lease for any reason prior to the expiry of the term, the landlord shall
 be entitled to receive from the tenant the amount equivalent to rent and
 service charge as if the tenant had not terminated the lease. Provided
 nothing herein shall be construed to impose or imply any obligation on the
 landlord to accept the Tenant’s purported termination of this Lease or
 unless.

 	
  

 	
 PRE-TERMINATION OF 

 LEASE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 hh.

 	
 If HDB, at any time
 before the expiry of this Lease term terminates the lease as a result of the
 Tenant’s default, the landlord shall upon the Landlord’s receipt of the HDB
 Termination Notice, give written notice to the Tenant. On (i) the expiry date
 of the HDB Termination Notice or (ii) two (2) months from the date of notice,
 whichever date is the earliest, the Term and this lease will end without
 affecting the rights of the Landlord against the Tenant for any previous
 default by the Tenant arising out of or in connection with this Lease, and
 without HDB or the Landlord being liable for any inconvenience, loss, damage,
 cost, expense or compensation in connection with the termination of this
 lease.

 	
  

 	
 TERMINATION BY HDB 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 3.

 	
 The Landlord hereby
 agrees with the Tenant as follows:

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 To pay all rates,
 taxes, maintenance charges and any surcharges thereon, assessments and
 outgoing (except as otherwise provided in this Agreement) which are or may
 hereafter be charged or imposed on the said premises including any surcharges
 payable thereon.

 	
  

 	
 PAYMENT OF TAXES 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 To insure the said
 premises against loss or damage by fire and to pay

 	
  

 	
 INSURANCE 

 



 

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 all premium thereon.

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 To maintain the
 structural condition of the said premises including sanitary pipes and to
 keep the roof of the said premises in good and tenantable repair and
 condition.

 	
  

 	
 STRUCTURAL 

 MAINTENANCE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 That the Tenant paying
 the rent hereby reserved, observing and performing the several conditions,
 covenants and stipulations on the Tenant’s part herein contained shall
 peaceably hold and enjoy the said premises during this tenancy without any
 interruption by the Landlord or any person rightfully claiming under or in
 trust for the Landlord.

 	
  

 	
 QUIET POSSESSION / 

 ENJOYMENT 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 To provide by all
 reasonable means of central air-conditioning (excluding Tenant’s own
 air-conditioning equipment) for the hours of 0800 to 1800 from Mondays to
 Fridays only except on Public Holidays and from 0800 to 1300 on Saturdays
 only except on Public Holidays. If requested by Tenant, the operating hours
 can be extended at a rate chargeable to the Tenant.

 	
  

 	
 PROVISION OF 

 CENTRAL AIR-

 CONDITIONING 

 
	
  

 	
 

 	
  

 	
  

 
	
 4.

 	
Provided always and it
 is expressly agreed as follows:

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 If the rent hereby
 reserved shall not be paid for seven (7) days after its due, a written notice
 shall be issued. In the event the rent remains unpaid for twenty one (21)
 days from the date of written notice or if there shall be a breach of any of
 the conditions, covenants or stipulations on the part of the Tenant herein
 contained, the Landlord shall be entitled to re-enter upon the said premises
 and thereupon this tenancy shall immediately absolutely determine but without
 prejudice to any right of action of the Landlord for damage or otherwise in
 respect of any such breach or any antecedent breach.

 	
  

 	
 DEFAULT OF TENANT 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 In the event the rent
 remaining unpaid seven (7) days after becoming payable (whether formally
 demanded or not), it shall be lawful for the Landlord to claim interest at
 ten percent (10%) per annum on the amount unpaid calculated from after the
 date due to the date of actual payment.

 	
  

 	
 RENT IN ARREARS 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 The Landlord shall not
 be liable to the Tenant or the Tenant’s servants or agents or other persons
 in the said premises or persons calling upon the Tenant for any accidents
 happening, injury suffers damage to or loss of any chattel property sustained
 on the said premises.

 	
  

 	
 LIMITED LIABILITY OF 

 LANDLORD 

 


 


11








	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 In
 case the said premises or any part thereof shall at any time during this tenancy be
 destroyed or damaged by fire lightning riot explosion or any other cause beyond
 the control of the parties hereto so as to be unfit for occupation and use, then and in every
 such case (unless the insurance money shall be wholly or partially
 irrecoverable by reason solely or in part of any act, default, neglect or
 omission of the Tenant or any of their servants agents occupiers guests or
 visitors), the rent hereby reserved or a just and fair proportion thereof according to the
 nature and extent
 of the destruction or damage sustained shall be suspended and cease to be payable in respect
 of any period while the said premises shall continue to be unfit for occupation
 and use by reason
 of such destruction or damage.

 	
  

 	
 UNTENANTABILITY
 

 LEADING
 TO 

 SUSPENSION OF
 RENT 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 In
 case the said premises shall be destroyed or damaged as aforesaid, either party shall be at
 liberty by notice in writing to the other determine this tenancy, and upon such notice
 being given, this tenancy or the balance thereof shall absolutely cease and
 determine and the deposit paid hereunder together with a reasonable proportion of such
 advance rent as
 has been paid hereunder, where applicable, shall be refunded to the Tenant
 forthwith but without prejudice to any right of action of either party
 in respect of any antecedent breach of this Agreement by the other.

 	
  

 	
 UNTENANTABILITY
 

 LEADING TO 

 TERMINATION OF
 

 LEASE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 The Landlord shall on the
 written request of the Tenant made not less than three (3) months
 before the date of expiry of this tenancy, and if there shall not at the
 time of such request be any existing breach or any non-observance of any of the conditions,
 covenants or stipulations on the part of the Tenant herein contained, allow the Tenant to negotiate for a renewal tenancy of the said premises for a
 new term from the date of expiry of this tenancy at a
 rent to be agreed based on the prevailing market rent and agree to the new terms
 and conditions of the lease with the party who will be the Landlord on 25 July 2013.

 	
  

 	
 RENEWAL
 CLAUSE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (g)

 	
 The
 Tenant shall be allocated seven (7)
 car parking lots without charge. Subject to availability, any additional lots
 shall be charged at a rate of S$100.00 per lot per month, subject to
 applicable GST. Subject to availability, in respect of any allocation by the
 Landlord to the Tenant of car parking and lorry parking lots and loading / unloading
 areas, the Landlord reserves the right to
 revise the allocation of number of lots and the charges from time to time at
 their total discretion.

 	
  

 	
 CAR
 PARKING / 

 LORRY PARKING & 

 LOADING / 

 UNLOADING AREAS
 

 



 


12









 


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (h)

 	
 Any notice served under or
 in any way in connection with this Agreement shall be sufficiently served on
 the Tenant if left at the said premises or delivered to the Tenant personally
 or sent to the Tenant at the said premises by registered post and shall be
 sufficiently served on the Landlord if delivered to the Landlord personally
 or sent to the abovementioned address by registered post. Any notice sent by
 registered post shall be deemed to be given at the time when in due course of
 post it would be delivered at the address to which it is sent.

 	
  

 	
 NOTICE 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (i)

 	
 The waiver by either party
 of a breach of default of any of the provisions in this Agreement shall not
 be construed as a waiver of any succeeding breach of the same or other
 provisions nor any delay or omission on the part of either party to exercise
 or avail itself of any right that it has or may have herein, operates as a
 waiver of any breach or default of the other party.

 	
  

 	
 WAIVER OF DEFAULTS 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (J) 

 	
 The stamp duty for stamping
 this Agreement in duplicate and any legal cost shall be borne by the Tenant
 and shall be paid on the date of signing of this Agreement.

 	
  

 	
 STAMP DUTY & LEGAL COST

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (k)

 	
 This Agreement shall be
 subject to the laws of the Republic of Singapore.

 	
  

 	
 GOVERNING LAW

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 IN WITNESS WHEREOF the
 parties have hereunto set their hands the day and year first above written.

 






	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 SIGNED by the Landlord

 (With Company stamp affixed where applicable)
Name: Seizaburo Kawaguchi, CEO

 	
 )
)
)

 	
 

 	
  

 	
 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 In the
 presence of:

 	
 )

 	
 

 	
  

 	
  

 
	
  

 	
 Name: Lee Choi Yin, Senior Finance Manager

 	
 )

 	
  

 	
  

 
	
  

 	
  

 	
 )

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 SIGNED by the Tenant
(With Company stamp affixed where applicable)
Name: Dennis Rutherford, VP Sales & Marketing

 	
 )
)
)

 	
 

 	
  

 	
 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 In the presence of:

 	
 )

 	
  

 
	
  

 	
 Name: Chen Chuanqi, Director of Engineering &
 Operations

 	
 )
)

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 




13














Application for Subletting


Please complete the Application Form
and submit it with the necessary documents 


	
  

 
	
 Important Note 

 






	
  

 	
  

 
	
 1.

 	
 All subletting applications/renewals should be
 submitted 2 weeks before subletting term commencement date together with the subtenant’s
 ACRA printout, subtenancy agreement and PDD clearance, if required.

 
	
  

 	
  

 
	
 2.

 	
 All reference to “Landlord” in this application form
 shall refer to RBC Dexia Trust Services Singapore Limited as trustee of Cambridge Industrial
 Trust.

 
	
  

 	
  

 
	
 3.

 	
 All reference to “JTC” in this application form
 shall refer to JTC Corporation and all reference to “HDB” shall refer to
 Housing and Development Board.

 






	
  

 
	
 Part A - Declaration by Tenant and
 Subtenant

 





	
  

 
	
 By
 Tenant and Subtenant

 



In consideration of you applying to JTC/HDB for their
approval of the subletting arrangement(s) in respect of the property and giving
certain declarations and undertakings to JTC/HDB in connection with such
application(s), each of us hereby jointly, severally, irrevocably and
unconditionally:



	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Declare that all the information stated in this form
 is complete, true, and accurate in all respects, and that we shall forthwith
 disclose to you in writing any fact, matter or circumstance, which may render
 any such information incomplete, untrue, inaccurate or misleading in any
 respect. For the avoidance of doubt, we agree and acknowledge that you are
 under no obligation whatsoever to ascertain or verify the completeness, truth
 or accuracy of the information, and that you are reliant on us for the
 provision of the information and the completeness, truth and accuracy in
 respect thereof without further query or verification.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Undertake to comply and/or or procure compliance by
 the subtenants (as the case may be) of all the terms and conditions for
 subletting as may be set or prescribed by JTC/HDB from time to time (the
 “JTC/HDB Terms and Conditions”); and fully indemnify and/or hold you harmless
 against all proceedings, costs (including all legal costs whatsoever),
 expenses, claims, actions, demands, losses, damages, penalties and
 liabilities arising or which may arise out of or in relation to or in
 connection with or by reason of, whether directly or indirectly, the
 incompleteness, inaccuracy or otherwise of the information, and the failure
 by you and/or any subtenant to comply with the JTC/HDB Terms and Conditions.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Undertake to ensure that all government agency
 clearances in relation or incidental to or in connection with the subtenants’
 operations are obtained prior to the commencement of such operations.

 





	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 For and on behalf of 

 (Tenant’s name)

 	
 Nidec Component

 Technology Co., Ltd

 	
  

 	
  

 	
  

 	
 For and on behalf of 

 (Subtenant’s name) 

 	
 CyberOptics (S)

 Pte Ltd.

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Name of Applicant

 	
 James Pang Joo Tzuan

 	
  

 	
  

 	
  

 	
 Name of Applicant 

 	
 Dennis Rutherford

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Signature / Date

 	
   27/9/10  

 	
  

 	
  

 	
  

 	
 Signature / Date 

 	
   12/10/2010  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Designation/ 

 Company’s Stamp

 	
 Manager,

 General Affairs

 	
  

 	
  

 	
  

 	
 Designation/ 

 Company’s Stamp 

 	
 VP Sales & Mktg

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 














	
  

 	
  

 	
  

 
	
   Part B - Subletting Details (To be completed by the Tenant) 

 	
  

 
	
   Particulars of Tenant 

 	
  

 	
  

 






	
  

 	
  

 
	
   Company
 Name

 	
 Nidec
 Component Technology Co., Ltd

 






	
  

 	
  

 	
  

 
	
   Allocation
 Number

 	
  

 	
   Product Type
  (e.g.
 Land or multi-tenanted)

 






	
  

 	
  

 
	
   Site
 Address        21 Ubi Road 1

 






	
  

 	
  

 
	
   Land
 Area

 	
 sqm

 






	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
   Gross
  sqm

 	
 Floor
202770 sf

 	
 Area

 	
 (GFA)
(18886.92 sqm)

 	
  

 	
   Maximum
 Sublet Area (% of GFA)

 	
 %

 






	
  

 	
  

 	
  

 
	
   Particulars of Subtenant 

 	
  

 	
  

 






	
  

 	
  

 	
  

 
	
   New
 Subtenant?

 	
 O Yes

 	
 Æ No

 






	
  

 	
  

 
	
   Subtenant
 Name

 	
 CyberOptics
 (Singapore) Private Limited

 
	
  

 	
  

 
	
   Contact
 Person

 	
 Dennis
 Rutherford

 
	
  

 	
  

 
	
   Contact
 Address

 	
 21 Ubi Road
 1, # 02-01 S 408724

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
   Contact
 Telephone

 	
 67443021

 	
  

 	
   Contact
 Facsimile

 	
 68445331

 






	
  

 	
  

 
	
   Contact
 Email

 	
 drutherford@cyberoptics.com

 
	
  

 	
  

 
	
   Subtenant
 Usage

 	
 For high
 tech inspection of automated optical inspection system equipment, research
 development and final assembly only.

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
   Is
 subtenant a joint venture company?

 	
  

 	
  

 	
   Is
 subtenant operating in the

 	
  

 
	
   (if
 yes, pls provide supporting

 	
 O Yes Æ No

 	
  

 	
   form
 of a sole proprietorship

 	
 O Yes Æ No

 
	
   documents
 on joint venture)

 	
  

 	
  

 	
   or
 a partnership?

 	
  

 






	
  

 	
  

 	
  

 
	
   Sublet
 start date       15th May 2011

 	
  

 	
   Sublet
 end date       24th July 2013

 






	
  

 	
  

 	
  

 	
  

 
	
   Sublet
 GFA:

 	
 a)
 Predominant use (e.g. production/servicing):

 	
 1114.8 

 	
 sqm

 
	
  

 	
 b)
 Supporting use (e.g. ancillary office, showroom):

 	
 743.2

 	
 sqm

 
	
  

 	
 Total sublet
 GFA

 	
 1858 

 	
 sqm

 






	
  

 	
  

 	
  

 
	
   Sublet
 Rent Collected       $38,000 X 12

 	
 $     456,000

 	
 per annum

 
	
  

 	
  

 	
  

 
	
   Charges
 for furniture and other services rendered

 	
 $     NA

 	
 per annum

 






	
  

 
	
   Percentage
 of Shareholding relationship between lessee/tenant and subtenant (if any)?
       NA      %

 






	
  

 	
  

 
	
 CITM-AssetManagement-160806

 	
 Page 2 of 3

 












	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Part C - Subletting Checklist

 	
  

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
 1.

 	
  

 	
  

 	
 Æ Yes  O No  O NA

 	
  

 
	
  

 	
  

 	
 Has PDD clearance been obtained for the proposed
 subtenant’s usage ?

 (Please tick NA if the subtenant’s usage falls under Annex D in JTC/HDB’s

 Subletting 

 Handbook)

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For Business Parks Premises

 	
  

 	
  

 
	
 2.

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Is the subtenant’s usage within the
 list of allowable activities of

 Business Parks in Annex C in JTC/HDB’s Subletting Handbook?

 (Please tick NA if you are not in JTC/HDB’s Business Parks Premises)

 	




 O Yes  O No  Æ  NA

 	
  

 
	
  

 	
  

 	
 

 	
 

 	
 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For subletting to Third Party
 Logistics Warehousing activities

 	
  

 	
  

 
	
 3.

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 If you are subletting to third party
 logistics warehousing activities, are you 

 currently permitted to

 use the premises for third-party
 warehousing?

 (Please tick NA if you are not subletting to
 third party logistic warehouse activities)

 	
 O Yes  O No  Æ  NA

 	
  

 
	
  

 	
  

 	
 

 	
 

 	
 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 4.

 	
  

 	
 Do you and your subtenant comply with
 the Urban Redevelopment Authority’s 60:40 rule? 

 	



 Æ Yes  O No

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Note: If
 the answer is ‘No’ to Q2, please note that a PDD clearance must be obtained first.

 






	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Part D - Mode of Payment

 	
  

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 A monthly subletting fee shall be
 payable to JTC/HDB by the Landlord upon JTC’s/HDB’s approval of this application.
 This monthly subletting fee will be reimbursed by the tenant to the Landlord
 together with the monthly rent via Interbank GIRO (IBG).

 






	
  

 	
  

 
	
 CITM-AssetManagement-160806

 	
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