<PAGE>

                                                                    EXHIBIT 10.3

                                                                  EXECUTION COPY

                             DATED 12 FEBRUARY 2003

                        CHINA-SINGAPORE SUZHOU INDUSTRIAL
                            PARK DEVELOPMENT CO. LTD.

                                       AND

                       MAXTOR TECHNOLOGY (SUZHOU) CO. LTD.

                       ----------------------------------

                       CONTRACT FOR TRANSFER OF THE RIGHT
                        TO THE USE OF LAND IN RESPECT OF
                        222,700.82 SQUARE METERS OF LAND
                          LOCATED AT SU HONG DONG ROAD,
                             SUZHOU INDUSTRIAL PARK

                       ----------------------------------

                              CONTRACT NO.: 110200

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                                TABLE OF CONTENTS

<TABLE>
<S>             <C>                                                          <C>
CHAPTER 1       AREA, LOCATION, TENURE AND USE OF THE LAND PARCEL            1-2

CHAPTER 2       LAND TRANSFER PRICE AND METHOD OF PAYMENT                    2-3

CHAPTER 3       MATTERS RELATING TO TRANSFER AND REGISTRATION                3

CHAPTER 4       WARRANTIES AND INDEMNITIES                                   4

CHAPTER 5       LAND USE CONDITIONS                                          4

CHAPTER 6       INFRASTRUCTURE AND UTILITIES                                 4-5

CHAPTER 7       FORCE MAJEURE                                                5-6

CHAPTER 8       TERMINATION                                                  6-7

CHAPTER 9       LIQUIDATION                                                  7

CHAPTER 10      NOTICES                                                      7-8

CHAPTER 11      APPLICABLE LAW AND DISPUTE RESOLUTION                        8

CHAPTER 12      EFFECTIVENESS OF CONTRACT AND OTHER MATTERS                  9

ANNEXURE 1      LAND SURVEY PLAN FOR THE LAND PARCEL                         11

ANNEXURE 2      THE WARRANTIES                                               12-14
</TABLE>

<PAGE>

THIS CONTRACT is made on 12 February 2003:

BETWEEN:

THE TRANSFEROR           :       CHINA-SINGAPORE SUZHOU INDUSTRIAL PARK
                                 DEVELOPMENT CO. LTD. ("PARTY A")

Legal Address            :       12th Floor, International Building
                                 No.2 Suhua Road
                                 Suzhou Industrial Park
                                 The Municipality of Suzhou
                                 The Province of Jiangsu
                                 The People's of Republic of China

Legal Representative     :       Name        :  Yang Wei Ze
                                 Position    :  Chairman
                                 Nationality :  Chinese Citizen

AND

THE TRANSFEREE           :       MAXTOR TECHNOLOGY (SUZHOU) CO. LTD. ("PARTY B")

Legal Address            :       Su Hong Dong Road, Suzhou Industrial Park,
                                 Suzhou, Jiangsu Province, the People's Republic
                                 of China (the "PRC")

Legal Representative     :       Name        :  Teh Kee Hong
                                 Position    :  Chairman
                                 Nationality :  Malaysian

WHEREAS

(A)      On 2nd January 2003, Party A and the Land Administration Bureau of
         Suzhou Industrial Park (the "LAB") entered into a "Contract for the
         Grant of the Right to the Use of State-owned Land in the Suzhou
         Industrial Park"(Contract Reference Number: Suzhou Industrial Park
         Assignment No. 63 of 2002) (the "LAND GRANT CONTRACT"), pursuant to
         which the LAB granted to Party A the right to use the plot of land as
         defined in Article 2 of this Contract (the "LAND PARCEL") for
         industrial purposes for a term of fifty (50) years. Party A has paid
         the land grant premium (the "LAND GRANT PREMIUM") and all applicable
         taxes and fees in accordance with Articles 12, 13, 16 and 17 of the
         Land Grant Contract in full and Party A has been registered as the
         owner of the land use rights over the Land Parcel as evidenced by a
         State-owned Land Use Rights Certificate dated 20 January 2003
         (Certificate Number: su gong yuan guo yong (2003) No. 014).

(B)      Pursuant to the "Interim Regulation of the People's Republic of China
         Concerning the Assignment and Transfer of the Right to the Use of
         State-Owned Land in Urban Areas" (the "INTERIM REGULATIONS"), the
         "Interim Measures of the Administration of Foreign-Invested Development
         and Management of Tracts of Land" (the "INTERIM MEASURES"), the "Law of
         the People's Republic of China on the Administration of Urban Real
         Property" (the "ADMINISTRATION LAW"), and other relevant national and
         local stipulations, Party A and Party B have, through friendly
         negotiations, reached a mutual understanding with regard to the
         transfer of the right of the use of the Land Parcel and hereby agree to
         enter into this contract (this "CONTRACT").

CHAPTER 1         AREA, LOCATION, TENURE AND USE OF THE LAND PARCEL

ARTICLE 1         The area of the Land Parcel is 222,700.82 square meters, which
                  has been duly surveyed by the competent authority and accepted
                  by Party A and Party B as final and official.

ARTICLE 2         The Land Parcel identified as Plot No. 81015 is located to the
                  north of Su Hong Dong Road,

<PAGE>

                  Suzhou Industrial Park, Suzhou, Jiangsu Province, the PRC.
                  Details of the Land Parcel are set out in the Land Survey Plan
                  for the Land Parcel attached as Annexure 1 to this Contract.

ARTICLE 3         The tenure of the Land Parcel shall be the remainder of the
                  fifty (50)-year term from 20 January 2003 to 19 January 2053.

ARTICLE 4         Party B shall only use the Land Parcel for industrial
                  purposes. If Party B wishes to change the use of the Land
                  Parcel during the tenure, Party B shall obtain the prior
                  approval of the Suzhou Industrial Park Planning and
                  Construction Bureau, the LAB (both under the Suzhou Industrial
                  Park Administrative Committee ("SIPAC")) and any other
                  relevant PRC governmental authorities and shall complete the
                  formalities for examination and approval in accordance with
                  the relevant stipulations.

CHAPTER 2         LAND TRANSFER PRICE AND METHOD OF PAYMENT

ARTICLE 5         Party A and Party B hereby agree that the purchase price for
                  the right to the use of the Land Parcel (the "LAND TRANSFER
                  PRICE") shall be United States Dollars Six (US$6) per square
                  meter totalling United States Dollars One Million Three
                  Hundred Thirty Six Thousand Two Hundred and Four and Cents
                  Ninety Two (US$1,336,204.92). Party B shall pay to Party A the
                  Land Transfer Price in accordance with the provisions in
                  Article 6 and Article 7 of this Contract.

ARTICLE 6         PAYMENT TIME AND MANNER

                  6.1      The Land Transfer Price shall be paid by Party B to
                           Party A by installments at the following times:-

                           (a)      within ten (10) days from the date of
                                    signing of this Contract, a sum equal to
                                    thirty per cent (30%) of the Land Transfer
                                    Price (it being agreed that Party A has
                                    received in Singapore a sum equal to ten per
                                    cent (10%) of the Land Transfer Price as
                                    deposit prior to the date of this Contract,
                                    which sum shall be refunded in full to the
                                    payor in Singapore simultaneously with
                                    payment of the Land Transfer Price by Party
                                    B on the due date);

                           (b)      within thirty (30) days from the date of
                                    signing of this Contract, a sum equal to
                                    fifty (50%) of the Land Transfer Price; and

                           (c)      within sixty (60) days from the date of
                                    signing this Contract, , a sum equal to the
                                    remaining twenty per cent (20%) of the Land
                                    Transfer Price.

                  6.2      Party B shall make payment of the Land Transfer Price
                           in Renminbi. The exchange rate between Renminbi and
                           United States Dollars shall be based on the middle
                           rate of exchange between United States Dollars and
                           Renminbi quoted by the Bank of China, Suzhou Branch
                           on the date of actual receipt, and if no such rate is
                           available then on the first succeeding date on which
                           such rate is quoted. The difference between the
                           amount due and the amount deemed received using the
                           aforesaid exchange rate shall be paid by Party A to
                           Party B (in the case of a surplus) or vice versa (in
                           the case of a shortfall), as the case may be, within
                           seven (7) days from the date of conversion.

                  6.3      If the due date for any payment falls on a Saturday,
                           Sunday or public holiday in the PRC, that date shall
                           be extended to the next succeeding day which is not a
                           Saturday, Sunday or public holiday in the PRC.

ARTICLE 7         If Party B delays in payment or otherwise fails to pay any
                  monies due to Party A in accordance with the provisions of
                  this Contract, interest shall accrue on such unpaid monies
                  from the payment due date up to but excluding the date of
                  actual payment, and the interest shall be calculated day to
                  day at the rate of the one-year term loan interest rate
                  published by

                                        2

<PAGE>

                  the Bank of China from time to time plus two (2) percentage
                  points.

ARTICLE 8         If Party B fails to pay to Party A the Land Transfer Price and
                  interest (if any) in accordance with Articles 5, 6 and 7 of
                  this Contact, and Party B, within two (2) weeks from receiving
                  a written notice from Party A, still fails to pay the due
                  monies, Party A shall be entitled to proceed with the
                  following actions:

                  (a)      unilaterally terminate this Contract by giving notice
                           in writing to Party B; and

                  (b)      resell or otherwise dispose of or deal with the right
                           to the use of the Land Parcel as it shall deem fit.

CHAPTER 3         MATTERS RELATING TO TRANSFER AND REGISTRATION

ARTICLE 9         Party A shall transfer the right to the use of the Land Parcel
                  to Party B in accordance with the provisions of this Contract
                  and applicable PRC laws and regulations.

ARTICLE 10        Party B shall have the full right of access to the Land
                  Parcel, including the right to enter into, use, and commence
                  the construction of structures, facilities and other works on
                  the Land Parcel, upon Party B's payment in full of the amounts
                  due to Party A pursuant to Article 6.1(a) of this Contract.
                  Title to all such structures, facilities and other works shall
                  vest in Party B at every stage of their construction.

ARTICLE 11        (a)      Party A and Party B shall, within thirty (30) days of
                           the date of this Contract, jointly procure the
                           submission of this Contract to the relevant
                           authorities for examination and notarisation (if
                           required by PRC laws and regulations).

                  (b)      Party A shall, within thirty (30) days of Party B's
                           payment of the Land Transfer Price in full to Party
                           A, do all such things and sign all such documents as
                           may be necessary or appropriate to effectuate the
                           transfer of the right to the Land Parcel to Party B
                           (including, without limitation, procuring the
                           registration of Party B by LAB as the owner of the
                           land use rights over the Land Parcel and the issuance
                           of a State-owned Land Use Rights Certificate (the
                           "TITLE DOCUMENT") by the competent authorities to
                           Party B within such thirty (30)-day period).

ARTICLE 12        The right to the sole use of the Land Parcel shall be deemed
                  to be transferred to Party B on the date of issue of the Title
                  Document to Party B.

ARTICLE 13        With the exception of land appreciation tax applicable to the
                  Land Parcel (if any) and business tax payable by Party A for
                  the transfer by Party A of the right to the use of the Land
                  Parcel to Party B, Party B shall bear all relevant taxes, fees
                  and charges relating to the transfer of the right to the use
                  of the Land Parcel, including but not limited to deed tax
                  (unless otherwise exempted), pegging and survey fees and stamp
                  duty in accordance with relevant PRC laws and regulations. As
                  from the date of issue of the Title Document, Party B shall
                  bear all taxes and outgoings relating to the Land Parcel.

ARTICLE 14        Upon the issue of the Title Document to Party B, the rights,
                  interest and obligations (other than the obligations of Party
                  A to pay any Land Grant Premium and any taxes and fees
                  relating to the execution and performance of the Land Grant
                  Contract) set out in the Land Grant Contract shall also be
                  transferred to and borne by Party B.

ARTICLE 15        In the event that Party B desires to continue the use of the
                  Land Parcel upon the expiration of the tenure of the use of
                  the Land Parcel, Party B shall, no later than six (6) months
                  before the expiration of such tenure, submit to the competent
                  land authorities an application for the extension of such
                  tenure in compliance with the relevant stipulations, and shall
                  enter into a new contract relating to the use of the Land
                  Parcel through negotiation in accordance with the land grant
                  price at that time.

                                        3

<PAGE>

CHAPTER 4 WARRANTIES AND INDEMNITIES

ARTICLE 16        16.1     Party A warrants and undertakes to Party B in the
                           terms set out in Annexure 2 to this Contract as of
                           the date of this Contract and the date when the
                           transfer of the right to use the Land Parcel to Party
                           B is effected respectively.

                  16.2     Each of the warranties set out in Annexure 2 to this
                           Contract (the "WARRANTIES") shall be separate and
                           independent and, save as expressly provided, shall
                           not be limited by reference to any other Warranty or
                           anything else in this Contract.

                  16.3     Without restricting the rights of Party B or the
                           ability of Party B to claim damages on any basis, in
                           the event that any of the Warranties is breached or
                           proves to be untrue or misleading, Party A shall pay
                           to Party B upon demand:

                           (a)      the amount necessary to put Party B into the
                                    position which would have existed if the
                                    relevant Warranty or Warranties had not been
                                    breached and had been true and not
                                    misleading; and

                           (b)      all costs and expenses incurred by Party B,
                                    directly or indirectly, including legal
                                    fees, as a result of such breach.

                  16.4     Party A acknowledges and agrees that Party B has
                           entered into this Contract in reliance on, inter
                           alia, the Warranties.

                  16.5     Party A undertakes to indemnify and keep indemnified
                           Party B against any direct loss or liability suffered
                           by Party B as a result of any breach of any of the
                           Warranties.

CHAPTER 5         LAND USE CONDITIONS

ARTICLE 17        Party B shall use the Land Parcel only in accordance with the
                  land use conditions set out in Annexure 2 to the Land Grant
                  Contract.

ARTICLE 18        Party B shall erect information signboards on the Land Parcel
                  after the signing of this Contract in compliance with the
                  unified specifications (a copy of which has been provided by
                  Party A to Party B).

CHAPTER 6         INFRASTRUCTURE AND UTILITIES

ARTICLE 19        Party A shall procure:

                  (a)      before 15 April 2003, the installation by the
                           relevant SIP power authorities of an electricity
                           switching station in the vicinity of the Land Parcel
                           for the supply of electricity to the Land Parcel; and

                  (b)      the installation by the relevant SIP authorities of
                           the following utilities (the "UTILITIES") to the
                           boundary of the Land Parcel at no charge to Party B:-

                           (i)      before 30 September 2003, one 20KV ring
                                    circuit power line;

                           (ii)     before 15 April 2003, a water supply with a
                                    capacity of at least 1,000 cubic meters per
                                    day;

                           (iii)    before 15 April 2003, sewage disposal and
                                    drainage facilities with a capacity of at
                                    least 800 cubic meters per day;

                           (iv)     before 30 September 2003, a steam supply
                                    with a capacity of at least 2,800

                                        4

<PAGE>

                                    cubic meters per month;

                           (v)      before 15 April 2003, fibre optic
                                    telecommunication lines as provided by the
                                    relevant telecommunication operators to
                                    public users of similar nature and size
                                    within the Suzhou Industrial Park; and

                           (vi)     before 15 April 2003, a liquified petroleum
                                    gas supply with a capacity of at least 1,000
                                    cubic metres per day.

ARTICLE 20        (a)      Before 30 June 2003, Party A:

                           (i)      shall provide a public main road to the
                                    boundary of the Land Parcel and shall
                                    construct an ingress and egress access (the
                                    "ACCESS") as approved by SIPAC, including a
                                    bridge crossing the Lou Xie Canal, to the
                                    western boundary of the Land Parcel, which
                                    shall have a width of not less than 22
                                    meters and can be used by trailers with a
                                    weight of not more than 120 metric tonnes
                                    and motor vehicles with a weight of not more
                                    than 55 metric tonnes, at no charge to Party
                                    B; and

                           (ii)     shall use its best efforts to assist Party B
                                    to construct an additional ingress and
                                    egress access with a width of not less than
                                    7.5 meters from Su Hong Dong Road to the
                                    southern boundary of the Land Parcel at
                                    Party B's own cost, which may be used only
                                    with the permission of the customs
                                    authorities.

                  (b)      Party A shall construct and maintain the Access using
                           materials and workmanship of appropriate quality and
                           standards so as not to cause any damage to the public
                           basic infrastructure.

ARTICLE 21        Party B shall at its own cost and expense apply to the
                  relevant authorities and accept the examination in accordance
                  with the stipulations set by such authorities for the
                  installation of the Utilities from the boundary of the Land
                  Parcel to designated points located within the Land Parcel.

ARTICLE 22        Party B shall be responsible for all relevant fees and charges
                  relating to the installation of the Utilities within the Land
                  Parcel and the usage of the Utilities by Party B.

CHARTER 7         FORCE MAJEURE

ARTICLE 23        No Party shall be considered to be in breach of this Contract
                  and therefore be liable for any loss or damage caused by any
                  delay in the performance or non-observance of any of its
                  obligations under this Contract when the same is occasioned by
                  an "Event of Force Majeure" - that is to say any of the
                  following events which is not reasonably foreseeable,
                  controllable and surmountable by the affected Party and which
                  directly or indirectly prevents or impedes the due performance
                  of this Contract:

                  (a)      war or hostilities; and

                  (b)      Acts of God such as earthquake, flood, typhoon, fire
                           or other natural disaster.

ARTICLE 24        A certificate or confirmation issued by the relevant
                  administrative department of the Suzhou Municipal Government
                  or a non-governmental authoritative organisation in the PRC
                  shall be accepted by the Parties as proof that the said Event
                  of Force Majeure has occurred.

ARTICLE 25        Should any such Event of Force Majeure occur the affected
                  party shall notify the other Party in writing within fifteen
                  (15) days and shall use its reasonable endeavours to resume
                  prompt performance as soon as such Event of Force Majeure
                  shall have ceased, and the time for any

                                        5

<PAGE>

                  such Party's performance shall be extended for a period equal
                  to the time lost by reason of the delay which shall be
                  remedied with all due despatch in the circumstances.

ARTICLE 26        The respective obligations of the Parties hereto under this
                  Contract shall be suspended during the continuance of any of
                  the aforesaid events and neither Party shall claim from the
                  other Party any damages, compensation or for loss of any kind
                  whatsoever arising from or attributable whether directly or
                  indirectly to the occurrence of any of the aforesaid event.
                  However, either Party hereto shall have the right to terminate
                  this Contract by notice to the other Party and therefore be
                  free from all the obligations under this Contract if any of
                  the aforesaid events shall continue beyond a period of ninety
                  (90) days; provided that Party A shall forthwith upon such
                  termination refund to Party B all sums paid by Party B to
                  Party A under this Contract.

CHAPTER 8         TERMINATION

ARTICLE 27        Without prejudice to the right of Party B to terminate this
                  Contract under Article 26, Party B may forthwith terminate
                  this Contract by notice in writing to Party A if:

                  (a)      for any reason whatsoever (other than a breach by
                           Party B of its obligations under this Contract) the
                           competent authorities have not issued the Title
                           Document in respect of the whole of the Land Parcel
                           to Party B within thirty (30) days after Party B has
                           paid the Land Transfer Price in full to Party A; or

                  (b)      the General Administration of Customs or its duly
                           authorized designate do not confirm their acceptance
                           of phase 2 of the Suzhou Industrial Park Export
                           Processing Zone of which the Land Parcel forms part
                           as forming an operational part of the Suzhou
                           Industrial Park Export Processing Zone on or before
                           31 October 2003; or

                  (c)      if any of the Warranties shall have been breached or
                           proved to be untrue or misleading.

ARTICLE 28        Upon the termination of this Contract under Article 27:

                  (a)      this Contract (other than Articles 28, 29, 30, 31,
                           32, 33, 34, 35, 38, 39 and 40, which shall survive
                           the termination of this Contract and remain in full
                           force and effect) shall become null and void and of
                           no further effect; and

                  (b)      Party A shall forthwith pay to Party B in immediately
                           available funds a sum equal to the aggregate of:

                           (i)      all amounts paid by Party B to Party A under
                                    this Contract; and

                           (ii)     all taxes, fees and other expenses paid or
                                    incurred by Party B in connection with the
                                    transfer of the Land Parcel contemplated
                                    under this Contract; and

                  (c)      any structures, facilities and other works then
                           existing on the Land Parcel shall be dealt with under
                           a separate agreement to be entered into between Party
                           A and Party B.

ARTICLE 29        If the event set out in Article 27(b) or (c) of this Contract
                  occurs at any time after the issue of the Title Document to
                  Party B, Party B shall have the option to sell the right to
                  use the Land Parcel back to Party A by giving a notice in
                  writing to Party A stating its decision to exercise its right
                  under this Article 29. Within seven (7) days of the date of
                  such notice, Party A shall pay to Party B in immediately
                  available funds a sum equal to the aggregate of:

                  (a)      all amounts paid by Party B to Party A under this
                           Contract; and

                                        6

<PAGE>

                  (b)      all taxes, fees and expenses paid or incurred by
                           Party B in connection with the transfer of the Land
                           Parcel contemplated under this Contract.

                  Subject to the performance by Party A of its obligations under
                  the preceding paragraph, Party B shall do all such things and
                  sign all such documents as may be necessary to effectuate a
                  transfer of the right to use the Land Parcel back to Party A
                  without liability to Party B. All taxes, fees and expenses
                  relating to such transfer shall be borne by Party A. Any
                  structures, facilities and other works then existing on the
                  Land Parcel shall be dealt with under a separate agreement to
                  be entered into between Party A and Party B.

CHAPTER 9         LIQUIDATION

ARTICLE 30        In the event that (a) this Contract is terminated pursuant to
                  Article 27 of this Contract, or the Land Parcel is sold back
                  to Party A pursuant to Article 29 of this Contract, and (b)
                  Party B determines that it shall cease its investment
                  activities and be liquidated, then Party A shall use its best
                  efforts to assist Party B to complete its liquidation and
                  repatriate its surplus assets (if any) as soon as reasonably
                  practicable and, in any event, within nine (9) months of the
                  commencement of the liquidation.

CHAPTER 10        NOTICES

ARTICLE 31        Notices to Party A and Party B shall be issued to their
                  respective addresses or fax numbers as follows:

                  If to Party A:

                  To                 :      China-Singapore Suzhou Industrial
                                            Park Development Co. Ltd.

                  Recipient          :      Chief Executive Officer

                  Correspondence     :      12th Floor, International Building
                  Address                   No.2 Suhua Road
                                            Suzhou Industrial Park
                                            The Municipality of Suzhou
                                            The Province of Jiangsu
                                            The People's of Republic of China

                  Fax Number         :      512-62881297

                  If to Party B:

                  To                 :      Maxtor Technology (Suzhou) Co. Ltd.

                  Recipient          :      Chairman of the Board

                  Correspondence     :      Plot No. 81015, Su Hong Dong Road
                                            Suzhou Industrial Park
                                            The Municipality of Suzhou
                                            The Province of Jiangsu
                                            The People's Republic of China

                  Fax Number         :      65-6-6480-1852

                  With copy to:

                                        7

<PAGE>

                  To                 :      c/o Maxtor Corporation

                  Recipient          :      Glenn H. Stevens, General Counsel

                  Correspondence     :      2452 Clover Basin Drive
                                            Longmont, CO 80503
                                            United States of America

                  Fax Number         :      1-303-678-3111

ARTICLE 32        If Party A or Party B wishes to change the above-mentioned
                  correspondence address or fax number, it shall inform the
                  other Party of the new correspondence address or fax number
                  two (2) days before such change.

ARTICLE 33        If the notice is sent by fax, it shall be deemed to be
                  received on the date of transmission; if the notice is sent by
                  hand, it shall be deemed to be received on the date of
                  delivery to the address stipulated; if the notice is sent by
                  registered post, it shall be deemed to be received on the
                  fourteenth (14th) day after the date of posting. In each case,
                  if the notice is received on a Saturday, Sunday or public
                  holiday, it shall be deemed to have been received on the next
                  following working day.

CHAPTER 11        APPLICABLE LAW AND DISPUTE RESOLUTION

ARTICLE 34        The formation, validity, interpretation and performance of
                  this Contract and the resolution of any dispute arising from
                  or in relation to this Contract shall be governed by the laws
                  of the PRC. In the event that there is no published and
                  publicly available laws in the PRC governing a particular
                  matter relating to this Contract, reference shall be made to
                  general international commercial practices.

ARTICLE 35        Any question, dispute or difference between the Parties
                  arising from the formation, performance or otherwise in
                  connection with this Agreement shall first be resolved through
                  amicable negotiation and friendly consultation between the
                  Parties. If no resolution is reached within ninety (90) days
                  of the notice by either Party requesting for resolution
                  through negotiation and consultation, the question, dispute or
                  difference shall be submitted to the China International
                  Economic and Trade Arbitration Commission ("CIETAC") Beijing
                  Branch in Beijing for final resolution by arbitration in
                  accordance with the rules and procedures of CIETAC
                  supplemented by the following:

                  (a)      the arbitration shall be conducted in the English and
                           Chinese languages. There shall be three (3)
                           arbitrators, all of whom shall be fluent in English
                           and Chinese and shall have experience in handling
                           cases involving land acquisition by foreign
                           investment enterprises in the PRC;

                  (b)      the English-language text and Chinese-language text
                           of this Contract shall be the reference text for the
                           arbitrators;

                  (c)      the arbitration award shall be final and binding on
                           the Parties, and the Parties agree to be bound
                           thereby and to act accordingly; and

                  (d)      the costs of the arbitration (including the
                           arbitration fees and lawyers' fees) shall be borne by
                           the losing Party.

ARTICLE 36        Party A and Party B hereby represent and warrant that each of
                  them shall carry out their respective obligations under this
                  Contract from the date on which this Contract comes into
                  effect until the full performance thereof.

                                        8

<PAGE>

CHAPTER 12        EFFECTIVENESS OF CONTRACT AND OTHER MATTERS

ARTICLE 37        This Contract shall come into effect upon signing by Party A
                  and Party B.

ARTICLE 38        The headings in this Contract are for reference only and shall
                  not be used to construe or interpret this Contract.

ARTICLE 39        This Contract is written in the Chinese and English language
                  and both language texts shall have equal validity. If there is
                  any conflict or inconsistency between the Chinese text and the
                  English text, the Chinese text shall be the governing and
                  prevailing version. Party A and Party B shall, as required by
                  SIPAC, submit the Chinese text for registration. There shall
                  be six (6) original sets of the Chinese text and four (4)
                  original sets of the English text. Party A and Party B shall
                  retain two (2) sets each comprising both the English and
                  Chinese text of this Contract, SIPAC shall retain two (2) sets
                  of the Chinese text of this Contract.

ARTICLE 40        Save that it is not inconsistent or in conflict with the
                  provisions of this Contract and the Land Grant Contract, and
                  any PRC law and regulation, Party A and Party B may enter into
                  any supplemental contract in respect of any matter for which
                  no provision or adequate provision has been made in this
                  Contract. The supplemental contract(s), the schedules and the
                  annexure to this Contract shall form part of this Contract and
                  shall have equal force and effect in law as this Contract.

            [The remainder of this page is intentionally left blank]

                                        9

<PAGE>

IN WITNESS WHEREOF the representatives of Party A and Party B have executed this
Contract on the date first written above.

CHINA-SINGAPORE SUZHOU INDUSTRIAL PARK
DEVELOPMENT CO. LTD.

By:          /s/ Yang Zhi Ping
   -------------------------------- (official seal)
Name:        Yang Zhi Ping
Position:    Legal Representative
Nationality: Chinese

MAXTOR TECHNOLOGY (SUZHOU) CO. LTD.

By:          /s/ Teh Kee Hong
   -------------------------------- (official seal)
Name:        Teh Kee Hong
Position:    Legal Representative
Nationality: Malaysian

                                       10

<PAGE>

                                   ANNEXURE 1

                      LAND SURVEY PLAN FOR THE LAND PARCEL

                                 (see attached)

                                       11

<PAGE>

                  [MAP OF LAND SURVEY PLAN FOR THE LAND PARCEL]

<PAGE>

                                   ANNEXURE 2

                                 THE WARRANTIES

1        PARTY A

1.1      Party A is a duly organised and validly existing independent legal
         person in its place of establishment and has the legal capacity to
         enter into this Contract in accordance with its business licence,
         articles of association and other relevant documents.

1.2      Party A possesses full power and authority to enter into this Contract
         and perform its obligations hereunder and has obtained all relevant
         authorisations, consents and approvals required for it to enter into
         this Contract and to transfer the land use rights over the Land Parcel
         on the terms set out herein. This Contract has been duly executed by
         the legal representative of Party A or his duly authorised
         representative. This Contract constitutes the legally valid and binding
         obligations of Party A, enforceable against Party A in accordance with
         its terms.

1.3      All obligations and conditions imposed by the LAB on Party A under the
         Land Grant Contract have been fully performed and complied with, and
         the Land Grant Premium and any applicable taxes, fees and charges
         relating to the grant of the Land Parcel to Party A under the Land
         Grant Contract have been paid in full.

1.4      All requirements and procedures in relation to the grant of the Land
         Parcel to Party A (including, without limitation, any condition
         precedent to a transfer of the land use rights over the Land Parcel)
         under the Land Grant Contract have been complied with in accordance
         with the relevant PRC laws and regulations.

1.5      Party A has a good, valid and transferrable title to the land use
         rights over the Land Parcel as evidenced by a State-owned Land Use
         Rights Certificate dated 20 January 2003 (Certificate Number: su gong
         yuan guo yong (2003) No. 014), and the legal right to transfer the
         rights to the Land Parcel to Party B in accordance with relevant PRC
         laws and regulations.

1.6      Party A will procure the transfer of any existing authorisations,
         approvals and consents required to develop and carry out construction
         on the Land Parcel including, but not limited to, any construction land
         planning permit and construction land approvals.

2        THE LAND PARCEL

2.1      The Land Parcel was requisitioned by the State in accordance with PRC
         laws and regulations. All relevant compensation, resettlement fees and
         expenses as well as related taxes have been paid in full in accordance
         with PRC laws and regulations.

2.2      The Land Parcel is located within the Suzhou Industrial Park approved
         by the State Council in accordance with its document guo han [1994] No.
         9 issued on 11 February 1994.

2.3      The Land Parcel is located within boundary of the Suzhou Industrial
         Park Export Processing Zone approved by the State Council in accordance
         with its document guo ban han [2000] No. 37 issued on 27 April 2000,
         and the General Administration of Customs in accordance with its
         document shu shui [2000] No. 482 issued on 24 August 2000. The Land
         Parcel will be inspected and accepted by the General Administration of
         Customs or its duly authorized designate as an operational part of the
         Suzhou Industrial Park Export Processing Zone on or before 31 October
         2003.

2.4      The Land Parcel has never been zoned as "essential arable land" by any
         PRC governmental authority.

2.5      The Land Parcel is zoned, and may be lawfully used, for industrial
         purposes.

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2.6      The Land Parcel is in good condition and is not affected by any
         subsidence. There are no existing circumstances which may result in the
         extinguishment of the Land Parcel.

2.7      The Land Parcel is free from any liens, mortgages, encumbrances,
         guarantees, leases or other third party rights in any form.

2.8      There are no existing structures or other attachments on the Land
         Parcel. There are no cables or pipes running over, through or under any
         part of the Land Parcel.

2.9      There are no underground trenches, watercourses or canals running under
         the Land Parcel.

2.10     There are no occupants on the Land Parcel.

2.11     There are no easements, rights of way, public utilities (other than
         public utilities serving the Land Parcel exclusively) or other rights
         of access over the Land Parcel in favour of any third parties or any
         neighbouring land or property.

2.12     Upon registration of Party B as the owner of the land use rights over
         the of the Land Parcel, and issuance of the Title Certificate to Party
         B, Party B shall be the sole legally recognised owner of the land use
         rights over the Land Parcel, and shall have the exclusive right to use
         the Land Parcel without restriction at any time during the tenure free
         from all costs, fees, taxes and other charges, save those arising as a
         result of the use of the Land Parcel by Party B.

2.13     The Land Transfer Price is not less than the market price for land of
         similar size and nature in the Suzhou Industrial Park.

2.14     The Land Parcel has been filled to a level of 2.6 meters above the
         Yellow Sea level.

2.15     Infrastructure developments (including the so-called "seven connections
         and levelling") at the Land Parcel have been completed in compliance
         with the planning requirements applicable to the Land Parcel or (as the
         case may be) the connection requirements imposed by the relevant public
         utilities suppliers.

2.16     The Utilities will be constructed to the boundary of the Land Parcel at
         no charge (including, without limitation, any so-called "capacity
         increase fee") to Party B in accordance with the requirements and time
         frame set out in Article 19 of this Contract.

2.17     Party B shall have no responsibility for the repair, maintenance,
         improvement or reconstruction of any portion of the banks of Lou Jiang
         lying to the north of the Land Parcel or the banks of Lou Xie Canal to
         the west of the Land Parcel; nor will Party B be required to contribute
         to the costs of such repair, maintenance, improvement or reconstruction
         (if any). The responsibility for such repair, maintenance, improvement
         or reconstruction vests solely on the Suzhou City Navigation Bureau and
         the Suzhou Industrial Park Public Utilities Property Management Company
         respectively.

2.18     (a)      The Land Parcel has complied with and is complying with all
                  applicable environmental laws and regulations.

         (b)      The Land Parcel is not and has not been used for any
                  industrial or polluting purposes, and the Land Parcel is not
                  and has not been contaminated by any polluting or dangerous
                  substances or items.

         (c)      No discharge, release, leaching, emission or escape into the
                  environment of any polluting or dangerous substances has
                  occurred or is occurring from the Land Parcel.

2.19     The Land Parcel was not and is not the subject of any litigation,
         arbitration or administrative proceedings, and no such proceedings are
         threatened or pending. Party A's title to the Land Parcel is not
         disputed by any person for any reasons.

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2.20     There is no unsatisfied judgment, order, decree or decision of any
         court or any governmental authority outstanding or existing against (i)
         Party A which may have an adverse effect upon the Land Parcel or (ii)
         the Land Parcel directly, and no order or application has been made in
         respect of the bankruptcy or liquidation of Party A.

3        GENERAL

         All information contained in this Contract and in the documents
         referred to in this Contract and all other information concerning Party
         A and the Land Parcel supplied during the course of negotiations
         leading to the signing of this Contract to Party B was, when given,
         true, complete and accurate in all respects and there is no fact or
         matter which has not been disclosed which renders any such information
         or documents untrue, inaccurate or misleading at the date of this
         Contract or which if disclosed, might reasonably be expected to
         influence adversely Party B's decision or willingness to purchase the
         land use rights over the Land Parcel on the terms of this Contract.

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