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Exhibit 10.57
 JTC(L) 3279/199/DL/mh
    
    (JTC LOGO)
  JTC CorporationTRIO-TECH INTERNATIONAL PTE LTD
    
    
    
    The JTC SummitBLK 1008 TOA PAYOH NORTH
    
    
    
    8 Jurong Town Hall Road#03-09
    
    
    
    Singapore 609434SINGAPORE 318996
    
    
    
    contactcentre hotline
    
    1800 568 7000(ATTN: JALENE NG)
    
    BY LUM
    
    main line
    
    (65) 6560 0056facsimile
    
    (65) 6565 5301website
    
    www.jtc.gov.sg
 Dear Sirs,
 OFFER OF TENANCY OF ROOFTOP SPACE KNOWN AS PRIVATE LOT A0618406 (ANCILLARY) FOR THE
INSTALLATION OF 1 COOLING TOWER AT ROOF-TOP OF BLK 1008 TOA PAYOH NORTH SINGAPORE 318996
(AREA : 13.35 SQUARE METRES)
 1.
    
    We are pleased to offer a tenancy of the Premises ( as hereinafter defined ) subject
to the following covenants, terms and conditions in this letter and in the annexed
Memorandum of Tenancy ( the Offer):1.01
    
    Location and Area:The area of 13.35square metres only as delineated and edged in the plans attached
hereto (the Premises)on the roof top of the building known as BLK 1008 #03-07/08
TOA PAYOH NORTH SINGAPORE 318996 (the Building).1.02
    
    Term of Tenancy:2     year(s) 2 month(s) 15 day(s) (the Term) with effect from 16 September 2005 (the
Commencement Date).1.03
    
    Building Rent:$1.87 per square metre per monthof the Premises (Building Rent) to be paid
without demand and in advance without deduction on the 1st day of each month
of the year (i.e. 1st of January, February, March, etc.). The first payment shall be
made on 16 October 2005. We reserve the right to revise the Building Rent from time
to time.




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1.04
    
    Reinstatement Deposit:You shall pay to us a reinstatement deposit of $2,000.00 without demand at the time
of acceptance of this offer as security against any breach of the covenants, terms &
conditions in the tenancy.1.05
    
    Tenancy Agreement:Upon due acceptance of the Offer in accordance with paragraph 2, you shall have
entered into a tenancy agreement with us (the Tenancy) and will be bound by the
covenants, terms and conditions thereof.In the event of any inconsistency or conflict between any covenant, term or condition of
this letter and the Memorandum of Tenancy, the relevant covenant, term or condition in this
letter shall prevail.1.06
    
    Security Deposit/ Bankers Guarantee:Ordinarily we would require a tenant to lodge with us a security deposit equivalent
to three (3) monthsrent and service charge. However, as an off-budget measure and
as payment by GIRO has been made a condition with which you must comply under clause
3 of this letter, you shall, at the time of your acceptance of the Offer, be required
to place with us a deposit equivalent to one (1) months Rent and Service
Charge (Security Deposit) as security against any breach of the covenants,
terms and conditions in the Tenancy, as follows :
 (a)
    
    The Security Deposit may be in the form of cash and/ or
acceptable Bankers Guarantee in the form attached (effective
from 16 September 2005 to 29 February 2008)and/ or such
other form of security as we may in our absolute discretion
permit or accept.(b)
    
    The Security Deposit shall be maintained at the same sum
throughout the Term and shall be repayable to you without
Guarantee, as the case may be, subject to appropriate
deductions or payment to us for damages or other sums due
under the Tenancy.(c)
    
    If the Service Charge is increased or any deductions are made
from the Security Deposit, you shall immediately pay the amount
of such increase or make good the deductions so that the
Security Deposit shall at all times be equal to one (1) months
Rent (at the rate payable in the third year of the Term) and
Service Charge.(d)
    
    If at any time during the Term, your GIRO
payment is
discontinued, then you shall place with us, within two (2) weeks
of the date of discontinuance of your GIRO payment, the
additional sum equivalent to two (2) months Rent and Service
Charge, so that the Security Deposit shall at all times be equal




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to three (3) monthsRent (at the rate payable in the third year of the
Term) and Service Charge for the remaining period of the Term.(e)
    
    If at any time during the Term the off-budget measure is
withdrawn you shall, if required in writing by us, also pay to us the
additional sum equivalent to two (2) months Rent and Service Charge, so that
the Security Deposit shall at all times be equal to three (3) monthsRent (at
the rate payable in the third year of the Term) and Service Charge for the
remaining period of the Term.
 1.07
    
    Mode of Payment:Except for the payment to be made with your letter of acceptance pursuant to paragraph 2 of
this letter, which payment shall be by non-cash mode (eg cashiers order, cheque
etc), during the Term, you shall pay Building Rent and GST at prevailing rate by Interbank
GIRO or any other mode to be determined by us.However, pending finalisation for the GIRO arrangement, you shall pay Building Rent, with
GST at prevailing rate thereon as they fall due by cheque.1.08
    
    Permitted Use:Subject to clause 1.11, you shall at all times use the wholeof the Premises for the
purpose of Installation of 1 Cooling Towerand for no other purpose whatsoever.1.09
    
    ApprovalsThe Tenancy is subject to approvals being obtained from the relevant governmental and
statutory authorities.1.10
    
    Preparation and Submission of Plans:
 (a)
    
    No alteration, addition, improvement, erection, installation or interference
to or in the Premises or the fixtures and fittings therein is permitted
without our prior written consent and the approval of the relevant
governmental and statutory authorities. Your attention is drawn to
clauses 2.10 to 2.19and 2.34of the Memorandum of Tenancy.(b)
    
    You shall be required to engage a qualified architect or engineer to
prepare and submit plans showing the layout of all installations including
any alterations and additions which you may wish to make.(c)
    
    No work shall commence until the plans have been approved by us and
the relevant governmental and statutory authorities.(d)
    
    You are to engage a registered electrical consultant to submit two sets
each of electrical single-line diagrams and electrical layout plans (in an




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envelope) to and in accordance with the requirements of our Facilities
Management Section, Operations Support Department, Customer
Services Group for endorsement before an application is made to SP
Services Ltd to open an account for electricity connection. Please
contact our Facilities Management Section at Blk 25 Kallang Avenue
#05-02 Kallang Basin Industrial Estate Singapore 339416 direct for
their requirement.Upon approval you shall engage a PUB-licenced electrical worker/contractor to
carry out the installation. Your electrical contractor shall carry out the
necessary wiring works for the tapping of electricity from the switchroom to your
equipment. You shall apply and liaise with Power Grid (PG) on the installation and
connection of PGs kilowatt-hour meter. All costs shall be borne by you.
 1.11
    
    Final inspection:You shall ensure that final inspection by us of all installations is carried out and our
approval of the same is obtained before any operations in the Premises may be commenced.1.12
    
    Special Conditions:
 (a)
    
    Roof Top Premises:You shall comply and ensure compliance with the following restrictions:
 (i)
    
    You shall not puncture the roof slab and your equipment and
installations shall not exceed the floor loading of 3 KiloNewtons per square
metre.(ii)
    
    We shall not be liable for any loss or damage that you may
suffer from any subsidence or cracking of the roof slabs and aprons of the
Building.
 (b)
    
    Installation purpose:
 (i)
    
    Without prejudice to clause 2.13 of the Memorandum of
Tenancy, the base station shall not cause interference or disturbance to
other equipment nearby and your antennae shall be installed away from
existing TV antenna or communication equipment. Your antenna system shall not
cause electro-magnetic interference to other equipment.(ii)
    
    You shall engage your own licensed electrical worker to
maintain your electrical installation.(iii)
    
    You shall be responsible for the connection or the
installation of lightning protection system to your equipment.




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(iv)
    
    During the installation of your equipment (the installation works), you
shall not cause excessive noise that would annoy or disturb occupants of the Building
or surrounding area. We reserve the right to specify when the installation works are
to be performed.(v)
    
    You shall maintain your installations in good condition at all times.
 (c)
    
    Reinstatement:
 (i)
    
    You shall be responsible for reinstating any damage caused to our property or
our tenants properties resulting from your installation works and shall indemnify us
against all damages, losses or third party claims arising from the installation works
and the use of your installations.
 (d)
    
    Take over Fixtures and Fittings:If you are taking over Premises in its existing state and condition, including all
the fixtures and fittings installed (the Said Installations) then:-
 (i)
    
    You shall accept the Premises including the Said Installations in its
condition existing at the Commencement Date or the date on which you have possession
of the premises, whichever is the earlier (the Control Date).(ii)
    
    You are to immediately or within such period stipulated in writing by us, at
your own cost and expense, ensure:-
 I.
    
    that the Said Installations have been approved by us and
that plans on the Said installations have been submitted to and approved by
us ;II.
    
    that the Said Installations comply fully with all
guidelines and requirement of the Building Control Division and other
Authorities prevailing at the Control Date;III.
    
    that such or all of the Said installations not approved
under (I) or (II) are demolished and removed.
 (iii)
    
    at the termination of the Term ( by expiry or otherwise), you shall
remove the Said Installations, and reinstate the Premises in accordance with clause
2.32 of the Memorandum of Tenancy.
 (e)
    
    Security of the Premises:You shall be responsible for the security and safety of the Premises and the Cooling tower
and air-conditioning installation at all times during the Tenancy and shall not hold us
responsible or liable in any respect thereto.




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(f)
    
    Determination of Tenancy:The Tenancy of the Premises may be determined at any time in the following manner:-
 (i)
    
    We may give a three (3) months prior written notice of
termination to you;
 OR
 (ii)
    
    at the determination (by expiry or otherwise) of your tenancy
of the factory unit known as BLK 1008 #03-07/08 TOA PAYOH NORTH S(318996) (the
Principal Units) in respect of which the Cooling tower and air-conditioning
installation serve.
 In either event, we shall not be held responsible or liable for any cost, damages,
loss or expense arising therefrom and you shall be responsible for the Building
Rent of the Premises until the determination date of the tenancy.
 (iii)
    
    Upon termination of the tenancy by expiry or otherwise, you
are required to remove your equipment and other installations and reinstate
the roof top area to our satisfaction, at your own cost.
 (g)
    
    Third Party Rights:A person (which term includes a body corporate) who is not a party to this Tenancy
shall have no right under the Contracts (Rights of Third Parties) Act (as amended
or revised from time to time) to enforce the covenants, terms or conditions of
this Tenancy.
 1.13
    
    Amendments to the Memorandum of Tenancy:The following Covenants and Conditions in the Memorandum of Tenancy i.e. clause 2.18, 4.02
(a)(ii) and 4.03 (a)(ii) shall be deleted and replaced as follows:2.18
    
    Emergency Lighting:Subject to clauses 2.12, 2.13 and 2.14, you shall, if required by us, install
emergency lighting at such locations in the Premises as may be determined by us. 4.02(a)(ii)
    
    on the Tenant by registered or ordinary post to or by leaving or affixing it at
the business address, the Premises or the Principal Unit/s




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NOTWITHSTANDING THAT it is returned by the post office
undelivered;4.03(a)(ii)
    
    the Tenant by registered post to or by leaving or affixing it at the business
address, the Premises or the Principal Unit/s NOTWITHSTANDING THAT it is returned by the post
office undelivered. 1.14
    
    Exemption of Stamp Duty:As your average rent for a whole year does not exceed $1,000, stamp duty would
be exempted. However, please note that the exemption of stamp duty is subject to
IRASs confirmation. Although stamp duty will not be collected as part of acceptance
of this offer, you shall remain liable for payment of all stamp duty arising from this
tenancy, should it subsequently be determined to be payable.1.15
    
    Option for renewal of tenancy:
 (a)
    
    You may within 3 months before the expiry of the Term make a written
request to us for a further term of tenancy(b)
    
    We may grant you a further term of tenancy of Premises upon mutual
terms to be agreed between you and us subject to the following :
 (i)
    
    there shall be no breach of your obligations at the time you
make your request for a further term;(ii)
    
    our determination of Building Rent having regard to the market
rent of the Premises at the time of granting the further term, shall be final;(iii)
    
    we shall have absolute discretion to determine such
covenants, terms and conditions, but excluding a covenant for renewal of
tenancy; and(iv)
    
    there shall not be any breach of your obligations at the expiry of Term.
 2.
    
    Mode of Acceptance:This offer shall lapse if we do not receive the following by 13 January 2006:
 i)
    
    Duly signed letter of acceptance of all covenants, terms and
conditions in the tenancy. (please see Appendix 1); andii)
    
    Payment of the sum set out as shown in Appendix 2.
 3.
    
    Please note that payments made prior to your giving us the other items listed
above may be cleared by and credited by us upon receipt. However, if the said
other items are not forthcoming from you within the time stipulated herein, the
Offer shall lapse and there shall be no contract between you and us arising




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hereunder. Any payments received shall then be refunded to you without interest and you
shall have no claim of whatsoever nature against us.4.
    
    Variation to the Tenancy:This letter and the Memorandum of Tenancy constitute the full terms and conditions governing
the Offer and no terms or representation or otherwise, whether express of implied, shall
form part of the Offer other than what is contained herein. Any variation, modification,
amendment, deletion, addition or otherwise of the terms of the Offer shall not be
enforceable unless agreed by both parties and reduced in writing by us.
 Yours faithfully-s- Daphnel LoyDaphne Loy (Ms)Assistant Manager (Lease Management)Flatted Factory & Business Park DepartmentCustomer Services GroupDID
    
    : 68833688HP
    
    : 90109912FAX 
Email
    
    : 68855936

: loyhyd@jtc.gov.sg




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Appendix 2
 The total amount payable is as follows:
 Amount
    
    + GSTBuilding Rentat $1.87
per sqm per month on 13.35 sqm
for the period 16 September
2005 to 31 January 2006
    
    
    
    
    
    $
    112.32
    
    
    $
    5.62Rent Payable (inclusive
of GST)
    
    
    
    
    
    
    
    
    $117.94Depositequivalent to
three (3) months
Building Rent
(or Bankers Guarantee provided
in accordance with
sub-paragraph 1.06 above)
    
    $
    74.88Less:
    
    $
    49.92
    
    
    $
    24.96Deposit equivalent to
two (2) months Building Rent
(Off-budget
Measure)Reinstatement Deposit
    
    $
    2,000.00
    
    
    $
    2.000.00Total Rent Payable
    
    
    
    
    
    $
    2,142.90
 $117.94 $2,024.96.