Exhibit
10.34  Workshop Lease of The Science Park Administration (1 Year)  Parties
to this lease:  Landlord:
  Science
  Park Administration (hereinafter referred to as Party A)Tenant:
  Optronics
  International Corp. (hereinafter referred to as Party B) A0327  Whereas
Party B falls into the category of science park enterprises, research
institutes, venture incubator centers, branch offices of the administration
authorities or commercial or industrial service firms approved by Party A
consistent with Article 4 or Article 8 under the Regulation Regarding
the Establishment of the Science Park, and Party A and Party B have agreed that
Party A will lease a workshop illustrated under Article 1 of this
agreement that is located in the Hsin Chu Science Park (hereinafter referred to
as the Workshop under this Agreement) for Party Bs use according to the
following terms and conditions:  Article 1 The
Workshop under this Agreement is located on the 2ndFloor No. 46,
2ndRoad of Hsin Chu Science Park with an area of
879 square meters.  Article 2 This
lease shall remain in force for the period from January 1, 2009 till December 31,
2009. Upon the expiry date, this lease shall be terminated automatically unless
Party A and Party B conclude a separate lease under the provisions of Article 4
of this lease. Party B is not allowed to ask for the continuation of the lease
or lease from time to time under any circumstances.  Article 3 During
the conclusion of this lease and its existence, Party B shall at all times
maintain its status as a science park enterprise, a research institute, a
venture incubator centre, a branch office of the administration authorities or
a commercial or industrial service firms approved by Party A consistent with Article 4
or Article 8 under the Regulation Regarding the Establishment of the
Science Park. Where Party B fails to meet the above mentioned eligibilities at
the time of the signing of the lease, this lease shall be void and null. Where
Party B no longer maintains such eligibilities hereafter and both Parties to
this agreement agree to the immediate termination of this lease, Party A is not
required to notify such termination of such legal forces.  Article 4 Party
A shall have the right to mail out copies of lease renewal for the extension of
this lease one month before the expiry of this lease. Party
B shall make it clear whether it wishes to extend the lease or not after the
expiry of such lease within 15 days after it receives the lease under the
preceding paragraph. In case it wishes to extend the lease, Party B shall affix
its seal on a copy of the lease renewal and attach related documents to be
delivered to Party A within the time limit prescribed above. Where
Party B breaches any terms and conditions of this lease during the term of this
lease, Party A shall have the right to ask Party B to fulfill notary procedures
for the renewal of lease by Party B at its own expense.  Article 5 Where
Party B intends to terminate this lease before its expiry during the term of
this lease, it shall notify Party A in writing 2 months in advance. Party B
shall continue to pay its rent during this 2 month notification period,
regardless if it vacates the Workshop under this Agreement. Party
A shall have the right to terminate this lease by way of notification to Party
B in writing 2 months in advance at any time if it is required by any changes
in law or government policies.  [illegible
seal]  1


Article 6 The
rent for the Workshop under this Agreement shall be NT$104,601 per month. Party
B shall, from the date of the commencement of this lease, download the form for
next month rent payment from Party As website on its own (website:
www.sipa.gov.tw), and shall make the payment of its rent to Party A before the
15thday of every month according to the procedures
of rent payment established by Party A while calculating and payment the
business tax separately. Party B shall pay its utility bills separately while
paying the rent. Party
A shall have the right to, consistent with the provisions of related laws and
regulations, announced land prices of the location of the Workshop under this
Agreement as well as any adjustments in the rent of state-owned land approved
by the Executive Yuan, modify the amount of rent mentioned above. Party B shall
pay attention to the announced land prices and adjustments in the rent of
state-owned land approved by the Executive Yuan on its own. Any
adjustment of rent mentioned above shall enter into force in the second month
after such announced land prices or adjustments in the rent of state-owned land
prices. Any differences between the rent already paid and actual adjustments
before Party A completes its website updates under paragraph 1 shall be collected
or refunded.  Article 7 Party
B shall pay penalties according to the following provisions if it fails to pay
its rent and utility bills on time: 1.It shall pay penalties equal
to 2% of the total amount due if its rent and utility bills are less than 1
month overdue; 2.It shall pay penalties equal
to 5% of the total amount due if its rent and utility bills are more than 1
month but less than 2 months overdue; 3.It shall pay penalties equal
to 10% of the total amount due if its rent and utility bills are more than 2
months but less than 3 months overdue; 4.It shall pay penalties equal
to 15% of the total amount due if its rent and utility bills are more than 3
month overdue.  Article 8 Party
B shall pay a deposit of NT$220,189 to Party A, which is equivalent to 3 months
rent at the time of the conclusion of the lease, in order to ensure that it
will perform all the terms and conditions under this lease. Party B shall pay
this lease deposit on the date of the signing of the lease and Party A shall
issue a receipt accordingly. The amount of the lease deposit shall not be
modified even if the rent is adjusted or this lease is extended or prolonged. Upon
the termination or expiry of this lease and where Party B returns the Workshop
under this Agreement without any unpaid rents, utility bills or any breach of
contract, Party A shall return the lease deposit without any interest. Party
B is not allowed to compensate its rent with the deposit.  Article 9 The
Workshop under this Agreement rented by Party B shall be limited to its own
purposes of research, production or operations and is not allowed to be sub-leased,
transferred or in any way assigned to any other party for use. It is further
not allowed to make use of it against laws and regulations. However, upon prior
consent by Party A in writing, Party B shall have the right to sublease part of
the Workshop under this Agreement to other enterprises or agencies approved by
Party A.  Article 10 Party
B shall excise due care to maintain the Workshop under this Agreement and its
facilities and shall be responsible for keeping its surroundings clean. Party
B shall not pile any articles in the attics, stair wells, basement of the
building of the Workshop under this Agreement or any other public space or
engage in any acts that contravene public safety. In case of any pile, Party B
shall hire workers to remove the pile at its expense upon notification of time
sensitive removal from Party A. In case the pile is not removed within the time
limit, Party A will take steps to remove the pile, the cost of which shall be
paid by Party B. In case there is no information as to who should be responsible
for the pile of the above mentioned articles, the removal fees shall be shared
by Party B according to the ratio of its leased area to the entire workshop
building.  [illegible seal]  2


In
case the Workshop under this Agreement or its public facilities are damaged or
lost, Party B shall restore them to the original status and compensate the
damages or losses except for those caused by Force Majeure. Where
Force Majeure mentioned above or any natural causes are responsible for any
damages or losses, Party B shall fill out a Notification for Repair before
informing Party A for handling. Party
B shall undertake thorough inspection of the facilities of the Workshop under
this Agreement immediately after take over and shall inform Party A of any
existing defects, which shall be fixed by Party A. Party B shall have no right
to claim any existing defects of the Workshop under this Agreement and ask for
reduction of rent 1 month after it takes over the Workshop under this
Agreement.  Article 11 Party
B shall bear joint responsibilities for restoration to the original state and
damages and losses caused to the Workshop under this Agreement and its public
facilities as a result of its approval for use by its employees, users and
other persons.  Article 12 Party
B shall be held responsible for keeping clean the Workshop under this Agreement
and shrinkage land, ports and parking lots outside its buildings.  Article 13 Party
B is not allowed to conduct any additions or changes to the Workshop under this
Agreement without approval, unless otherwise agreed to in writing by Party A
beforehand. Party
B shall have the right to install water, electricity, telephone and other
renovation facilities inside the Workshop under this Agreement; however, it is
not allowed to affect or change the structure of the building or mens and
womens toilets. Any
renovation conducted by Party B shall be handled in accordance with building
codes, fire prevention rules and other laws and regulations.  Article 14 Party
A shall have the right to dispatch personal wearing its ID into the Workshop
under this Agreement to check how Party B makes use of the Workshop under this
Agreement. Party B shall not refuse to grant access and shall provide full
assistance.  Article 15 The
house tax and property tax of the Workshop under this Agreement shall be paid
by Party A. Party
B shall purchase insurance for the [illegible] facilities and other articles
placed inside the Workshop under this Agreement according to its own needs and
Party A shall be held harmless against any damages thereof.  Article 16 Party
A shall have the right to terminate [illegible] the Workshop under this
Agreement by notification to Party B and the rent paid shall not be refunded
under the following circumstances: 1.Party B is disqualified to
do business or provide services within the Science Park or is asked by Party A on
the basis of law to move out of the Science Park; 2.Party B fails to make us of
the Workshop under this Agreement more than 2 months after the commence date of
this lease, or ceases the use or fails to make use according to the terms of
this lease for more than 2 months; and Party B fails to rectify the situation
within the time limit set forth by Party A in its written notification to that
effect; 3.Party B is behind rent
payment schedule for more than 2 months; 4.Party B breaches the
provisions of Article 9 or Article 14 of this lease; 5.Party B breaches the
provisions of Articles 10, 12, 13, 19, 20, 22 (1), 22 (4), 22 (5), or 23 (2);  and Party B fails to rectify the situation
within the time limit set forth by Party A in its written notification to that
effect.  [illegible seal]  3


Article 17 Upon
the expiry or termination of this lease, Party B shall restore the Workshop
under this Agreement to its original state and vacate it before handing it over
back to Party A. Party
B shall clean up the Workshop under this Agreement at its own expense when it
hands it over pursuant to the provisions of the preceding paragraph. In case
Party B fails to clean up the Workshop under this Agreement and its public
facilities, Party A may clean them up in its stead and the costs shall be paid
by deduction from the lease deposit. Where the lease deposit is not sufficient,
Party B shall make up for the deficiency. Anything
left over by Party B inside the Workshop under this Agreement after its
handover shall be regarded as waste, which shall be subject to the disposal by
Party A and Party B shall have no right to claim any compensation. In case
Party A needs to dispose of any wastes, the cost shall be deducted from the
lease deposit of Party B and Party B shall make up for any deficiency. Upon
the expiry or termination of this lease, Party B shall fulfill the handover
procedures for the Workshop under this Agreement back to Party A according to
the provisions of this Article. Party B agrees without any pre-conditions that,
in case of failure on the part of Party B, Party A shall have the right to open
the door or change the lock of the Workshop under this Agreement to gain entry
on its own upon its finding that nobody from Party B is still using the Workshop
under this Agreement based on 3 consecutive checks within 10 days. Party A
shall also have the right to clean up the Workshop under this Agreement, restore
it to its original state and treat anything left over in the Workshop under
this Agreement as waste. Party
B hereby agrees that it shall pay all the expenses related to Party As opening
the door, changing the lock, clean-up, restoration to the original state and
disposal of waste pursuant to the provisions of paragraphs 2 and 3.  Article 18 Upon
the expiry or termination of this lease, where Party B delays the handover of
the Workshop under this Agreement back to Party A under the terms and
conditions of this lease, it shall pay a daily penalty twice the daily rent to
Party A and make up for the losses that Party A sustains as a result.  Article 19 Party
B shall file timely applications with regard to the Workshop under this
Agreement according to the Inspection Code of Public Buildings, Rules of
Application, Regulation regarding Fire Prevention and Inspection and their
standards.  Article 20 The
designed carrying capacity of the floors of the Workshop under this Agreement
is 500 kilograms per square meter. For the purpose of ensuring the safety of
the building structure, Party B shall pay attention to the designed carrying
capacity of the floors and consult with structural technicians or architectures
and shall not exceed the limit of carrying capacity.  Article 21 All
the requests and notifications related to this lease shall be made in Chinese
in writing and they shall be hand delivered or mailed to the other party
according to the addresses listed under this lease. Both
parties shall notify the other party in writing of any changes in their
addresses within 7 days after such changes. Deliveries
according to the addresses listed under this lease shall be deemed as lawful
deliveries before such notifications.  Article 22 Party
B shall absolutely perform its obligations prescribed under the terms and
conditions of this lease and shall seek a guarantor of joint responsibilities
on its own. The guarantor shall, after thoroughly reading this lease, sign its
name and affix its seal in the column reserved for guarantors. A photocopy of
its ID shall also be retained as an attachment of this lease. The photocopy of
the ID shall be the front side of the ID. Party B and the guarantor of joint
responsibilities shall warrant that the photocopy is exactly the same as the
original and is free of any fraud or dishonesty. The
guarantor of joint responsibilities shall unconditionally bear joint
responsibilities along with Party B in case Party B breaches any of the terms
and conditions of this lease. It shall also agree to waive its right of discussion
under Article 745 of the Civil Code.  [illegible seal]  4


The
guarantor of joint responsibilities is not allowed to relieve itself of its
responsibilities without prior approval from Party A if it wants to exit from
the guarantee midway. Apart from a guarantor of joint responsibilities, Part B
can also fulfill obligations by written joint guarantee of banks, joint
guarantee insurance policy of insurance company, time deposit certificate with
pledge of financial institutions, or other forms approved by Party A, provided that
the guarantee commences prior to or on the execution date of the agreement. For written joint guarantee of banks, joint
guarantee insurance policy of insurance company, time deposit certificate with
pledges of financial institutions, or other forms approved by Party A, the
executor of guarantee liabilities shall hold the same responsibilities and
guarantee with the guarantor of joint responsibilities. The due time or expiry
date to which the written guarantee is kept in registration in light of related
authority or financial laws and regulations shall extend over sixty (60) days
more than the lease period hereto.  Article 23 Both parties concluding the lease hereto herby make
the presentation that they are duly authorized, and are properly empowered to
enter into this lease. The stamp and seal with which Party B uses for
lease execution shall be both consistent with the same that Party B deposits
with Party A in the corporate registration procedures.  Article 24 Parties agree that any lawsuit arising out of the lease
shall be governed by the laws of Republic of China and the TaiwanHsin ChuDistrict Court shall have jurisdiction as the court of first instance.  Article 25 The lease is made in duplicate copies and each
party shall keep one copy for filing.  [illegible seal]  5


Parties to this lease:  Party A:Science Park Administration Duly authorized representative: Yan Zongming [illegible
seals] Address: No. 2, Xinan Road,Hsin Chu, Taiwan  Party B:Optronics International Corp Duly authorized representative:Magnier Address: No 46 Park Road 2nd, Hsin Chu Science Park, Taiwan [illegible
seals]  Guarantor of joint responsibilities for Party B: Qiu
Mingji [seal]: Qiu Mingji ID Number of the guarantor of joint responsibilities:
Q120811843   January 1, 2009  [illegible seal]  6