Exhibit 10.6


 


SHEN ZHEN BAO AN GUIYIN COUNTY BANK


 


Credit Line Contract


 


Contract No.: 70002020140231


 




    	 



    	 



    

 


Credit Line Contract


 


Contract No.: 70002020140231


Credit Receiver (Party A): Springpower
Technology (Shenzhen) Company Limited


 


Address: Workshop Building A, Shunchao
Industrial Zone, Renmin Road, Danhu Community, Guanlan Street, Bao’an District


 


Legal Representative (Principal): Pan
Dangyu


 


Tel.: 13510066248


 


Credit Grantor (Party B): SHEN ZHEN BAO
AN GUIYIN COUNTY BANK LONGHUA BRANCH


 


Address: 2/F, Shangyou Residence, ShangYouSong,
East Gongye Road, Longhua New Area


 


Legal Representative (Principal): Bai
Yiming


 


Tel.: 15013856373


 


Whereas Party A applies to Party B for
a credit line and Party B agrees to provide Party A with a credit line, IN WITNESS WHEREOF, in accordance with relevant laws, rules
and regulations, Party A and Party B make and enter into this Contract upon unanimity through consultation between both parties,
and both parties shall commonly abide by and execute this Contract.


 


Article 1 Credit Variety


 


Party B shall provide Party A with a
credit product Banker's Acceptance Bill Credit Line.


 


Article 2 Credit Line


 


The credit line that Party B provides
Party A shall be RMB (amount in words) Twenty-Nine Million Yuan Only.


 


The term “credit line” referred
to in this Contract means the limit of the principal balance of RMB credit product that Party B provides Party A during the valid
period of the credit line specified herein. During the valid period of the credit line, Party A may recycle the credit line. As
long as the unpaid principal balance of the credit product under this Contract does not exceed the credit line, Party A may continuously
apply for use of the credit line no matter how many times of application and how much is the amount applied each time. However,
the sum of the amount of the credit product applied by Party A and the unpaid principal balance of the credit product under this
Contract shall not exceed the credit line.


 


Article 3 Credit Period


 


The credit period shall be from November
19, 2014 to November 18, 2015.


 


When the credit period expires, the credit
line which has not used shall become invalid automatically.


 




    	 



    	 



    

 


Banker’s Acceptance Bill Credit
Period means the period for issuing a draft (in other words, the time limit for issuing a draft shall not exceed the credit period,
but the valid period of related guarantee must cover the entire duration of the draft). The credit period of other credit businesses
refers to the maturity period (in other words, the date of maturity of the business shall not exceed the credit period).


 


Article 4 Use of Credit


 


1. During the valid credit period and
within the credit line, Party A may apply for use of the credit product hereunder trade by trade according to Party A’s needs.
Both parties shall make and enter into a relevant contract and go through relevant formalities.


 


2. Preconditions for Use of Credit


 


As long as the following preconditions
have been satisfied, Party B shall have the obligation to provide Party A with the credit product hereunder, except otherwise wholly
or partly waived by Party B:


 


(1) Both parties have completed relevant
legal procedures in connection with the execution of this Contract, including approval, registration, delivery and others in accordance
with relevant laws and regulations;


 


(2) A guarantee contract in compliance
with Party B’s requirements has become effective and shall remain in force;


 


(3) There is no breach under this Contract;
and


 


(4) Other preconditions agreed by both
parties:


 


1.                 /                  ;


 


2.                  /                  ;


 


3.                                                     /                                                    .


 


Article 5 Credit Guarantee


 


The following (1) shall be adopted
as the guarantee method:


 


(1) Guarantee. Shenzhen Highpower
Technology Co., Ltd. Pan Dangyu shall provide guarantee as the guarantor under this Contract and a Guarantee Contract
shall be concluded and signed separately.


 


(2) Mortgage. The property provided by
                  /                 shall be taken as the mortgage guarantee and a Mortgage Contract shall be concluded and signed separately.


 


(3) Pledge. The property provided by
                  /                   shall be taken as the pledge guarantee and a Pledge Contract shall be concluded and signed separately.


 


(4) Others:                   /                                                    


 


Article 6 Rights and Obligations of Party
A


 


1. Party A shall have the right to request
Party B to keep confidential the relevant financial materials and business secrets about production and operation provided by Party
A, except otherwise prescribed by laws, rules and regulations.


 




    	 



    	 



    

 


2. Party A must, according to the requirements
of Party B, provide the materials of its financial conditions and production and operation conditions. Party A shall ensure the
genuine, completeness and effectiveness of the materials provided by Party A.


 


3. Party A shall, according to the stipulations
of this Contract, repay Party B the principal and interest of the credit funds and pay Party B the relevant expenses on time and
in full. Party A shall make settlement and deposit service of capital transactions hereunder through the account opened by Party
A with Party B or a branch of Party B.


 


4. Party A shall actively coordinate
and consciously accept Party B’s inspection and supervision on its production, operation and financial activities and the
use conditions of the credit product under this Contract.


 


5. Party A shall use the credit line
for the purpose designated by both parties.


 


6. Party A and Party A’s investors
shall not escape its debts to Party B by means of drawing out capital or transferring assets, nor divestiture the bank’s
funds or credit by discounting or pledging in a bank the notes receivable and accounts receivable without actual trading background
by use of a false contract with affiliated parties.


 


7. During the valid period of this Contract,
if Party A provides security for others’ debts, which may affect its repayment capacity of debts, Party A shall offer a written
notice to Party B and obtain Party B’s consent in advance.


 


8. During the valid period of this Contract,
if Party A has any change which is enough to affect the realization of the creditor’s rights of Party B, such as contract
operation, custody (administration), lease, joint-stock reform, decrease of registered capital, investment, joint operation, consolidation,
merger, acquisition and restructuring, division, equity joint venture, equity transfer, substantial increase of debt financing,
(being filed or) filing for winding-up, filing for dissolution, being revoked, (being filed or) filing for bankruptcy, change of
controlling shareholder/actual controller or major asset transfer, Party A shall obtain Party B’s prior written consent and
implement repayment and guarantee of the debt hereunder according to Party B’s requirements. However, Party B’s written
consent shall not affect Party B’s right to take remedy measures specified in this Contract when Party B thinks the abovementioned
acts may endanger the creditor’s rights of Party B.


 


During the valid period of this Contract,
if Party A has any change which may have significant adverse impact on Party A’s performance of repayment obligation under
this Contract, such as production stoppage, operation suspension, being cancelled from registration, legal representative or main
principal’s engagement in illegal activities, involvement in material litigation activities, serious difficulty in production
and operation, or deterioration of financial conditions, decline of credit status, inability of the legal representative or the
principal to perform his/her duties normally, Party A shall give a prior notice to Party B in writing and implement repayment and
guarantee of the debt hereunder according to Party B’s requirements.


 


9. The expenses for attorney service,
insurance, evaluation, registration, custody, appraisal and notarization under this Contract and in connection with the guarantee
hereunder, and all the expenses of Party A for realization of creditor’s rights (including but not limited to legal cost,
arbitration fee, property preservation cost, business traveling expenses, execution fee and attorney fee) shall be borne by Party
A.


 




    	 



    	 



    

 


Article 7 Rights and Obligations of Party
B


 


1. Party B shall have the right to understand
Party A’s production, operation and financial activities and to request Party A to provide the materials of financial conditions
and production and operation conditions.


 


2. If Party A’s credit rating is
declined or has any one of the following significant issues, Party B shall have the right to adjust until cancel the credit line:


 


(1) major construction project with the
total investment in excess of the sum of three years’ after-tax profits prior to investment;


 


(2) major system reform, such as merger,
acquisition, division, bankruptcy, shareholding reform and asset reorganization;


 


(3) major lawsuit under which the litigation
object reaches over 30% (included) of the net assets;


 


(4) external guarantee with the external
guarantee amount reaches over 30% (included) of the net assets;


 


(5) significant personnel adjustment;


 


(6) major accident and other major events
involved a large amount of compensation;


 


(7) delay in repayment of loan, overdue
interest or other situations causing forced advance money paid by Party B.


 


3. Party B is entitled to deduct the
funds payable by Party A to Party B hereunder from any account opened by Party A with Party B’s system.


 


4. Party B shall provide Party A with
use of the credit product on time and in full according to the stipulations of this Contract, except otherwise delayed due to causes
attributable to Party A.


 


5. Party B shall keep confidential the
relevant financial materials and business secrets about production and operation provided by Party A, except otherwise prescribed
by laws, rules and regulations.


 


Article 8 Liability for Breach of Contract


 


1. Breach


 


(1) Party A’s breach:


 


1. Party A has any breach under this
Contract or has any violation of its legal obligations;


 


2. Party A expressly indicates or indicates
by act that Party A will not perform any obligation under this Contract;


 


3. Party A’s all or any other debts
have affected or may affect Party B to perform its obligations under this Contract.


 


(2) If Party A fails to provide new security
as required by Party B under any one of the following circumstances of the guarantor, Party A shall be deemed as having conducted
an event of default:


 




    	 



    	 



    

 


1. The guarantor violates any item specified
or presented and warranted in the guarantee contract, resulting in any existing falsehood, error or omission;


 


2. The guarantor has any change which
may affect the guarantor to assume guarantee liability, such as contract operation, custody (administration), lease, joint-stock
reform, decrease of registered capital, investment, joint operation, consolidation, merger, acquisition and restructuring, division,
equity joint venture, equity transfer, substantial increase of debt financing, (being filed or) filing for winding-up, filing for
dissolution, being revoked, (being filed or) filing for bankruptcy, change of controlling shareholder/actual controller, or major
asset transfer, production stoppage, operation suspension, huge penalty imposed by the authorized authority, being cancelled from
registration, revocation of business license, involvement in material legal disputes, serious difficulty in production and operation,
or deterioration of financial position, decline of credit status, inability of the legal representative or the principal to perform
his/her duties normally;


 


3. The guarantor loses or may lose its
guarantee capability.


 


(3) If Party A fails to provide new security
as required by Party B under any one of the following circumstances of the mortgagor, Party A shall be deemed as having conducted
an event of default:


 


1. The mortgagor fails to cover property
insurance for the mortgage according to Party B’s requirements, or in an insurance accident, the Mortgagor fails to deal
with insurance compensation pursuant to the mortgage contract;


 


2. In case of damage, loss or devaluation
of the mortgage due to a third party's behavior, the mortgagor fails to deal with damages pursuant to the mortgage contract;


 


3. Without Party B’s written consent,
the mortgagor transfers, leases, repeats mortgage or disposes the mortgage by other means;


 


4. The mortgagor disposes the mortgage
upon Party B’s consent but fails to deal with the incomes from disposal of the mortgage pursuant to the mortgage contract;


 


5. In case of damage, loss or devaluation
of the mortgage, affecting repayment of the debts under this Contract, the mortgager fails to timely recover the mortgage’s
value or fails to provide other security accepted by Party B; or


 


6. Other breach circumstances of the
Mortgagor prescribed in the mortgage contract.


 


(4) If Party A fails to provide new security
as required by Party B under any one of the following circumstances of the pledgor, Party A shall be deemed as having conducted
an event of default:


 


1. The pledgor fails to cover property
insurance for the pledge according to Party B’s requirements, or in an insurance accident, the pledgor fails to deal with
insurance compensation pursuant to the pledge contract;


 


2. The pledgor disposes the pledged property
upon Party B’s consent but fails to deal with the incomes from disposal of the pledged property pursuant to the pledge contract;


 


3. In case of devaluation of the pledged
property, affecting repayment of the debts under this Contract, the pledgor fails to timely recover the value of the pledged property
or fails to provide other guarantee accepted by Party B;


 




    	 



    	 



    

 


4. Other breach circumstances of the
pledgor prescribed in the pledge contract.


 


(5) In case of ineffectiveness, invalidity
or cancellation of the security contract or other security method, or the Guarantor’s loss of security capacity partly or
wholly, or the Guarantor’s refusal to perform the obligation for security, Party A shall be deemed as having conducted an
event of default if Party A fails to implement new guarantee according to Party B’s requirements.


 


2. Remedy measures for breach


 


Under any one of the aforesaid events
of default, Party B shall be entitled to exercise one or several of the following rights:


 


(1) to adjust, cancel or terminate the
credit line, or to adjust the valid period of the credit line;


 


(2) to stop Party A’s use of the
credit product under this Contract; to announce immediate maturity of the credit; to request Party A to immediately repay the loan
principal, interest and other expenses under this Contract.


 


(3) to charge 0.5‰ of the
principal balance of the credit product under this Contract from Party A as penalty.


 


(4) if Party A fails to use the credit
for the purpose specified in this Contract, to calculate and charge default interest for the part diverted by Party A according
to relevant stipulations of the People’s Bank of China;


 


(5) to deduct the funds payable by Party
A to Party B hereunder from any account opened by Party A with Party B’s system.


 


(6) to exercise the right of guarantee.


 


(7) to ask Party A to re-provide the
guarantee recognized by Party B.


 


(8) to cancel this Contract.


 


Article 9 Change of Contract


 


The party which needs to change the contents
of this Contract after this Contract becomes effective shall notify the other party timely. Upon unanimity through consultation
between both parties, a written agreement shall be concluded and signed, unless otherwise specified in this Contract or agreed
by both parties out of this Contract.


 


Article 10 Other Provisions


 


1. Affiliated party


 


If Party A is a group client, Party A
shall timely, comprehensively and accurately notify Party B of Party A’s affiliated party relationship and affiliated transactions.
If Party A does not perform the aforesaid obligation of information disclosure, or the borrower or its affiliated party has any
one of the following situations, which may adversely affect Party A’s performance of its obligations under this Contract,
Party B shall have the right to take remedy measures specified in this Contract and prescribed by law:


 


(1) The financial conditions of Party
A’s affiliated party are worse;


 




    	 



    	 



    

 


(2) Party A or its affiliated party is
investigated and prosecuted or punished by law by an administrative organ for law enforcement and an executive authority, such
as a judicial organization, tax authority or industrial and commercial bureau;


 


(3) the relationship of control or being
controlled between Party A and its affiliated party changes;


 


(4) Party A’s affiliated party
is involved in or may be involved in material economic dispute, litigation or arbitration;


 


(5) the main individual investor or key
managerial person of Party A changes abnormally or is suspected of being involved in criminal acts so that the judicial organization
carries out investigation by law or restricts the personal freedom;


 


(6) Other matters of Party A’s
affiliated party, which will cause adverse impact on Party A.


In accordance with the Accounting
Standards for Enterprises – Relationship between Affiliated Parties and Disclosure of Transactions among Them, the term
“affiliated party” referred to herein means:


 


(1) Other enterprises under direct or
indirect control of Party A, or other enterprises which directly or indirectly control Party A, and other enterprises under the
control of the same parent company of Party A;


 


(2) The joint ventures of Party A;


 


(3) The associated enterprises of Party
A;


 


(4) Party A’s main individual investors,
key managerial personnel or the close family members thereof;


 


(5) Other enterprises under direct control
of Party A’s main individual investors, key managerial personnel or the close family members thereof;


 


Other terms and expressions referred
to herein shall have the same meanings as defined in the Accounting Standards for Enterprises – Relationship between Affiliated
Parties and Disclosure of Transactions among Them.


 


2.                            /                  .


 


3.                            /                  .


 


4.                   /
                    


 


Article 11 Settlement of Contract Disputes


 


Any and all disputes during the execution
process of this Contract may be settled through consultation between both parties. Where consultation fails, a lawsuit may be commenced
in the people’s court at the location where Party B is located.


 


During the litigation period, the other
clauses of the Contract not in dispute shall remain valid.


 




    	 



    	 



    

 


Article 12 Effectiveness of Contract


 


This Contract shall come into force when
Party A and Party B’s legal representatives (principals) or authorized agents give their signatures (seals) herein and both
parties affix their official seals herein.


 


Article 13 Contract Text


 


This Contract has been made out in four
(4) originals for Party A and Party B each holding two (2), which shall be equally authentic.


 


During the valid credit period and within
the credit line, all the legal documents concerning the creditor and debtor relationship between Party A and Party B shall be deemed
as an integral part of this Contract.


 


Article 14 Declaration


 


1. Party A clearly understands the business
scope and limit of authorization of Party B.


 


2. Party A has read through all the terms
hereunder. At Party A’s request, Party B has explained the terms hereunder accordingly. Party A has full knowledge and thorough
understanding of the meaning of the terms hereunder and the legal consequences thereof.


 


3. Party A’s signature and performance
of obligations under this Contract comply with laws, administrative regulations, rules and Party A’s articles of association
or internal organization documents, and Party A has been approved by its internal competent organizations and / or relevant state
authorities.


 


4. Party A and its controlling shareholder
have good credit status but have no significant bad record.


 


(The remainder of this page is intentionally
left blank.)


 


	
        Party A (Official Seal):

         

        Springpower Technology (Shenzhen)

 Company
        Limited (Seal)

         

        Legal Representative: Pan Dangyu (Seal)

        (or Authorized Agent)

         

        Nov. 11, 2014 
	 	
        Party B (Official Seal):

         

        SHEN ZHEN BAO AN GUIYIN COUNTY

 BANK
        LONGHUA BRANCH (Seal) 

         

        Legal Representative: Bai Yiming (Seal)

        (or Authorized Agent)

         

        Nov. 11, 2014