Exhibit 10.7


 


Number :40000928-2014(Henggang) No. 0068


 


Working capital loan contract 


 


Important note: The contract is signed between borrower and
lender according to laws and on equal and willing basis, and all the terms of this contract are true meaning of both sides. In
order to protect the borrower’s legitimate rights and interests, the lender hereby inform the borrower to pay full attention
to all the terms concerning the rights and obligations of both parties , especially the bold parts of the contract.


 


The lender: Industrial and Commercial Bank of China
Ltd. Shenzhen Henggang Branch


Person in charge: Duoping Yang   Contact:
Weifeng Tian


Residence (address): City Center Garden Street shops 101,
201, Henggang Street, Longgang District, Shenzhen   


Zip Code: 518115


Tel 0755 -28433033 Fax 0755 -28858699 E-mail: /


 




    	 



    	 



    

 


Borrower: Shenzhen Highpower Technology
Co., Ltd.


Legal representative: George Pan   Contact:
Eric Li


Residence (address): Building A2, Luoshan Industrial, Shanxia,
Pinghu Town, Longgang District, Shenzhen   


Person in charge: Dangyu Pan   Contact: Jing
Li


Zip Code: 518111


Tel: 0755 -89686236   Fax: 0755-89686819   E-mail:
/


 


After equal negotiation, both sides agreed to enter into
this particular contract.


 


The first part   Basic
Provisions


 


Article 1 the use of the loan


 


The loan Can be used for the below purpose and shouldn’t
be used for any other purposes without written consent of the lender, the lender has the right to monitor the use of funds.


 


Use of loan: The loan can be used as current funds for production
and operations.


 


Article 2 the loan amount and duration


 


2.1 The amount under this contract is RMB16,000,000.00 (RMB
SIXTEEN MILLION ONLY)


 




    	 



    	 



    

 


2.2 The term under this contract is 12 months from the date
of actual withdrawal (if separate withdrawal, from the date of the first withdrawal), the actual withdrawal date is the date on
IOU.


 


Article 3 rate, interest and cost


 


3.1 to determine the RMB loan interest rates


 


RMB loan interest rates shall be determined according to
the following (3)


 


(1) Fixed interest rate. Annual interest rate shall be /%
and will not change during the duration.


 


(2) Floating interest rates. Interest rate shall be determined
by base rate plus floating rate. Base rate is the corresponding base lending rate announced by the People's Bank of China on the
effective date of the contract with underlying term the same as in section 2.2. The floating rate is  % of
the base rate, and shall not change within the loan period. After withdrawal, the interest rates shall be adjusted every 6 months.
The date to determine the second period’s interest rate is the corresponding date when the first period ends.  If
the corresponding date does not exist, then choose the last day of that month. Interest rate of each withdrawals shall be adjusted
according to .


 




    	 



    	 



    

  


A, the interest rate for each withdrawal during any six month
period shall be determined according to the rate set at the beginning of the underlying period regardless of the number of withdrawals
and shall be adjusted at the next six month period.


 


B, Borrowing rates of each withdrawal are determined and
adjusted individually.


 


(3) Floating interest rates. Interest rate shall be determined
by base rate plus floating rate. Base rate is up 15% of national interbank lending rates, and the rate cannot change during
the period.


 


3.2 to determine the foreign exchange loan interest
rates Borrowing rates in foreign currency follow the / ways to determine:


 


(1) Fixed interest rate. Annual interest rate shall be /
and shall not change during the duration.


 


(2) Floating interest rates, borrowing rates to / months
/ (LIBOR / HIBOR) as the base rate plus / basis points (one basis point to 0.01%) consisting of a floating interest rate spreads.
Contract period plus point spreads remain unchanged. The use of sub-pen drawing and each withdrawal rates were calculated. Borrower
after the withdrawal, following the / ways to adjust the benchmark interest rate, interest-bearing segment:


 


A, the benchmark interest rate changes in accordance with
the corresponding period. The second phase of the benchmark interest rate adjustment date for a full withdrawal on the corresponding
day after, if you adjust the month and the withdrawal does not exist on the corresponding date, places corresponding to the last
day of the month, day, and so on other phases.


 




    	 



    	 



    

  


B, the benchmark interest rate changes in the first day of
each Interest Period.


 


(3) Other: /


 


3.3 Interest for the borrower under the contract is calculated
on a daily basis from the date of withdrawal and is paid on a monthly basis (month / quarter / half year) interest settlement.
When the loan matures, interest should be settles along with the principal. One day interest rate = interest rate / 360.


 


3.4 Late penalty rate under the contract is 130% ofthe original
loan interest rate, penalty interest rate for misappropriation of the loan is 150% of the original loan interest rate.


 


Article 4 withdrawal(This section does not
apply to loan cycles)


 


4.1Funds should be withdrawn based on the actual needs, the
borrower can make single or multiple withdrawals to the loan amount limit before May 18th 2015.


 


4.2If the borrower does not withdraw according to the contract,
the lender has the right to cancel all or part of the remaining unused balance. 


 




    	 



    	 



    

  


Article 5 repayment


 


5.1 Borrower repay the loan under this contract in one single
lump sum.


 


5.2 If the Borrower prepay the principal in advance, the
borrower should compensate the lender. The compensation should be calculated as: the amount of principle that is prepaid x the
remaining time under the contract (number of months) x 0.1%; the number of months calculated for remaining time should be rounded
to the greater integral number.


 


Article 6 cycle loan special agreement not
applicable.


 


Article 7 guarantees


 


7.1 Loans under the contract are guaranteed, by Hong Kong
Highpower Technology, Springpower Technology (Shenzhen) Co., Ltd. and the legal person, Dangyu Pan 's personal joint responsibility
for promissory guarantee.


 


7.2 Under the contract, the corresponding
maximum guarantee contracts are the following:


 


Maximum amount of guarantee contract name: "the maximum
guaranteed contract" (ID: ICBC 40000928-2012henggangbaozi 0053)


 


Guarantor: Hong Kong Highpower Technology Co., Ltd.


 


Maximum amount of guarantee contract name: "the maximum
guaranteed contract" (ID: ICBC 40000928-2012henggangbaozi 0054)


 


Guarantor: Springpower Technology (Shenzhen) Co., Ltd.


 






    	 



    	 



    




 


Maximum amount of guarantee contract name: "the maximum
guaranteed contract" (ID: ICBC 40000928-2012henggangbaozi 0055)


 


Guarantor: Dangyu Pan


 


Article 8 financial agreement not applicable


 


/


 


/


 


Article 9 dispute resolution


 


Dispute resolution under this contract is resolved through
litigation at the court with jurisdiction where the lender is located.


 


 Article 10 other


 


10.1 Contract is in triplicate, the borrower has one copy,
the lender has two copies, which have the same legal effect.


 


10.2 The following attachments along with other attachments
mutually recognized form an integral part of this contract, and have the same legal effect as the contract:


 


Annex 1: Notice of Withdrawal


 


Annex 2: commission payment protocol








 


Article 11 other matters agreed by the parties


 


  /


 






    	 



    	 



    




 


The second part   Specific
Provisions


 


Article 1   rate and interest


 


1.1 In foreign currency borrowings, LIBOR is the benchmark
interest rate on the withdrawal date or two banking days before the adjustment date of base interest rate (11:00 noon London time)
Reuters (REUTRES) Financial Telecommunication terminal "LIBOR" page displays the borrower under this contract currency
interbank offered rate; HIBOR as the benchmark interest rate adjustment date or withdrawal two banking days before (11:15 noon
Hong Kong time) Reuters (REUTRES) Financial Telecommunication terminal "HIBOR" page shows the same industry in HK Offered
Rate.


 


1.2 For loans with floating interest rates under the contract,
, the rules to adjust the underlying interest rate will not be changed.


 


1.3 For loans with interest rates settled monthly, interest
settlement date is 20th of each month; For loans with interest rates settled quarterly, the interest settlement date is the 20th
of the last month of each quarter; For loans with interest rates settled semi-annually, interest settlement dates are June 20 and
December 20 of each year.


 




    	 



    	 



    

 


1.4 The first interest period is from the actual withdrawal
date to the date of the first interest settlement date; the last interest period is from the following day after the previous interest
period to the final repayment date; other interest period is from the following day after the previous interest period to the next
interest settlement date.


 


1.5 In the case the People's Bank of China adjust the policies
to mandate loan interest rate, the lender will follow such policies, and will not notify the borrower.


 


1.6 Upon signing the contract, if the loan interest rate
is discounted from the base interest rate determined by People’s Bank of China, the Lender has the right to reevaluate the
discount given to the Borrower based on the national policies, credit quality of the borrower, and the changes of the guarantors,
etc. The Lender has the discretion to decide on the cancellation of part or all discount, and will notify the borrower in the due
course.


 


Article 2   loan withdrawal and release


 


2.1 Upon withdrawal, the borrower must meet the following
prerequisites, otherwise lenders are not obliged to release any funds to the borrower, except the lender agrees to advance loans:


 




    	 



    	 



    

 


(1) Except loans on credit, the Borrower has provided appropriate
guarantee according to the Lender’s requirements, and related guarantee procedures are completed;


 


(2) No breaches occurred under this contract or other contracts
signed by the Borrower and the Lender.;


 


(3) Evidence of use of funds provided by the borrower conforms
to the agreed use of funds;


 


(4) Provide any other materials needed by the lender.


 


2.2 The written documents provided by the Borrower to the
Lender upon withdrawal shall be original; Under conditions that original written documents can not be provided, after the consent
of the Lender, a copy of the duplicate with the official seal stamped from the Borrower.


 


2.3 Borrowers must submit withdrawal notice to the Lender
at least five banking days in advance before any withdrawal. Once withdrawal notice is submitted, without the written consent of
the lender, it may not be revoked.


 


2.4 If the Borrower meets the prerequisites for withdrawal
or agreed by the Lender to advance the loan, the lender transfers loan amount to the designated borrowers’ account, the lender
is deemed to have issued the loan to the Borrower in accordance with the contract.


 




    	 



    	 



    

 


2.5 In accordance with relevant regulatory requirements and
management requirements of lenders, loans more than certain amount or that meet other conditions should be paid by entrusted payment
of the Lender, the Lender should pay loans to the designated object with the borrower's withdrawal application and payment commission.


 


Therefore, the Borrower should
sign entrusted payment agreement with the Lender as the attachment of the contract, and should open or designate a specific account
at the Lender’s bank to settle the payments.


 


Article 3   repayment


 


3.1 The Borrower shall timely repay the contract principal,
interest and other payables in full. On the payment date and one banking day before each settlement day, current payable interest,
principal and other payables should be fully deposited into the repayment account opened at the Lender’s bank , which shall
be collected by the Lender on the repayment date or interest settlement date, or the Lender has the right to require the Borrower
handle transfer procedure . If the repayment amount in the account is insufficient to cover all due amounts of the Borrower, the
lender has the right to decide the liquidation order.


 


3.2 The Borrower should submit written application 10 banking
days in advance for advanced repayment of all or part of the loans to the lender with the consent of the Lender to pay compensation
to the Lender in accordance with the standard agreed in the contract.


 



    	 



    	 



    

 


3.3 The Borrower shall repay due principal, interest and
other payables in advance with the consent of the Lender according to the contract on the advanced repayment date .


 


3.4 The lender has the right to call loans in advance
according to the returning situation of borrower’s funds.


 


3.5 If the actual loan period is shorten because of the
advanced repayment by the Borrower or advanced loan call by the Lender according to the contract, the corresponding interest rate
level will not be adjusted.


 


Article 4 cycle loan (not applicable)


 


Article 5   guarantee


 


5.1 In addition to loans on credit, the borrower should provide
legitimate and effective guarantee that is accepted by the Lender to fulfill the obligations under the contract . Guarantee contracts
are signed separately.


 


5.2 Borrower shall promptly notify the lender, and further
provides other guarantees accepted by the Lender under the conditions that damages, depreciation, property disputes, being seized
or detained, or discreet disposal of collateral by the Borrower, or the guarantor’s financial condition changes adversely,




    	 



    	 



    




 


5.3 If accounts receivables are pledged as collaterals under
the contract during the period the contract is still effective, the lender has the right to declare early maturity of loans, and
require the borrower to immediately repay some or all of loan principal and interest, or request additional legitimate and effective
collaterals against the loans, if one of the following conditions occur,


 


(1) The pledgor of the accounts receivable bad debt increases
on the payer of which the accounts receivable are pledged, for two consecutive months;


 


(2) The accounts receivable that is uncollectable accounts
for over 5% of the pledgor’s total accounts receivable.


 


(3) The accounts receivable is due and uncollectable when
trade disputes (including but not limited to quality, technology, service-related disputes) or debt disputes between the pledgor
and payer


 


Article 6 account management


 


6.1 Borrower shall designate a special account at the Lender’s
bank for cash inflows for collecting sales revenues or planned capital repayment. Corresponding to the sales in the form of non-cash
settlement, the borrower should ensure timely receipt of funds into the designated account.


 




    	 



    	 



    

 


6.2 Lender has the right to monitor the designated account,
including but not limited to the capital income and expenditure, the borrower should cooperate. If required by the Lender, the
Borrower should enter into a special account control agreement.


 


Article 7   representations and warranties


 


Borrower makes the following representations and warranties
to the lender, and such representations and warranties remains in effect under the term of the contract:


 


7.1 Borrower shall have the qualification, and ability to
perform the contract signed with the Lender.


 


7.2 The Borrower has received all the necessary authorization
or approval to sign and perform this contract, which is not in violation of the Articles of Association and relevant laws and regulations,
and shall bear other obligations under the contract not in conflict with other contracts.


 


7.3 The borrower has been scheduled to meet other debt payments,
bank loan principal and interest owed no malicious behavior.


 


7.4 The borrower has a sound organizational and financial
management system, in the last year of production and management process has not a major act of violation of discipline, the current
senior management has no significant adverse record.


 




    	 



    	 



    

 


7.5 The borrower provides to the lender of all documents
and information are true, accurate, complete and effective, there is no false record, misleading statement or significant omission.


 


7.6 The borrower provides to the lender's financial and accounting
reports are prepared under Chinese accounting standards, true, fair and complete reflection of the borrower's operations and liabilities,
and the borrower's financial situation has not any material adverse change since the most recent financial reporting period. 7.7
The borrower has not concealed to the lender any litigation, arbitration or claim involved.


 


Article 8 borrower commitment


 


8.1 The Borrower withdraws and uses funds under terms and
conditions in the contract. The borrowed money is not used for fixed assets and equity and other investments, not in any way into
the stock market, futures market or uses prohibited by relevant laws and regulations.


 


8.2 Repay the loan principal and interest and other payables
in accordance with the contract.


 


8.3 Accept and actively cooperate with the lender for account
analysis, inspection, on-site reviews, etc., including use of the loan, including the use of funds and supervision of the inspection.
In accordance with the lender’s requirements, the borrower periodically provides summary reports for the use of funds.


 




    	 



    	 



    

 


8.4 Accept the lender's credit check required by the lender,
and provide the lender with balance sheet, income statement and other financial and accounting information reflecting the borrower's
solvency, to actively assist and cooperate with the lender to investigate and review its financial situation and production operations.


 


8.5 Before paying off the loan principal and interest under
the contract and other payables, the Borrower is not allowed to repay and dividends.


 


8.6 For the merger, divesture, reduction, changes in ownership,
transfer of substantial assets and debt, significant foreign investment, substantial increase in debt financing and other activities
that may adversely affect the rights of the Lender’s interest, prior written consent is required by the lender.


 


8.7 One of the following circumstances occurs, notify the
lender:


 


(1) The change on articles of incorporation, business scope,
registered capital, the legal representative;


 


(2) Out of business, dissolution, liquidation, business for
rectification, revocation of business license is revoked or application (by application) bankruptcy;


 


(3) Or may be involved in major economic disputes, litigation,
arbitration, or the property was legally seized, detained or regulation;


 


(4) Shareholders, directors and senior management is currently
involved in serious cases or economic disputes.


 




    	 



    	 



    

 


8.8 Timely, completely and accurately disclose related party
relationships and related party transactions.


 


8.9 Sign and verify notices mailed, or in the form, from
lender ..


 


8.10 Not dispose of assets in order to reduce the solvency;
provide guarantees to third parties without damaging the interest of the lender.


 


8.11 If the loans under the contract are on credit basis,
the Borrower should provide complete, true, accurate information to reflect providing guarantees that may affect its obligations
under this contract, and acquire written consent from the lender.


 


8.12 Take responsibility for the expenses from the Lender
in purpose of fulfillment of contracts, including but not limited to litigation or arbitration fees, property preservation fees,
legal fees, execution fees, assessments fees, auction fees, notice fees.


 


8.13 Debt settlement under the contract is in priority to
its shareholders, and at least has equal status with the borrower's other similar debt from other creditors and borrowers.


 


8.14 Reinforce the social and environmental risk management,
and agree to accept inspections by the Lender. If requested by the Lender, the Borrower agrees to provide the corresponding report.


 


Article 9 lender commitment


 


9.1 Release loans to the Borrower in accordance with the
contract.




    	 



    	 



    

 





9.2 Maintains the confidentiality of non-public information,
except required by laws and regulations otherwise.


 


Article 10 breach of contract


 


10.1 Any of the following events constitutes an event of
breach:


 


 (1)The borrower fails to repay
principal, interest, and other payables in accordance with the provisions specified in this contract, or fails to fulfill any other
obligations in this contract, or contrary to the statements, guarantee and commitments in this contract;


 


 (2)The guarantees in this contract
have adversely changed to the Lender’s loan, and the Borrower is not available to provide other guarantees approved by the
lender;


 


 (3) Fail to pay off any other debts
due by the Borrower, or fails to fulfill or breach other obligations in this contract, or likely to affect the performance of the
obligations in this contract;


 


 (4) The financial performance of
the profitability, debt payment ability, operating capacity and cash flow of the Borrower exceed the agreed standards, or deterioration
has been or may affect the obligations in this contract;


 


 (5) The Borrower's ownership structure,
operation, external investment has changed adversely, which have affected or may affect the fulfillment of the obligations in this
contract;


 




    	 



    	 



    

 


 (6) Borrower involves or may involve
significant economic disputes, litigation, arbitration, or asset seizure, detention or enforcement, or judicial or administrative
authorities for investigation or take disciplinary measures in accordance with the laws, or illegal with relevant state regulations
or policies in accordance with the laws, or exposure by media, which have affected or may affect the fulfillment of the obligations
in this contract;


 


 (7) The borrower’s principal
individual investors, key management officer’s change, disappearances or restriction of personal liberty, likely to affect
the performance of the obligations in this contract;


 


 (8) The borrower using false contracts
with related parties, using no actual transaction to extract the lender’s funds or credit, or evasion of lender’s loan
right through related party transactions;


 


 (9) Borrowers have been or may
be out of business, dissolution, liquidation, business reorganizations, business license has been revoked or bankruptcy;


 


 (10) Borrowers breaches food safety,
production safety, environmental protection and other environmental and social risk management related laws and regulations, regulatory
requirements or industry standards, resulting in accidents, major environmental and social risk events, likely to affect the performance
of the obligations in this contract;


 




    	 



    	 



    

 


(11) In this contract, the borrowing is paid by credit, the
borrower's credit rating, level of profitability, asset-liability ratio, net cash flow of operating and other indicators do not
meet the credit conditions of the lender; or without the lender’s written contract, pledges guarantee or provides assurance
guarantees to other party, likely to affect the performance of the obligations in this contract;


 


 (12) Other adverse situations may
affect in the realization of loan right in this contract.


 


10.2 If the borrower breaches of contract, the lender has
the right to take one or more of the following measures:


 


 (1) Require the borrower to remedy
the default within a certain time limit


 


 (2) Terminate other financing funds
in other contract issued to the borrower by the lender, cancel part or all of undrawn borrowings and other financing amount of
borrower;


 


 (3) Announce the outstanding loan
and other financing amount between the lender and the borrower in this contract, and take back the outstanding amounts;


 


 (4) Requires the borrower to compensate
the loss of the lender caused by the breach of contract;


 


 (5) Measures according to provisions
of lows and regulations, provisions of this contract and other necessary measures.


 




    	 



    	 



    

 


10.3 If the borrower fails to repay the due loan (including
loan declared expire immediately), the lender has the right to charge penalty interest according to penalty interest rate agreed
by this contract from the due date. The interest fails to repay on time, charge compound interest according to overdue penalty
interest rate.


 


10.4 Borrower fails to use the loan for agreed usage, the
lender has the right charge penalty interest on embezzlement according to embezzlement penalty interest rate agreed by this contract.
The interest fails to repay on time during the embezzlement period, charge compound interest according to embezzlement penalty
interest rate.


 


10.5 The borrower simultaneously happens the situations in
section 10.3, 10.4, choosing the heavier interest rate to charge, cannot impose in double.


 


10.6 If the borrower does not repay the principal, interest
(including interest and compound interest) or other payables on time, the lender has the right to announcements through the media
for collection.


 




    	 



    	 



    

 


10.7 If the control or controlled relationship between related
parties of the borrower and the borrower changes, or the related parties of the borrower happens the other situations except the
situations of (1) and (2) in above provision 10.1, likely to affect the performance of the obligations of the borrower in this
contract, the lender has the right to take the measures agreed in the contract.


 


Article 11 deduction


 


11.1 Borrower does not repay the due debt in this contract
according to this contract(including the debt declared due immediately), the lender has the right to deduct corresponding amount
from all the functional and foreign accounts opened at the branches of ICBC, until all the debt of the borrower in this contract
are paid off.


 


11.2 If the currency of deduct payments is inconsistent with
the currency in this contract, the exchange rate on the deduction day is the applicable exchange rate. The interest and other fees
during the deduction fees and debt pay off day, and the difference because of fluctuations the exchange rate during this period
is assumed by the borrower.


 


11.3 If deducted amount for the lender is insufficient to
pay off all debts, the lender has the right to determine the payment order.


 




    	 



    	 



    

 


Article 12 transfer of rights and obligations


 


12.1 Lender has the right to transfer all or part of the
right in this contract to a third party, the transferring actions do not need to acquire the consent of the borrower. If without
the consent of the lender in writing, the borrower cannot transfer any right and obligations in this contract to a third party.


 


12.2 The Lender or China Industrial and Commercial Bank Limited
("ICBC") can Authorize or commit the other branches to perform the rights and obligations in this contract according
to operation need, or transfer the loan right in this contract to the other branches of ICBC, the borrower must agree, and the
above actions of the lender do not need to ask for permission of borrower. The other branches which undertake the lender’s
rights and obligations have the right to perform all rights in this contract, and have right to apply for litigation, arbitration,
compulsory execution for the disputes in this contract in the branch’s name.


 


Article 13 Effect, Change and Terminate
of This Contract


 


13.1 This contract is effective since the signature date,
and is terminated on the day the borrower performs all the obligations in this contract.


 


13.2 Any change of this contract shall be agreed by all parties
involved and be made in writing. The changes of provisions and agreements are part of the contract, has equal legal right with
the contract. Except the changed part, the rest part of this contract is still valid, before the changes is in effect, the original
terms of this contract is still valid.


 




    	 



    	 



    

 


13.3 The change or termination of this contract will not
affect the right of all parties involved to require compensation. The termination of this contract, will not affect the effectiveness
of the dispute settlement provisions.


 


Article 14 law and dispute resolution


 


The contract formation, validity, interpretation, performance
and dispute settlement are applicable PRC laws. All caused by the contract or in connection with the contract-related disputes
and disputes, both parties should be resolved through consultation, the consultation fails according to the contract settlement.


 


Article 15 complete contract


 


The first part of this contract, "borrowing conditions"
and the second part of the "liquidity loan contract terms," together form a complete loan contract, the same two words
have the same meaning. The loan borrower is constrained by the above two parts.


 




    	 



    	 



    

 


Article 16 notice


 


16.1 All notices under the contract should be given in writing.
Unless otherwise agreed, the parties designated residence stated in this contract for communication and contact address. Address
of any party or other contact is changed, shall be in writing promptly notify the other party.


 


16.2 One party can notify the other party in the form of
announcement or notary service if the recipient party refuses to receive other circumstances that cause inability to deliver.


 


Lenders (Seal): Industrial and
Commercial Bank of China Ltd., Shenzhen Henggang Branch


 


Responsible person / authorized agent:Duoping Yang


 


Borrower (seal): Shenzhen Highpower Technology Co., Ltd.


 


Legal representative / authorized agent:Dangyu Pan


 


Contract signed on: