Exhibit 10.4


 


Basic Credit Line Contract


 


Reference: Xing Yin Shen Longgang credit
zi (2015) No. 0431


Creditor: Industrial Bank Co., Ltd., Shenzhen
Longgang Branch


Address: Parkland, Longxiang Road, Longgang
town, Shenzhen


Legal Representative / CEO: Xiaoxia Wen


Contact: Jinlong Huang


Address:


	Postal Code:	Fax :
	Tel: 0755-33837817	Fax:


 


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


Address: Building
A, Chaoshun Industrial Zone, Renmin Street, Danhu, Guanlan Road, Baoan, Shenzhen


Legal Representative / CEO: Dangyu Pan


Contact:


Address:


	Postal Code:	Fax :
	Tel: 0755-89686236	Fax:


 


Contract Location: Industrial Bank Building,
Industrial Bank Co., Ltd. Shenzhen Branch


 


Important Prompt


 


For protecting your rights and interests,
please read, check and confirm the following items carefully before signing:


 


1. You have the
right to sign this contract or you have been given sufficient authority legally.


 


2. You have read
and understood this contract carefully and sufficiently, and have paid attention on assuming, exempting or limiting responsibilities
of Industrial Bank Co., Ltd., and the content with bold font.


 


3. Your company
and you understand the meaning of this contract and the relevant legal consequences, and agree to accept these provisions.


 


4. The contract
provided by Industrial Bank Co., Ltd. is a model contract. There is space for modifying, supplementing and deleting.


 


5. If you have
further questions on this contract, please consult Industrial Bank Co., Ltd.


 


After application, creditor agrees to provide
a basic credit line to debtor. To clarify the rights and obligations of both parties, and abide by credit, the contracting parties
sign this contract agreed together according to relevant state laws and regulations.


 


Clause 1 Definitions and interpretation


 


Except agreed in writing by the contracting
parties, the following words in this contract will be explained as follows:


 




     


     


    

 


1. Basic credit
line: based on comprehensive evaluation of management and risk of debtor, creditor will decide the maximum amount of comprehensive
financing principal of debtor, including but not limited local foreign currency, various trade financing (issuing letter of credit,
trust receipt, packing loan, export bill purchase, export bill purchase under collection and advanced against inward documentary
bills, etc.) bank acceptance bill, notes discounted, notes repo, guarantee (including independent guarantee, demand guarantee,
standby letter of credit, etc.) and so on.


 


2. Valid period
of credit line is one uninterrupted period, during which the debtor can conduct business transactions stipulated under the basic
credit line, with creditor’s consent. The basic credit line expires when the valid period of credit ends.


 


3. Balance: creditor will manage and control
the balance of various businesses of debtor. The balance is the sum of used credit line, including undue balance and expired outstanding
balance, as follows:


 


(1) Undue balance: the sum of undue outstanding
debts which are used by debtor according to this contract.


 


(2) The due unpaid
balance is the debt principal balance that the Creditor granted the Debtor, or is entitled for to perform certain legal responsibilities,
but remained unpaid at the expiry date.


 


4. Macro contract:
Basic credit line contract, which is signed by creditor and debtor.


 


Sub-contract:
the specific business contract signed by two parties voluntarily. This contract is the macro contract of any sub-contracts, any
sub-contract is an inalienable part of this contract, and has the same legal effect.


 


5. Principal
debt: debt principal, interest and expense resulting from conducting various business transactions under this contract applied
by debtor, including but not limited local foreign currency, various trade financing (such as issuing letter of credit, trust receipt,
packing loan, export bill purchase, export bill purchase under collection and advanced against inward documentary bills, etc.)
bank acceptance bill, notes discounted, notes repo, guarantee (including independent guarantee, demand guarantee, standby letter
of credit, etc.) and so on. (Including principal, interest, punitive interest, compound interest, liquidated damages, damage awards,
expenses for realizing financial claim, etc.)


 


Expenses for realizing a financial claim:
the money which creditor spends for realizing a financial claim by litigation, arbitration, etc. such as court (arbitration) costs,
attorneys’ fees, traveling fees, execution fees, maintenance costs, and other necessary costs for realizing a financial claim.


 


6. Important
transaction which is mentioned in clause 8 (including but not limited): anything which might have a bad effect on the basic organization
of debtor’s company, changes of stockholders, contingent liabilities, cash flows, profitability, core business secrets, important
assets, significant claims and debts, repayment ability, other transactions which are considered as significant transactions by
creditor and/or debtor.


 


7. Important
transaction which is mentioned in clause 8 (including but not limited): anything which may have bad effect on executives’
operational capability, employment and termination of core staff, core business secrets, core competence, basic organization, legality,
stability, development, profitability, repayment ability, other things which are considered as significant things by creditor and/or
debtor.


 


8. Workday mentioned
in this contract refers to a banking day. If the drawdown date or the repayment date is on a legal holiday, then it is delayed
to the first working day after the holiday.


 




     


     


    

 


Clause 2 Credit Line


 


1. The maximum amount of basic credit line
is RMB (in words) SIXTY MILLION YUAN ONLY. If debtor uses foreign currency in specific business, the foreign currency will be converted
to RMB according to the exchange rate announced by creditor on the date when the applicable sub-contract is signed, and will be
included in credit line.


 


2. Decomposition
of credit line


 


(1) Working capital
loan: RMB 10,000,000


 


(2) Bank acceptance:
RMB60,000,000


 


(3) Export loan
under mortgage of documents: RMB 10,000,000


 


(4) Standby letter of credit:


 


3. If the Debtor
repays the used line of credit within valid period of credit line, the equivalent amount of credit line recovers automatically.


 


4. The financing
balance should not be more than RMB 60,000,000, including all debts used by debtor according to this contract, and the single credit
line cannot be more than RMB 60,000,000.


 


Clause 3 Valid Period and Adjustment
of Credit Line


 


1. Valid period
of credit line under this contract is from July 15th 2015 to July 15th 2016.


 


2. This contract
is not the definite obligation of creditor, in any circumstance, creditor has the right to adjust or cancel the credit line and
valid period under this contract partly or completely without the consent of debtor. Foregoing “any circumstance” includes
but not limited following situations:


 


(1) debtor has
significant operational difficulties and risks;


 


(2) debtor has
significant changes in ownership or contingent debt;


 


(3) debtor has
significant changesin its operational mechanism (including but not limited discrete, merger, termination, etc.);


 


(4) debtor gets
hit with credit downgrade and which increasesrisk of repayment;


 


(5) the situation
and conditions of one transaction, which Debtor works on, have significant changes;


 


(6) the statements
and commitments of debtor mentioned in clause 7 become invalid;


 


(7) other creditors
think it is necessary to change, adjustment or cancel debtor’s credit line.


 


3. If debtor
needs to increase temporary the credit line because of a change of situation or special project, debtor can apply for special credit
line from creditor, which can only be used for special project, and should not be used as cycle.


 


Clause 4 Repayment and adjustment of
advance in cash and receipt under different credit line


 


Creditor has
the right to use the funds received under one or more of the lines to repay the advanced money which is used according to this
contract, without the consent of debtor and guarantor.


 


Clause 5 Guarantee Measures


 


1. The following contracts are guarantee
contracts of this contract and sub-contracts.


 


(1)REF: Xing
Yin Shen Longgang credit (guarantee) zi (2015) No. 0431


 


"Maximum Amount Guaranty Contract"
(the name of the contract), guarantor: Shenzhen Highpower Technology Co Ltd, mode: guarantee;


 




     


     


    

 


(2) REF: Xing
Yin Shen Longgang credit (guarantee) zi (2015) No. 0431A "Maximum Amount Guaranty Contract" (the name of the contract),
guarantor: Dangyu Pan, mode: guarantee;


 


2. Before the signing of guarantee contracts
and completing the guarantee procedures, creditor has the right to refuse handling an application for using the credit line under
this contract, and providing the loans under this contract and sub-contracts.


 


3. The maximum
guarantee for all debts under the credit line should be provided by the above guarantors (guarantor, mortgagor or pledger), except
as agreed by creditor, debtor and guarantor.


 


4. If following
things happen to the guarantor under this contract, creditor has the right to take measures according to clause 9 of this contract.


 


(1) Guarantor
violates the maximum guarantee contract; a deterioration of guarantor’s credit position; or other things, which may damage
guarantee ability happen;


 


(2) Mortgager
violates the maximum mortgage contract; damages mortgage intentionally; the value of mortgage might has been reduced obviously;
or other things which damage the hypothecation of creditor;


 


(3) Pledger violates
the maximum pledge contract; the value of pledge has been reduced obviously; or the right of pledge has to be cashed in advance;
or other things which damage the pledge of creditor.


 


Clause 6 The Rights and Obligations
of Creditor


 


1. During credit period, if the accumulated
total balance used by debtor is less than the maximum capital limit, creditor will review a loan application which is within the
limit from debtor.The application will be accepted if it meets each of the conditions and requirements requested by creditor. If
Creditor is unable to make a substantive examination because of debtor or any other reasons, it should not constitute a defense.
Debtor and guarantor give up considering it as a defense.


 


2. Creditor has
the right to acquire the accounting statements and other operational information of debtor.Debtor should provide its marketing
plan, investment plan and demand for funds.Creditor will keep debtor’s business secret.


 


3. In order to
achieve the purpose of financing under this contract, the debtor should provide a full, effective guarantee, which is recognized
by creditor. If debtor or guarantor violates the contract, creditor has the right to seize any form of assets of the Debtor or
Guarantor that the Creditor possesses


 


Clause 7 Representations and Commitments
of Debtor


 


Debtor makes the following representations
and commitments voluntarily, and assumes legal responsibility for the reality of the content.


 


1. Debtor is
a legal representative, which is established according to the laws of People’s Republic of China, with full capacity for
civil conduct. Debtor promises to provide related information requested by creditor.


 


2. Debtor can
perform all obligations and responsibilities under this contract, and will assume the repayment responsibility in any conditions.


 


3. Debtor has
the right to sign this contract, and has acquired all legal approvals and authorities.


 


4. Signing this
contract is allowed by debtor’s articles of association, internal decisions and resolutions of shareholders and board of
directors. This contract will not conflict with the articles of association, internal decisions and resolutions of shareholders
and board of directors and policies of debtor.


 




     


     


    

 


5. Signing and performing
this contract is the true willing decision of debtor. Signing and performing the above contract will not violate the laws and regulations,
rules and agreements which can limit debtor. This contract is legal and enforceable, and if this contract become invalid because
debtor does not have full capacity to sign this contract, debtor should repay all losses of creditor.


 


6. All documents,
financial statements and other information, which are provided by debtor under this contract, are true, complete, accurate and
effective.


 


7. Debtor agrees
that bank business under this contract is limited to the regulations, conventions and practices of creditor, and the power of interpretation
belongs to creditor.


 


8. Debtor cannot
change its equity structure or major executives without written consent of creditor.


 


9. If debtor
does not perform obligations according to this contract and sub-contract, debtor grants creditor the right to obtain relevant money
from any account which is opened in creditor by debtor.


 


10. In any transactions
after signing this contract, if the debtor submits any documents related to a specific transaction to creditor for auditing, debtor
promises all documents are true.Creditor neither participates in nor knows the essence of transaction, and will not take any responsibility.


 


11. The debtor
confirms it has no further litigation, arbitration, or administrative litigation in property, liquidation or issues with going
out of business, except situations which have been disclosure in writing to creditor.


 


12. If creditor
is involved in litigation, arbitration or another dispute because of performing the obligations under this contract,the litigation
or arbitration fees, legal fees and other expenses of creditor will be borne by the debtor.


 


13. All settlement
businesses under this contract should be handled through the settlement account open in creditor.


 


14. The debtor
provides full, effective or other appropriate acceptable guarantee approved by the creditor. For the house mortgage, if the house
will be removed, the debtor shall promptly inform the creditor to fulfill obligations; if mortgage houses were demolished, the
creditor has the right to require the debtor to pay off the debt in advance, or reset the mortgage and sign a new security agreement.
During the loss of the original guarantee and the new mortgage registration has not been completed, the debtor should provide the
secured party as guarantees; For the way of compensation to compensate for the demolition of real estate, the creditor will be
responsible for requesting relocation compensation as guarantee through the opening margin accounts or certificates of deposit
, etc.


 


Clause 8 Debtor has the obligation to
disclosure significant transactions and events to creditor.


 


1. Debtor should
inform creditor of significant transactions and events of debtor in writing timely.


 


2. If debtor
is a group company, debtor should inform creditor of its related transactions which are more than 10% of creditor’s net assets,
including but not limited to :


 


(1) the relationship
of the parties in the transaction;


 


(2) transactions
and transaction properties;


 


(3) the amount
of transaction and relevant proportion;


 


(4) pricing policy.


 


3. During valid
period of this contract, stock transfers, reorganizations, mergers, discrete, shareholding reforms, joint ventures, cooperations,
joint operations, contracts, leases, business scope, change of registered capital, major asset transfers, contingent liabilities,
or anything which may affect debtor’s ability to assume responsibility should be reported to creditor in writing 30 days
in advance.


 




     


     


    

 


4. A termination
of business, going out of business, bankruptcy, dissolution, cancellation of business license, deterioration of financial situation
or involvment in a major business dispute, or anything may affect debtor’s ability to assume responsibility should be reported
to creditor in 7 days by writingfrom the date the above thing took place.


 


5. When debtor
becomes involveed in major litigation or arbitration with any third party, or any other significant thing which may affect debtor’s
ability to assume responsibility occurs, creditor should be notified in writing within 7 days from the date debtor receives relevant
notice.


 


6. The debtor
promises that it will not use its legal dispute with a third party to damage creditor’s rights.


 


Clause 9 Default and default Liability


 


1. After this
contract comes into force, the creditor and the debtor should perform the obligations as agreed in the contract. If any one party
fails to perform or not completely fulfill its obligations of this contract, it should bear the corresponding liability for breach
the contract.


 


2. If any of
the following situations occur, creditor has the right to terminate the unused credit line under this contract, and ask the debtor
to repay all financing, payable interest and other expenses under this contract immediately.The date the creditor asks the debtor
to repay the money is the advanced expiration date:


 


(1) any information
provided by debtor or the statements and commitments stated in clause 7 of this contract are false, inaccurate, incomplete or misleading;


 


(2) deterioration
of debtor’s credit status and obvious weakening of repayment ability (including contingent liability);


 


(3) the cross
default agreed in clause 10 of this contract occurs to the debtor, the affiliated enterprise of the debtor, the guarantor, or the
affiliated enterprise of the guarantor;


 


(4) the debtor
violates the obligations agreed to in a sub-contract of this contract;


 


(5) the debtor
fails to repay the principal, interest and expenses of one financing under this contract on schedule;


 


(6) the debtor
stops repaying its own debt, or cannot repay due debt;


 


(7) stopping
doing business, going out of business, being announced bankruptcy, dissolution, cancellation of business license, involving in
major business dispute, and deterioration of finance condition and so on;


 


(8) other thing
which may damage creditor’s right.


 


3. If the debtor
defaults, creditor has the right to take one or more following measures:


 


(1) suspending or reducing the sum of financing,
until cancelling all agreed line of financing;


 


(2) announcing
complete or part of debtor’s debt expirein advance;


 


(3) terminating
this contract, and asking debtor to repay all debt and pay relevant expenses;


 


(4) the debtor
should pay punitive interest for overdue debt;


 


(5) the debtor
should pay punitive interest for misappropriation of the loan;


 


(6) requiring
the debtor to pay full compensation for losses.


 




     


     


    

 


Clause
10 the cross-defaulting


 


If one of the following events occurs to
the debtor or affiliated enterprises of the debtor, and the guarantor or the affiliated enterprises of the guarantor, it will be
considered that debtor default as well, the creditor have the right to recover loan in advance according to this contract or its
sub-contract, and require the debtor to be liable for breach of contract according to the contract:


 


(1) any loan,
financing or debt defaults or may default, or be called for repayment in advance;


 


(2) any guarantee
or similar obligation fails to be performed or might fail;


 


(3) the non-performance
or violation of the relevant debt guarantee and other similar obligations of legal document or contract or might;


 


(4) failure to
repay due debts or borrowing/financing;


 


(5) be declared
bankrupt by the legal procedure or may be so declared;


 


(6) other situations
that endanger the safety of the money under this contract.


 


Clause 11
the continuity of obligation


 


All obligations
of the debtor under this contract have the same effect on its heir apparent, agent, receiver, orassignee, even after a merger,
reorganization, or change of name.


 


Clause 12 accelerated maturity terms
of principal and interest


 


The debtor and
the guarantor agree that once the debtor fails to perform the statements and commitments of Clause 7, or the debtor fails to perform
any obligation under this contract, the creditor has the right to decide that any other obligations include all outstanding principal,
interest (including punitive interest and compound interest) and relevant expenses become due immediately.


 


Clause 13 The Priority Right of Subrogation
Arrangement


 


The debtor states
herein, once the debtor defaults or is unable to repay due principal, interest and fees, and doesnot have enough property to repay
advanced money to creditor,creditor has the right of subrogation on any claim, accounts receivable and other property rights of
the debtor. The debtor and the guarantor are willing to give up the defense to creditor according to article 28 of “Guarantee
Law”.


 


Clause 14 Offset Arrangement


 


1. If the debtor
or the guarantor fail to repay maturing debt or pay the debt upon early maturity, the creditor has the right to directly withhold
money on any account of the debtor to repay the debt. If the currency in the debtor’s account is different from the currency
of principal debt, the withholding money will be calculated on the rate of withholding day.


 


2. Creditor’s
rights under this contract will not be offset by any reason or any third party’s offset right.


 


3. Creditor’s
rights under this contract will not be offset by any offset right of the debtor, the guarantor or any third party.


 


Clause
15 Applicable Law, Jurisdiction and Dispute Resolution


 


1. Signing, effectiveness,
performance, termination, interpretation and dispute settlement of this contract is applicable for the laws of People’s
Republic of China.


 


2. For any dispute
of this contract, the debtor and the creditor should resolve through friendly negotiations. If negotiation fails, both parties
agree to solve by the following section (2) way:


 


(2) Applying for arbitration to the Shenzhen
Arbitration Commission, resolving the dispute by applicable rules of the Arbitration Commission, the arbitration award is final
and binding on both parties. The site selection is in Shenzhen.


 


3. In the dispute
period, the provisions which are not involved in the dispute still should be carried out according to this contract.


 




     


     


    

 


Clause 16 Files, Communications and
Notifications


 


1. Any documents,
communications and notifications under this contract will be sent to each partyaccording to the address, phone number or other
contact methods on the cover of this contract.


 


2. If the contact
method of one party changed, the other party should be informed immediately, otherwise the party which does not inform its change
to the other must bear full responsibility for all the consequences.


 


3. Any documents,
communications and notifications are sent according to above address, shall be deemed to arrive on the following dates:


 


(1) by post (including
speed post, ordinary letter, registered mail), it will be deemed to arrive on the sending day after five working days;


 


(2) by facsimile
or other electronic communication, it will be deemed to arrive on sending day;


 


(3) by personal
service, the date of signing is deemed to be arriving date.


 


Notifications by the way of website, online
banking, telephone banking or business outlets announcement should be deemed to arrive on day. The creditor does not need to borne
any responsibility for any transmission errors, omissions, or delays of mail, fax, telephone or any other communication system.


 


4. The two sides
agree that the seal of the office seal, financial seal, contract seal, receive seal and credit seal is the effective seal for the
documents, communications and notifications. All staff of the debtor have right to receive files, communications and notifications.


 


Clause 17 Effectiveness, Modification
of This Contract and Other Matters


 


1. The contract will
take effect from the date of signature or stamp of both parties.


 


2. During the
effective period of this contract, the creditor’s giving to the debtor and the guarantor ofany tolerance, forgiveness, or
delay to use the rights and interests, shall not damage, impact or limit the creditor to share the rights and interests in accordance
with relevant laws and regulations and this contract, or be deemed giving up the rights and interests, also do not affect the debtor
to borne any obligation under this contract.


 


3. As a result
of national laws and regulations or regulatory policy change, which leads to loan obligations of the creditor under this contract
not conforming to the laws and regulations or regulatory requirements, the creditor has the right to unilaterally terminate the
contract, announceall of the loan is due in advance, and the debtor should pay off the loan immediately.


 


4. If the creditor
cannot issue the loan or pay on time because of force majeure, the failure of communication or network, or the failure of creditor’s
system, the creditor does not assume any responsibility, but should promptly notifythe debtor.


 


5. The creditor
shall have the right to authorize or entrust other branches of industrial bank to perform rights and obligations under this contract
(including but not limited to authorized or entrusted bank branches of other related contracts, etc.) according to the debtor’s
operation and management, or the loan under this contract as other branch’s to undertake, which is approvedby the debtor,
and without prior consent of the debtor.


 


6. The debtor
agrees that the creditor has the right to unilaterally reduce or cancel the unused loan under the contract according to the debtor’s
production and operation situation, situation of payment orcredit of other financial institutions. The creditor should notify the
debtor five working days before reduce or cancel the loans, without prior consent of the debtor.


 




     


     


    

 


7. At any time, any provision of this contract
in any way is or becomes illegal, invalid or unenforceable, the legality, validity or enforceability of other provisions under
the contract is not affected.


 


8. The heading
of this contract is just for the convenience of reading, which shall not be used for interpretation or any other purposes.


 


9. The attachment
is an integral part of this contract, and the attachment of this contract is equally valid.


 


10. This contract
is triplet, the creditor holds two copies, the debtor holds one copy, with equal legal effect.


 


Clause 18 The Notarization and Voluntarily
to Accept Compulsory Execution


 


1. The contract should
be notarized by the state notary office for if any party request notarization.


 


2. The notarized
contract have the enforcement effect, if the debtor fails to perform the debt, or the creditor realize creditor's rights according
to laws and regulations and this contract, the creditor shall have the right to directly apply the people's court with jurisdiction
for enforcement.


 


Clause 19 The Supplementary Terms and
Conditions:


 


1. The parties
of this Contract hereby confirm that their domiciles and service methods given herein are their service addresses and methods of
relevant legal documents (including but not limited arbitration application, arbitration notice, case filing notice or acceptance
notice, statement of defense, written counterclaim, evidence, notice of court session, award, mediation document, execution notice,
notice of performance within a time limit, and other legal documents during hearing and execution of arbitration).


 


Recipient: Pan Dangyu


 


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


 


	Zip Code: 518111	Tel.: 13510066248
	 	 
	Designated Agent (if any):	Detailed Address:
	 	 
	Zip Code:	Tel.:


 


The parties of this Contract hereby confirm
and agree to send legal documents by personal delivery or by the following methods:


 


 ̈ Post;  ̈ Fax, No.                              ;   ̈ E-mail, Address:                        ;


 


 ̈ SMS, Receiving No.:                            .


 


The foregoing legal documents shall be
deemed as having been served (to the principal if having been served to the designated agent) once they are sent by any means to
the address given above. In case of change of any party’s service address and service method, the other party shall be timely
notified in written form. If the other party is not timely notified, such change shall be deemed invalid and the party of change
shall assume relevant responsibilities arising therefrom.


 


The credit line occupied under the Basic
Credit Line Contract of X.Y.S.L.G.S.X.Z. (2014) No. 0504 shall be brought into the unified credit management of this Contract.
In other words, the sum of the credit line hereunder and the credit line under the Basic Credit Line Contract of X.Y.S.L.G.S.X.Z.
(2014) No. 0504 shall not exceed RMB 60 million Yuan only (total risk exposure shall not exceed 20 million Yuan). Risk exposure
= balance of various businesses having been handed under credit – the principal of the financing business at an amount equivalent
to the value of the pledge on the date of pledge in various financing businesses, such as bank acceptance, opening of L/C and loan
applied by the Applicant and pledged with the Applicant or a third party’s deposit security or deposit receipt within the
valid period of the credit line.


 




     


     


    

 


If the Discount Applicant handles discount
business (including rediscount business) with the Financer for the commercial bill issued, accepted or endorsed by the Applicant,
the Discount Contract between the Discount Applicant and the Financer shall be a subcontract of this Credit Contract and shall
be deemed as an indivisible part of this Credit Contract. The discount amount shall be included in the credit line. Meanwhile,
the Applicant agrees to assume liability of repayment in accordance with the Discount Contract.


 


/s/ [COMPANY SEAL]


The Creditor (official seal):


The legal representative (signature):


 


The Debtor (official seal):


The legal representative (signature):


/s/ Dangyu Pan