Exhibit 10.32


 


Maximum Mortgage Contract


 


No.: fj1122021142


 


Mortgagor: Suzhou Shengfeng Logistics
Co., Ltd.


 


Unified Social Credit Code: ********************


 


Legal Representative / Person in Charge:
Kang Zhenghao


 


Address: 55 Huaxing Road, Xingeng village,
Wangting Town, Xiangcheng District, Suzhou City


 


Zip Code: 201500


 


Financial Institution and Account Number:
Industrial and Commercial Bank of China Limited Suzhou Xiangcheng sub branch, *********


 


Tel: *********** 



 


Fax: ***********


 


Mortgagee: Bank of China Limited Fuzhou
Jin’an Sub-branch


 


Legal Representative / Person in Charge:
Chen Yan


 


Address: Fusheng Qianlong international
annex building 1F-03, No.3 middle Changle Road, Wangzhuang Street, Jin’an District, Fuzhou City 


 


Zip Code: 350011


 


Tel: *********** 


 


Fax: ***********


 


In order to guarantee the performance of the liabilities
under the main contract mentioned in Article 1 of this contract, the mortgagor voluntarily mortgages the right of legal property disposal
to the mortgagee as listed in the attached “list of collateral”. Both parties enter into this contract through equal consultation.
Unless otherwise agreed in this contract, the interpretation of words in this contract shall be determined according to the main contract.


 


Article 1 Main Contract


 


The main contract is:


 


The Credit Line Agreement (No.fj1122021141)
signed between the creditor and the debtor Shengfeng Logistics Group Co., Ltd. and the single agreements that have been and will
be signed according to the credit line agreement, as well as its amendments or supplements.


 






     


     


    

 


Article 2 Principal Creditor’s Rights and the
Period of Occurrence


 


Unless otherwise determined or agreed in accordance
with the law, the creditor’s rights actually occur under the main contract within the following periods, as well as the creditor’s rights
already occurred between the debtor and the creditor before the contract takes effect, constitute the main creditor’s rights of the contract:


 


From the effective date of the credit line agreement
mentioned in Article 1 of this contract to the expiration date of the service life of the credit line specified in the agreement and its
amendments or supplements.


 


Article 3 Maximum Amount of Secured Claims


 


1. The maximum creditor’s rights guaranteed by
this contract is:


 


Currency: RMB.


 


Amount: ¥80,000,000.00.


 


2. On the expiration date defined in Article 2
of this contract, the interest (including legal interest, agreed interest, compound interest and penalty interest), liquidated damages,
damages, expenses for realizing the creditor’s right (including but not limited to litigation expenses, lawyer’s fees, notarization fees,
etc.) incurred on the principal of the principal creditor’s right shall be calculated. The specific amount of the secured claim is determined
when it is paid off.


 


The sum of the amount of creditor’s rights determined
according to the above two terms is the maximum amount of creditor’s rights guaranteed by this contract.


 


Article 4 Collateral


 


See the “list of collateral” in the
appendix for the relevant information of collateral.


 


During the period of the mortgage, if the mortgaged
property is damaged, lost or expropriated, the mortgagee may have the priority to be compensated for the obtained insurance and compensation
money. This money may also be drawn if the performance period of the secured creditor’s right has not expired.


 


If the mortgaged property is a house, the mortgagor
shall timely inform the mortgagee upon knowing the information that the house is to be demolished. During the mortgage period, if the
mortgaged house is demolished and the compensation form of property right exchange is adopted for the demolished house, the mortgagor
shall negotiate with the debtor and the mortgagee to pay off the main liabilities, or reset the mortgage after the property right exchange
and sign a new agreement according to the mortgagee’s requirements. After the demolishing of the original mortgaged real estate
and before the new mortgage registration is handled, the mortgagor should provide a guarantee to the mortgagee by the guarantor; If the
house to be demolished is compensated in the form of compensation money, the mortgagee has the right to receive the compensation in priority,
or require the mortgagor to continue using the demolition compensation as security property by opening a special deposit account or a
deposit receipt, and signing the corresponding agreement.


 






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Article 5 Mortgage Registration


 


If mortgage registration is required according
to law, the two parties shall go through the procedures with the registration department within 10 days after signing this contract.


 


In case of any changes in the registered items
of mortgage, the two parties shall register the change within 3 days from the change date.


 


The mortgage registration fee shall be borne by
the mortgagee.


 


Article 6 Possession and Keep of the Mortgaged
Property


 


The mortgaged property under this contract shall
be possessed and kept by the mortgagor, but all certificates of the property shall be kept by the mortgagee. The mortgagor agrees to accept
and effectively cooperate with the mortgagee’s inspection of the property at any time.


 


The mortgagor shall properly keep and maintain
the mortgaged property and take effective measures to ensure the safety and integrity of the property; If the mortgaged property needs
to be repaired, the mortgagor shall do so in time and bear the corresponding expenses.


 


Without the written consent of the mortgagee,
the mortgagor shall not transfer, lease, lend, transform, reconstruct or dispose of the mortgaged property in whole or in part in any
other way; With the written consent of the mortgagee, the proceeds from the disposal of the mortgaged property shall be deposited into
the account designated by the mortgagee, and the mortgagee has the right to choose the following ways to deal with the matter: (1) require
the debt to be paid off in advance;(2) turn the price into a security deposit pledge(3) require the mortgagor to provide
new guarantee; If the mortgagor transfers the mortgaged property without the written consent of the mortgagee, resulting in the transfer
price to be significantly lower than the reasonable market value, the mortgagor shall be liable within the scope of his fault.


 


Article 7 Decrease in the Value of the Mortgaged
Property


 


The value of the mortgaged property can be determined
by the mortgagee and the mortgagor through negotiation. If a third-party company is entrusted to evaluate the mortgaged property, and
if the borrower is a small or micro enterprise, then the mortgagee is the principal and shall bear the evaluation fee; if the borrower
is not a small or micro enterprise, then the debtor is the principal and shall bear the assessment fee.


 






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The value of the collateral determined through
negotiation or the value from the evaluation report of the evaluation company after the mortgagee’s review shall be recorded in the corresponding
column of the “List of Collateral” in this contract.


 


If the mortgagor’s conducts activities that is
going to reduce the value of the mortgaged property before the main creditor’s right of this contract is fully paid off, the mortgagee
has the right stop the mortgagor’s such behavior. If the value of the mortgaged property decreases, the mortgagee has the right
to require the mortgagor to restore the value of the property or to provide other guarantees equivalent to the reduced value. If the mortgagor
neither restores the value of the property nor provides a guarantee, the mortgagee has the right to require the debtor to pay off the
liability in advance. If the debtor fails to pay off, the mortgagee has the right to exercise the mortgage.


 


If the mortgaged property is lost or its value
is reduced due to natural disasters, accidents, torts and other reasons, the mortgagor shall immediately take measures to prevent further
expansion of the loss and immediately notify the mortgagee in writing.


 


Article 8 Fructus


 


If the debtor fails to pay off the due liabilities
or under other circumstances the mortgage right is seized by the People’s Court according to law, the mortgagee has the right to collect
the natural or legal fructus of the mortgaged property from the date of seizure, unless the mortgagee fails to notify the obligator who
shall pay off the legal fructus.


 


The fructus mentioned in the preceding paragraph
shall first be used to cover the expenses for collecting the fructus.


 


Article 9 Insurance of Mortgaged Property
(select: 1. applicable; 2. not applicable)


 


The mortgagor shall consult with the mortgagee
to determine the insurance company, the insurance type and insurance period and the insurance amount. If the assessed value of the mortgaged
property is not less than the corresponding amount of the principal creditor’s right guaranteed by this contract, the mortgagor shall
insure with the amount not less than the corresponding principal creditor’s right; i the assessed value of the mortgaged property
is less than the corresponding amount of the principal creditor’s right guaranteed by this contract, The insurance shall be insured according
to the assessed value of the collateral. The contents of the insurance policy shall meet the requirements of the mortgagee and shall not
be attached with restrictive conditions detrimental to the rights and interests of the mortgagee. The insurance premium shall be 100%
borne by the mortgagor. If the borrower is a small and micro enterprise, the insurance premium shall be borne by the mortgagee.


 






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Before the main creditor’s rights of this contract
are fully paid off, the mortgagor shall not interrupt, terminate, modify or change the insurance policy for any reason, and shall take
all reasonable and necessary measures to ensure that the insurance agreed in this article remains valid. If the mortgagor fails to insure
or violates the agreement mentioned above, the mortgagee has the right to decide to continue to insure the mortgaged property. The insurance
expenses shall be 100% paid by the mortgagor. The losses caused to the mortgagee due to the mortgagor’s failure to bear the corresponding
insurance premium as agreed shall be recorded in the balance of creditor’s rights. If the borrower is a small and micro enterprise, the
insurance premium shall be borne by the mortgagee.


 


Within 3 days after the signing of this
contract, the mortgagor shall provide the mortgagee with the original insurance document of the mortgaged property to transfer the claim
right of insurance benefits to the mortgagee. Before the main claims of this contract are fully paid off, the original insurance document
shall be kept by the mortgagee.


 


Article 10 Guarantee Liabilities


 


If the debtor fails to make payment to the mortgagee
on any normal repayment date or prepayment date under the main contract, the mortgagee has the right to exercise the mortgage in accordance
with the law and the contract, and has the priority in compensation for the mortgaged property within the maximum amount specified in
Article 3 of the contract.


 


The normal repayment date referred to in the preceding
paragraph is the principal repayment date, interest payment date or the date when the debtor shall pay any money to the mortgagee according
to the contract. The prepayment date mentioned in the preceding paragraph refers to the date proposed by the debtor with the consent of
the mortgagee, and the date when the mortgagee requests the debtor to recover the principal and interest of the creditor’s right and /
or any other money in advance according to the contract.


 


Article 11 Types and Period of Exercising the
Mortgage Right


 


After the occurrence of the guarantee liability,
the mortgagee has the right to exercise all or part of the mortgage that has reached the liquidation period according to law.


 


The mortgagee should exercise the right within
the limitation of action; If the creditor’s right is paid off by installments, the mortgagee shall exercise the mortgage right before
the reach of the last term’s limitation period of action.


 


Article 12 Realization of the Mortgage


 


After the occurrence of the guarantee liability,
the mortgagee has the right to negotiate with the mortgagor to convert the mortgaged property into repayment of the principle creditor’s
right through auction or sale. If the negotiation fails, the mortgagee has the right to request the People’s Court for an auction or sale
of the mortgaged property according to law.


 






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The proceeds from the disposal of the mortgaged
property should be used to pay for the disposal expenses in priority and then to pay off the principal creditor’s right.


 


If the principle liability is guaranteed by other
things besides this contract, it will not affect any right of the mortgagee under this contract. The mortgagee has the right to determine
the exercise order of each guarantee right. The mortgagor shall undertake the guarantee liability in accordance with this contract, and
there shall be no other defenses regarding other guarantee and the exercise order.


 


Article 13 Relationship Between this Contract
and the Main Contract


 


If the main contract includes the credit line
agreement / general agreement on credit business, written consent of the mortgagor is required to extend the credit line service term
/ business cooperation term. Without the mortgagor’s consent or refusal, the mortgagor shall only use the collateral under this
contract to guarantee the principal creditor’s rights occurring during the service life of the original credit line / business cooperation
period within the maximum amount of the secured creditor’s rights specified in Article 3 of this contract.


 


For changes of other contents or matters in the
credit line agreement / general agreement on credit business, the single agreements, and single main contract, it is not necessary to
obtain the consent of the mortgagor. The mortgagor still undertakes the guarantee responsibility for the changed main contract with the
mortgaged property within the maximum amount of secured creditor’s rights specified in Article 3 of this contract.


 


The maximum amount of secured creditor’s rights
specified in Article 3 of this contract may be changed in writing with the agreement of the mortgagor and the mortgagee.


 


If the mortgaged property under this contract
has other mortgagees, the changes above shall not have adverse effects on them without their written approval.


 


Article 14 Declaration and Commitment


 


The mortgagor hereby declares that:


 


1. The mortgagor is legally registered, exists,
and has the full capacity of civil rights required for signing and performing this contract and the legal ownership or disposal right
of the mortgaged property;


 


2. The mortgagor guarantees that there are no
other co-owners of the mortgaged property, or that although there are co-owners, the mortgagor has obtained the written approval of all
co-owners. The mortgagor undertakes to deliver the written approval to the mortgagee before signing this contract;


 


3. The mortgagor fully understands the contents
of the main contract. The signing and performance of this contract is based on the mortgagor’s true intention, and the mortgagor
has obtained legal and effective authorization.


 






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If the mortgagor is a third party and is a company,
the guarantee provided by the mortgagor has been approved by the board of directors or through the shareholders’ meeting, and does not
exceed the specified limit stipulated by the company.


 


Signing and performing this contract will not
violate any contract, agreement or other legal documents binding on the mortgagor. The mortgagor has obtained or will obtain all relevant
approval, permission, filing and registration required for this mortgage;


 


4. All documents and materials provided by the
mortgagor to the mortgagee are accurate, true, complete and effective;


 


5. The mortgagor has not concealed any existing
security interests of the mortgaged property from the mortgagee as of the date of signing this contract;


 


6. If a new security interest is set for the mortgaged
property, the mortgaged property is closed down, or the mortgagor is involved in a major lawsuit or arbitration case, the mortgagor should
notify the mortgagee in time;


 


7. If the mortgaged property is a project under
construction, the mortgagor promises that there is no priority right of a third party in the mortgaged property; If there is a third party’s
right of priority, the mortgagor promises to request the third party to issue a written statement of abandoning the right of priority
and then hand it over to the mortgagee.


 


8. If the mortgaged property is a house, the mortgagor
promises that there is no third party’s right of residence on the mortgaged property, except that the mortgagor has disclosed it to the
mortgagee before the signing of this contract; During the period of mortgage, without the written consent of the mortgagee, the right
of abode shall not be established in any part or all of the mortgaged property.


 


9. If the mortgaged property is movable property,
the mortgagor undertakes that there is no unsettled loan and financing fund for purchasing the mortgaged property that has not been informed
to the mortgagee, and there is no established security interest with the mortgaged price as the main creditor’s right.


 


Article 15 Breach of the Contract 


 


Any of the following circumstances shall constitute
or be deemed as the mortgagor’s breach of the contract:


 


1. The mortgagor, in violation of this contract,
transfers, rents, lends, transforms, rebuilds or disposes of the mortgaged property in whole or in part in any other way without authorization;


 


2. The mortgagor does not conduct the mortgage
registration in time as agreed in this contract;


 


3. The mortgagor prevents the mortgagee from disposing
of the mortgaged property in accordance with the law and / or the relevant provisions of this contract in any way;


 






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4. When the value of the mortgaged property decreases
as described in Article 7 in this contract, the mortgagor refuses to restore the value as required and does not provide additional guarantee;


 


5. The statement made by the mortgagor in this
contract is not true or violates the commitment made in this contract;


 


6. The mortgagor violates other provisions on
the rights and obligations of the parties in this contract;


 


7. Termination, dissolution, revocation or bankruptcy
occurs to the mortgagor’s company;


 


8. The mortgagor breaches the contract with the
mortgagee or other institutions of Bank of China Limited.


 


In the event of breach of contract as mentioned
in the preceding paragraph, the mortgagee has the right to take the following measures respectively or at the same time regarding the
specific circumstances:


 


1. Require the mortgagor to correct the breach
of contract within a time limit;


 


2. Require the mortgagor to use the proceeds from
the disposal of the mortgaged property to pay off debts in advance or to deposit with a third party designated by the mortgagee;


 


3. Reduce, suspend or terminate the whole or part
of the credit line to the mortgagor;


 


4. Partially or fully suspend or terminate business
applications from the mortgagor with other contracts; All or part of the loans and trade financing that have not yet been granted or handled
shall be suspended or terminated;


 


5. Declare all or part of the mortgagor’s
principal and interest of the loan / trade financing funds and other outstanding accounts payable to be immediately due;


 


6. Terminate or rescind this and other contracts
between the mortgagor and the mortgagee;


 


7. Require the mortgagor to compensate for the
loss caused by the breach of contract;


 


8. Exercise the mortgage;


 


9. Other measures deemed necessary by the mortgagee.


 


Article 16 Rights Reserved


 


If one party fails to exercise part or all of
its rights under this contract, or fails to require the other party to perform or assume part or all of its obligations and liabilities,
it shall not constitute a waiver of such rights or an exemption from such obligations and liabilities.


 


Any tolerance, extension or delay offered from
one party to the other in exercising its rights under this contract shall not affect any rights the first party owns under this contract,
laws and regulations, nor shall it be deemed as a waiver of such rights.


 






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Article 17 Change, Modification and Termination
of the Contract


 


This contract can be changed or modified in written
form by both parties through negotiation. Any change or modification shall constitute an integral part of this contract.


 


Unless otherwise stipulated by laws and regulations,
or agreed by both parties, this contract shall not be terminated until all the rights and obligations under it have been fulfilled.


 


Unless otherwise stipulated by laws and regulations
or agreed by both parties, the invalidity of any provision of this contract shall not affect the legal effect of other provisions.


 


Article 18 Application of Law and Dispute Settlement


 


This contract shall be governed by the laws of
the people’s Republic of China.


 


All disputes arising from the performance of this
contract can be settled by both parties through negotiation. If the negotiation fails, both parties agree to adopt the same dispute settlement
method as agreed in the main contract.


 


During the dispute settlement period, if the dispute
does not affect the performance of other terms of the contract, the other terms shall continue to be performed.


 


Article 19 Appendix


 


The following attachments and other attachments
confirmed by both parties constitute an integral part of this contract and have the same legal effect as this contract.


 


1. List of Collateral.


 


Article 20 Other Agreements


 


1. The guarantor shall not transfer any rights
and obligations under this contract to a third party without the creditor’s written consent.


 


2. If the creditor has to entrust other institutions
of Bank of China Limited to perform the rights and obligations under this contract due to business needs, the guarantor shall recognize
it. Other institutions of Bank of China Limited authorized by the creditor have the right to exercise all rights under this contract,
and have the right to bring a lawsuit to the court or submit to the arbitration institution for adjudication on the disputes under this
contract.


 


3. Without affecting other provisions of this
contract, this contract shall be legally binding on both parties and their respective successors and transferees.


 






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4. Unless otherwise agreed, both parties shall
recognize the place of residence specified in this Agreement as the effective contact address. The address will serve for all kinds of
notices, agreements and other documents when both parties perform the contract, relevant documents and legal documents in case of dispute
over this agreement, as well as the first instance, second instance, retrial and execution procedures after the dispute enters into arbitration
and civil proceedings.


 


In case of any changes in the address, the changing
party shall inform the other party of the changed address in writing 5 working days in advance. During arbitration or civil procedures,
when any party changes its address, the changing party shall timely inform the arbitration institution and the Court. If a party fails
to perform the obligation of notice in the above manner, its address confirmed in this Agreement shall still be regarded as the effective
address.


 


If the legal document is not received by one party
due to the inaccuracy of the service address, the failure to inform the other party and the Court in time after the change of the service
address, or the refusal of the receiver’s signature, the date of return of the document shall be regarded as the date of reception;
if documents are sent directly in person, the date on which the receiver signs on the receipt is considered the date of reception.


 


5. The title and business name in this contract
are only used for the convenience of reference, and shall not be used for the interpretation of the terms and the rights and obligations
of the parties.


 


6. The mortgagor may consult and complain about
this contract and the business and charges under this contract through the mortgagee’s contact number listed in this contract.


 


Article 21 Effectiveness of Contract and Issue
of the Mortgage


 


This contract shall come into force from the date
when signed by the legal representatives, responsible persons or authorized signers of both parties with official seals. However, if mortgage
registration is required according to law, the contract shall come into force from the date when the registration procedures are completed.


 


The mortgage is issued when the contract comes
into effect.


 


This contract is made in quadruplicate
with the same legal effect, one for each party and the debtors.


 


Mortgagor: Suzhou Shengfeng Logistics Co.,
Ltd.


 


Authorized Signature: /s/ Kang Zhenghao


 


July 5, 2021


 


Mortgagee: Bank of China Limited Fuzhou
Jin’an Sub-branch


 


Authorized Signature: /s/ Lin Jie


 


July 5, 2021


 


 


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