Exhibit 10.16


 


Credit Line Agreement


 


No.fj1122019222


 


Party A: Shengfeng Logistics Group Co.,
Ltd


 


Unified
social credit Code: *************


 


Legal representative / person in charge:
Liu Yongxu


 


Address: No.478, Fuxin East Road, Jin’an
District, Fuzhou City postcode: 350011


 


Financial institution and account number:
Bank of China Limited Fuzhou Jin’an Sub-branch Business department *************


 


Tel:
********** Fax: **********


 


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


 


Legal representative / person in charge:
Li Jiyong


 


Address: Fusheng Qianlong international
annex building, 1F No.3, Midlle Changle Road, Wangzhuang street, Jin’an District, Fuzhou City (east side of original lecture Road), postal
code: 350011


 


Tel:
********** Fax: **********


 


Article 1 Business Scope


 


According to this agreement, Party B shall provide
credit lines to Party A. Complying with other relevant single agreements, Party A may apply to Party B for circulation, adjustment or
one-time use for short-term loans, overdraft of corporate account, bank acceptance, trade financing, letter of guarantee, capital business
and other credit business (collectively referred to as “single credit business”).


 


The trade financing business mentioned in this
agreement includes the opening of domestic and international letter of guarantee, import documentary, delivery guarantee, packaged loans,
outward documentary, outward bill discount, buyer’s documentary of domestic letter of credit, seller’s documentary of domestic
letter of credit, negotiation of domestic letter of credit and other international and domestic trade financing business.


 


The guarantee business mentioned in this agreement
includes various international and domestic guarantee businesses such as issuing guarantee and standby letter of credit.


 






     


     


    

 


Article 2 Type and Amount of Credit Lines


 


Party B agrees to provide Party A with the following
credit lines:


 


Currency: RMB.


 


Amount:¥80000000.00.


 


The specific types and amounts are:


 


1. The loan limit is ¥80000000.00, including
short term working capital loan lines of ¥80000000.00.


 


Article 3 Use of Credit Lines


 


1. Within the service life of the credit lines
agreed in this agreement, Party A may use the corresponding credit lines in the following way __(1)___ within the limit of each single
credit business agreed in this Agreement:


 


(1) Recycling. The specific types include: short-term
working capital loans.


 


(2) One time use. The specific types of quotas
are: / /.


 


If Party A needs to adjust and use the credit
lines agreed in Article 2, Party A shall submit an application to Party B in writing, and Party B shall decide whether to adjust and the
specific method of adjustment, and notify Party A in writing.


 


2. As of the effective date of this agreement,
based on the previously valid “credit line agreement” or similar agreements and their individual agreements, the credit balance
of Party A in Party B shall be deemed as the credit under this agreement and the balance shall be regarded as using the credit lines under
this agreement.


 


3. Unless there are other agreements, the following
businesses will not be regarded as using the credit lines:


 


(1) Outward bills with full corresponding documents;


 


(2) The negotiation or financing used for export
or domestic letter of credit that is accepted by Party B, confirmed and guaranteed by the issuing guaranteeing bank;


 


(3) If Party A can provide margin, national debt,
certificate of deposit issued by Party B, or bank acceptance bill, letter of guarantee or standby letter of credit accepted by Party B,
the corresponding credit amount will not use the credit lines;


 


(4) Other business agreed and confirmed by both
parties in writing that do not use credit lines.


 


Although business above does not use the credit
lines, each of these business agreement is still a single part which contributes to and is bounded by the overall agreement, unless otherwise
agreed in other individual agreements.


 






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Article 4 Agreements to be Signed for Single
Credit Business


 


When Party A applies to Party B for single credit
business under this agreement, Party A shall submit the corresponding application form and/or sign corresponding contract or agreement
with Party B (collectively referred to as single agreements).


 


Article 5 Term of the Credit Lines


 


The term of use of the credit lines specified
in Article 2 in this Agreement shall be from the effective date of this agreement to May 28, 2020.


 


At the expiration of the term, Party B can continue
to provide Party A with new credit lines by both parties signing a supplementary agreement in writing to specify the new credit line and
term of use. The supplementary agreement constitutes an integral part of this agreement, and the provisions of this Agreement shall apply
to the matters not agreed in the supplementary agreement, which has the same legal effect as this agreement.


 


The expiration of the credit line does not affect
the legal effect of this Agreement and does not lead to the termination of this agreement. Party A and Party B shall continue to perform
the single credit business described in this single agreement in accordance with this Agreement and relevant single agreements, and the
rights and obligations incurred shall be fulfilled.


 


Article 6 Preconditions for Conducting Single
Credit Business


 


For single credit business, Party A shall meet
the following conditions according to the requirements of Party B:


 


1. Reserve company documents, bills, seals, relevant
personnel list and signature samples related to the signing of this Agreement and single agreements with Party B, and fill in relevant
vouchers;


 


2. Have accounts necessary for single credit business
opened;


 


3. Guarantee needed in this Agreement and single
agreements has been effectively established;


 


4. Other preconditions as agreed in the single
agreements;


 


5. Other conditions that Party B needs Party A
to meet.


 






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Article 7 Guarantee


 


For the debts of Party A to Party B arising from
this Agreement and the single agreements, both parties agree to guarantee in the following ways:


 


þ Maximum
guarantee


 


Liu Yongxu shall provide the maximum amount
guarantee and sign the corresponding maximum amount guarantee contract, No. fj1122019223, which belongs to the main guarantee contract.


 


þ
Maximum mortgage


 


Suzhou Shengfeng Logistics Co., Ltd. shall
provide the maximum amount mortgage and sign the corresponding maximum amount mortgage contract, No. fj1122019224, which belongs
to the main guarantee contract.


 


If Party A or the guarantor has an event that
Party B thinks may affect its performance capability, the guarantee contract becomes invalid, canceled or terminated, the financial situation
of Party A or the guarantor deteriorates, Party A or the guarantor is involved in a major lawsuit or arbitration case, the guarantor breaches
the guarantee contract or other contracts with Party B, or the collateral is devalued, damaged or lost, Party B has the right to
require, and Party A has the obligation to provide new guarantee, replace the guarantor, etc. to guarantee the debt under this agreement.


 


Article 8 Declaration and Commitment


 


Party A declares as follows:


 


1. Party A exists and is legally registered. Party
A has full capacity and civil rights to conduct the signing and performing of this Agreement;


 


2. The signing and performance of this Agreement
and single agreements is based on the true intention of Party A. Party A will not violate any agreement, contract or other legal documents
with its obligations in. Party A has obtained or will obtain all relevant approval, license, record or registration required for signing
and performing this Agreement;


 


3. All documents, financial statements, vouchers
and other information provided by Party A to Party B under this Agreement and the single agreements are true, complete, accurate and valid;


 


4. The transaction background of Party A’s application
to Party B is true and legal, and it is not used for money laundering and other illegal purposes;


 


5. Party A does not conceal from Party B any events
that may affect the financial status and performance ability of Party A and the guarantor.


 






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Party A promises as follows:


 


1. Party A is going to submit its financial statements
(including but not limited to annual report, quarterly report and monthly report) and other relevant information to Party B regularly
or timely according to Party B’s requirements;


 


2. Party A will accept and cooperate with Party
B’s inspection and supervision on the use of credit lines and related production, operation and financial activities;


 


3. If Party A and the guarantor of this agreement
sign a counter guarantee contract or a similar contract, the contract will not damage any rights of Party B under this Agreement;


 


4. In case of any circumstances that may affect
the financial status and performance capability of Party A or the guarantor, including but not limited to any form of separation, merger,
joint venture, joint venture with foreign investors, cooperation, contracted operation, reorganization, restructuring, planned listing
and other changes in business methods, reduction of registered capital, transfer of major assets or equity, and assumption of major liabilities,
setting up new guarantee on the collateral, sealing up, dissolution, cancellation, application for bankruptcy, or involving in major litigation
or arbitration cases, Party A shall inform Party B in time;


 


5. Party A shall provide its environmental and
social risk report to Party B. Party A declares and guarantees to strengthen the environmental and social risk management, and undertakes
to accept the supervision of Party B. Party A’s violation of the above agreement shall constitute or be deemed as an event of default
under this agreement, and Party B may take remedial measures for breach of contract in accordance with this agreement.


 


6. If Party A has plans to increase external financing,
provide external guarantee (including guarantee, mortgage, etc.), or carry out shareholders’ dividends and repay shareholders’ loans,
party A must inform Party B in advance and obtain Party B’s consent, otherwise Party B has the right to request to recover the loan in
advance.


 


7. The purpose of the credit is limited to Party
A’s daily operation, payment of fuel fee, road and bridge fee, combined transportation fee, vehicle maintenance fee, etc. If it is used
to pay for combined transportation fee to Party A’s subsidiaries, the transaction counter parties are limited to the five subsidiaries
in Suzhou, Guangdong, Hangzhou, Xiamen and Hubei and meanwhile, the following requirements shall be implemented:


 


(1) The amount of loans used under related party
transactions shall not exceed 50 million yuan, and the accumulated use shall not exceed 70% of the income of corresponding subsidiaries
in the same period or the same period of last year;


 


(2) When drawing the loan, Party A shall provide
Party B with the combined transport contract signed with the subsidiary, the VAT invoice, and relevant supporting materials for the purpose
of external payment of the subsidiary;


 


(3) When Party A’s subsidiary receives the loan
funds, it shall use the funds on the purpose that was notified to Party B in advance. The purpose is limited to daily operation, payment
of fuel, road and bridge fees, combined transport fees, vehicle maintenance fees, etc. Party A shall provide Party B with the corresponding
payment voucher on the next day;


 






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(4) Within 2 months after the loan is granted,
Party A shall provide Party B with the invoice related to the use of the subsidiary’s funds as evidence;


 


(5) If Party A’s loan funds return, or the proof
materials for the purpose of credit are insufficient, Party B has the right to request to recover the corresponding loan in advance.


 


8. Party A’s total short-term financing in all
financial institutions shall not exceed 25% of its annual income, otherwise Party B has the right to reduce the credit line.


 


9. Party A agrees Party B to set the financial
constraint indicators as: the asset-liability ratio shall not exceed 40%, the current ratio shall not be less than 1.5, and the current
assets deducting other receivables shall not be less than the current liabilities. If these indicators are triggered, Party A agrees that
Party B controls the credit line within the scope of full mortgage, and further reduces the credit line according to the situation.


 


10. According to the requirements of Party B,
Party A promises to transfer the funds from the payment collection account to the settlement account opened in Party B each week; Party
A agrees that the business volume of Party A’s settlement account opened in Party B shall be assessed quarterly from three months after
the activation of the credit. If the credit amount and deposit share of the settlement account opened in Party B do not match the credit
share, and if the credit balance exceeds 70% of the credit amount in the previous quarter, Party B has the right to recover the credit
funds or reduce the credit line.


 


11. The payment collected by Party A in Party
B’s settlement account can only be used for daily operating expenses. If it is transferred to other bank’s account with the same name
or related party, and if it makes payment to related party, Party A shall provide Party B with materials to prove the use of funds and
the necessity of payment.


 


12. For matters not mentioned in this Agreement
and the single agreements, Party A agrees to handle them in accordance with relevant regulations and business practices of Party B.


 


Article 9 Disclosure of Related Parties and
Related Transactions within Party A’s Group


 


Term 1 below is agreed by both parties:


 


1. Party A is not a group customer determined
by Party B according to the guidelines on risk management of group customer credit business of commercial banks (hereinafter referred
to as the guidelines).


 


2. Party A belongs to the group customer determined
by Party B according to the guidelines. Party A shall, in accordance with Article 17 of the guidelines, timely report to Party B about
its related party transactions with more than 10% of the net assets, including the related party relationship, transaction items and trading
nature, transaction amount or corresponding proportion, and pricing policy (including transactions with no amount or only symbolic amount).


 






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Article 10 The Breach of Contract


 


Any of the following shall constitute or be deemed
as an event of default of Party A under this Agreement and the single agreements:


 


1. Party A fails to perform the payment and discharge
obligations to Party B according to this Agreement and the single agreements;


 


2. Party A fails to use the funds obtained for
the agreed purpose in accordance with this Agreement and the single agreements;


 


3. The statements made by Party A in this agreement
or single agreements are untrue or violate its commitment in this agreement or single agreements;


 


4. In case of any circumstance specified in Item
4 of paragraph 2 of Article 8 of this agreement, if Party B thinks that it may affect the financial status and performance capability
of Party A, or the guarantor, but Party A fails to provide new guarantee or replace the guarantor;


 


5. Party A’s termination of business, or dissolution,
cancellation and bankruptcy;


 


6. Party A violates other provisions on the rights
and obligations of the parties in this Agreement and the single agreements;


 


7. Party A breaches any other contract with Party
B or other institutions of Bank of China Limited;


 


8. The guarantor violates the provisions of the
guarantee contract, or defaults under other contracts with Party B or other institutions of Bank of China Limited.


 


In the event of breach of contract as mentioned
in the preceding paragraph, Party B has the right to take the following measures respectively or simultaneously according to the specific
circumstances:


 


1. Require Party A and the guarantor to correct
their breach of contract within a time limit;


 


2. Reduce, suspend or terminate the credit line
to Party A in whole or in part;


 


3. Suspend or terminate business applications
from Party A in whole or in part under this Agreement with the single agreements and other agreements between Party A and Party B; For
the loans that have not yet been issued, the trade financing and guarantee business that have not yet been handled, all or part of them
shall be suspended or terminated;


 


4. Declare that all or part of the outstanding
loans, trade financing funds, principal and interest of advance payment of letter of guarantee and other payable funds under this agreement,
single agreement or other agreements between Party A and Party B shall become due immediately;


 






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5. Terminate or rescind this agreement, and the
single agreement and other agreements between Party A and Party B in whole or in part;


 


6. Ask Party A to compensate Party B for the loss
caused by its breach of contract, Including but not limited to the loss of litigation costs, lawyers’ fees, notarization fees, execution
fees and other related expenses caused by the realization of creditor’s rights;


 


7. Deduct the balance from the account opened
by Party A in Party B to pay off all or part of Party A’s debt to Party B. The unexpired amount in the account shall be regarded as early
maturity. If the account currency is different from Party B’s business valuation currency, it shall be converted according to the exchange
rate applicable to Party B at the time of deduction;


 


8. Exercise the security interest;


 


9. Require the guarantor to undertake the guarantee
responsibility;


 


10. Other measures that Party B considers necessary.


 


Article 11 Rights Reserved


 


If one party fails to exercise part or all of
its rights under this Agreement and the single agreements, 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 by one party
to the other party in exercising its rights under this Agreement and the single agreements shall not affect any rights it has under this
Agreement and the single agreements, laws and regulations, nor shall it be deemed as a waiver of such rights.


 


Article 12 Change, Modification, Termination
and Partial Invalidity


 


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


 


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


 


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


 


Article 13 Applications of Law and Settlement
of Disputes


 


Unless otherwise agreed by both parties, this
Agreement and the agreements shall be governed by the laws of the people’s Republic of China.


 






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When this Agreement and the single agreements
take effect, unless otherwise agreed by both parties, all disputes arising from the conclusion and performance of this Agreement and the
single agreements may be settled by both parties through negotiation. If the negotiation fails, either party may adopt the second way
as follows:


 


1. Submit an application to the Arbitration Commission
for arbitration.


 


2. Bring a lawsuit to the People’s Court of the
place where Party B or other institutions of Bank of China limited exercise their rights and obligations.


 


3. Bring a suit to the People’s Court with jurisdiction
according to law.


 


During the dispute settlement period, if the dispute
does not affect the performance of other provisions of this Agreement and the single agreements, the other provisions shall continue to
be performed.


 


Article 14 Appendixes


 


The following appendixes and other appendixes
and individual agreements confirmed by both parties constitute an integral part of this Agreement and have the same legal effect as this
Agreement.


 


Appendix: credit agreement / contract related
to working capital loan business.


 


Article 15 Other Agreements


 


1. Without the written consent of Party B, Party
A shall not transfer any rights and obligations under this Agreement and single agreements to a third party.


 


2. If Party B has to entrust other institutions
of Bank of China Limited to perform the rights and obligations under this Agreement and the single agreements due to business needs, Party
A shall recognize it; Other institutions of Bank of China Limited authorized by Party B have the right to exercise all the rights under
this Agreement and the single agreements, and have the right to bring a lawsuit to the court or submit to the arbitration organization
for adjudication on the disputes under this Agreement and the single agreements.


 


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


 


4. Unless otherwise agreed, both parties shall
designate the place of residence specified in this Agreement as the contact address, and promise to notify the other party in written
form in time of any changes.


 


5. The title and business name in this Agreement
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.


 






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6. If Party B is unable to perform the agreement
due to changes in laws, regulations and regulatory provisions or other requirements of regulatory authorities, Party B has the right to
terminate or change the performance of this Agreement and the single agreements. In case of termination or change of the agreement due
to such reasons, Party B shall be exempted from liabilities.


 


Article 16 Effectiveness of the Agreement


 


This Agreement shall come into force on the date
when it is signed and sealed by the legal representatives, responsible persons or authorized signers of both parties.


 


This agreement is made in triplicate, one for
each party and one for the guarantor. All of the three copies have the same legal effect.


 


Party A: Shengfeng Logistics Group Co., Ltd.



 


Authorized Signature: Liu Yongxu


 


May 31, 2019


 


Party B: Bank of China Limited Fuzhou Jin’an
sub branch


 


Authorized Signature: Chen Yan


 


May 31, 2019


 


 


 


 


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