Exhibit 10.33


 


Principal
Contract of Export Remittance 


 


Shenzhen Development
Bank


 


July 2009


 


Special Statement


 


In order to secure your company’s
legitimate interest, before you sign this contract, please read carefully and make sure the accuracy of the following details.


 


		1.	The application files submitted from your company must be true, complete, legitimate, and effective.
Misrepresentation, misleading or significant omission are strictly forbidden.



 


		2.	The applicant must make a thorough reading about every clause, especially for the part with bold
letters. Please confirm you fully understand the meaning and legal consequences of these parts.



 


		3.	Before signing this contract, your company is eligible to update the details. Once the contract
take effect, your company is required to fulfill the obligations as well as sharing the rights of the contract.



 


		4.	For your company’s interest, please contract us in 10 days of any changes, such as living
address, mailing address, contact number, business operating fields, and legal representative.



 


		5.	If you have any question regarding this contract, please feel free to consult our bank.



 



    	 



    	 



    

 


Ref: SDB Chu Rong Zi No. 20110216001


Party A: ShenZhen Development Bank-Dalian
Branch (as "Remittance Bank")


Address: #5 Youhao Square, Zhongshan District
Dalian


Telephone: 0411-82580729


Representative: Tian Longyi          Occupation:
President of Bank


 


Party B: Dailan Tongfa New Material Development
Bank (as "Client")


Address: Lingang Industrial Park, Economic
and Technology District, Dalian


Telephone: 0411-82789758


Representative: Zheng Chuantao       Occupation:
Chairman


 


It's mutually agreed to enter the Contract
and abide by each and every term herein. The Contract sets out two parties' rights and obligations regarding export remittance
and shall not constitute any commitment extended by Remittance Bank to Client. Client shall process remittance export with Remittance
Bank pursuant to the Contract, and any specific item hereunder subject to Client's Application for Export Remittance which
is approved by Remittance Bank and an inseparable part of the Contract.


 


T/T means, in accordance with Client's
(or as "exporter") application, Remittance Bank provides short-term loan to Client which has shipped goods yet received
payments from foreign importer.


 


1. Client agrees to furnish invoices related
to Application for Export Remittance as required. On the other hand, Remittance Bank shall follow international practices
to provide reasonable care to review the said invoices and following communications thereafter. Nevertheless, Remittance Bank shall
hold no liability against any delayed delivery or loss of invoices, any delay or mistakes arising from transmission malfunction,
or any other reasons.


 


2. Remittance Bank shall enjoy recourse
right against Client in connection with export remittance. Remittance Bank shall have right to recourse the entire remitted amount
including principal, interest and expenses, provided that any said invoice has been dishonored, outstanding, discounted or refunded
(not due to significant negligence of Remittance Bank).


 


3. Unless otherwise agreed, Remittance
Bank shall be obligated to extend credit of line given (a.) collaterals in form of mortgage, pledge or guarantee have been offered,
(b.) collateral contract (specifying margin term and representation and guarantee term) signed hereby and (c.) required registration
has been processed.


 


4. Remittance Bank's Presentation and Guarantee


(a) Remittance Bank may deduct the remitted
amount including principal, interest and expenses from any amount received in connection with export remittance hereunder.


 



    	 



    	 



    

 


(b) If Remittance Bank fails to receive
payable due or paid amount falls short of total amount of remitted principal, interest and expenses, at the maturity date, Client
shall reimburse relevant principal, interest and expenses in a timely manner. Additionally, Remittance Bank shall have right to
withdraw the amount of principal, interest and expenses directly from Client's account opened in Shenzhen Development Bank.


(c) Any disputes related to goods or contracts
related to export remittance shall be independent from the Contract. Under no circumstances described forehead shall Client defend
its default in executing any liabilities hereunder.


 


5. Early payment from Client shall obtain
approvals from both parties.


 


6. Default and Liabilities


(a) Default


(i) Client defaults
its obligations hereunder, or expressively states or indicates by behaviors to fail to perform any obligations hereunder.


(ii) Any statements,
documents, representations, guarantees, or commitment furnished by Client are proved to be untruthful, inaccurate, incomplete,
or to incorporate fake records, misleading representation or significant omission.


(iii) Client conceals
any material facts, refusing incorporation with Remittance Bank for review, inspection or investigation.


(iv) Client violates
any other similar contracts made with Remittance Bank or other third party, including but not limited to fiduciary contract, loan
contract or collateral contract, or defaults any security of indenture nature, or involved in any proceedings or arbitration arising
from such similar contracts or securities.


(v) Client's guarantor
violates contracts related to collateral, mortgage or pledge contracts, defaulting collateral contract, or collateral contract
is unenforceable, invalid or revoked.


(vi) Client neglects
company management and due creditor's rights, or transfers its important assets improperly or at unreasonably low price, or evades
its liabilities by other means.


(vii) Client fakes contracts
and arrangements with any other third party (including but not limited to Client's related party), e.g. discounting or pledging
creditor's rights like receivables backed by no transaction background in order to cheat for Remittance Bank's or other bank's
loans or credit line.


(viii) Client intentionally
escapes from its liabilities towards bank via related transaction or other means.


(ix) Client incurs significant
economic problems, worsening financial position, material financial loss, asset loss (including but not limited to asset loss arising
from extending guarantee to third party), or any other financial crisis.


(x) Client is convicted
to have illegal operational behaviors, in the middle of receiving administrative penalty, criminal punishment or investigations
by competent authorities, or is possibly involved into administrative or criminal punishment.


(xi) Client incurs circumstances
like shake-off, merger, acquisition, disposal of important assets, deduction of registered capital, liquidation, reorganization,
deregistration, declared to be bankrupt, or winding-up.


 



    	 



    	 



    

 


(xii) Remittance Bank
believes that change to Client's controlling shareholder or actual controller has or may probably threaten the safety of Remittance
Bank's creditor right, or Client's controlling shareholders, actual controller, legal representative or senior officers are involved
into material events including but not limited to having or possibly having administrative/criminal punishment due to illegal operations
or in the middle of investigation, involving into legal proceeding or arbitration, or worsening financial position, bankruptcy
or winding-up.


(xiii) The industry
Client is devoted to has adverse change which Remittance Bank deems to have or possibly threatened the recognition of its creditor's
right.


(xiv) Client alters
the use of export remittance at its discretion, or appropriates the fund to develop illegal or unregulated transactions.


(xv) Client fails to
settle loans with or put margin to Remittance Bank.


(xvi) Other circumstances
that threaten or may threaten the recognition of creditor's right hereunder.


 


(b) Liabilities


If Client incurs any
of default events stated above, Remittance Bank shall have right to adopt any or multiple following measures:


(i)announcing acceleration
of maturity regarding whole or part of liabilities hereunder and requiring Client to repay any contract-related costs including
due diligence, review, notarization, or attorney fee, legal cost, travel fee, announcement fee, service and execution fee that
paid by Remittance Bank for recognizing its creditor's right.


(ii) ceasing or terminating
to release any loans specified under the Contract.


(iii) having right to
deduct remittance-related principal and expenses directly from Client's or Guarantor's accounts.


(iv) requiring Client
to add new collaterals for creditor's rights hereunder.


(v) excising collateral-related
rights, requiring guarantor to perform its obligation or dispose collaterals to recognize its creditor's right.


(vi) having right to
collect principal, interest, penalty, compound interest or related expenses from Client, or to deduct the above-mentioned amount
directly from Client's account opened in Shenzhen Development Bank, provided that Client fails to repay the remitted principal
and interest as agreed. Remittance Bank shall have right to collect penalty interest calculated as agreed interest rate plus 50%
additional penalty rate, based on remitted amount as of the date of delayed payment. For any delayed interest payable, penalty
shall be compound by penalty rate.


For principal outstanding
within 90 days or fewer, Client shall repay as per the sequences of (aa) interest including penalty and compounded, and (bb) principal.
For principal outstanding exceeding 90 days, payment sequence shall be principal and then interest including penalty and compounded.


 



    	 



    	 



    

 


(vii) If Client alters
the use of remitted loans, Remittance Bank shall be entitled to collect principal, interest, compound, penalty interest and relevant
expenses from Client, or directly deduct the above-set amount from Client's account opened in Shenzhen Development Bank. Remittance
Bank shall have right to adjust interest by adding 100% penalty rate to agreed interest as of the date of appropriation. For any
interest unpayable in time, penalty rate shall be compounded.


(viii) Remittance Bank
shall be impowered by laws to claim subrogation against Client's debtors. Accordingly, Client shall provide all the necessary assistance
as Remittance Bank required. Expenses arising from executing right of subrogation shall be covered by Client.


(ix) pleading court
to revoke Client's any behaviors such as giving up matured creditor's rights, transferring assets without considerations or at
obviously low price. Client shall provide assistance as required and bear all the expenses arising therefrom.


(x) Remittance Bank
shall have lawful and contractual right to claim for other relieves.


 


7. Group Client's Credit Line and Special
Statement about Related Transaction


(a) Group client means the enterprise entity
featured as:


(i) having, direct or
indirect, controlling interest or operational control in other enterprise entity, or being controlled by other enterprise entity.


(ii) commonly controlled
by the third party enterprise


(iii) commonly controlled,
directly or indirectly, by majority shareholders, key management or closed family members (with lineal relationship under three
generations, or collateral relationships under two generations)


(iv) other related relations.
Group client shall be deemed to have credit line manipulation given transferring assets and profits off the fair price.


 


(b) Client shall timely report any transaction
accounting for 10% of its net assets, including relationships among related parties, nature and content of transaction, price or
percentage, and pricing policy (including transaction without prices or very low price).


 


8. Expense Term


(a) Client shall bear any expenses arising
from due diligence, review, notarization, validation or registration in connection with the Contract.


(b) Any expenses incurred by Remittance
Bank for urging Client to pay any unpaid principal and interest, including announcement, service, appraisal, travel, evaluation,
attorney's fee, legal cost, auction, property safety protection and enforcement, shall be borne by Client.


 


9. Amendment and Termination


It's mutually agreed that Client and Remittance
Bank may amend or terminate in writing the Contract from time to time,


 


10. Client's Representations, Guarantees
and Commitment


Client


 



    	 



    	 



    

 


(a) is lawfully set up within its jurisdiction,
effectively existing, holding a good record and all the rights as an enterprise to conduct business as approved by government;


(b) has legitimate rights and authority
to sign, deliver and perform the Contract. The Contract is effective, law-binding and executed by Client


(c) represents that all the materials provided
to Remittance Bank are truthful, complete, lawful, effective, free from any fake records, misrepresentations or material omission.


(d) hereby represents to fulfill each and
every liabilities hereunder with good faith, and shall not develop any behaviors that may threaten the recognition of creditor's
right without obtaining Remittance Bank's consent.


(e) hereby represents to notify Remittance
Bank about any changes to its home and communication address, contact, scope of business,and legal representative, within ten days
thereafter. If Client fails to perform the foresaid liabilities, any notices or documents sent by Remittance Bank to original address
shall be deemed accepted by Client.


(f) hereby confirms to have carefully read,
have knowledge of and fully understand each and every terms herein, and entering the Contract reflects its true willingness.


 


11. Others


(a) Throughout the term, Remittance Bank's
extending grace period or delaying excising its lawful rights against Client's default subject to the Contract and Application
for Export Remittance shall not (i) injure, impact or restrict Remittance Bank's any rights and interests as a creditor pursuant
to the Contract and Application for Export Remittance, not (ii) be construed as Remittance Bank's approval for Client's default,
nor (iii) be deemed as Remittance Bank relinquishes any rights to claim against Client's current or possible default in future.


 


(b) If any provision of the contract or
whole contract is held to be invalid for whatever reasons, Client shall perform its paying liabilities. Under the foresaid circumstances,
Remittance Bank shall have the right to terminate specific transactions hereunder and request Client to pay the whole loans in
no time.


 


(c) Any notices or communications between
Remittance Bank and Client shall be proceeded in written form.


 


(d) The Contract shall continue to bind
parties hereto regarding export remittance transaction. Nevertheless, Client shall cooperate with Remittance Bank provided that
Remittance Bank believes necessary to renew the Contract.


 


12. The Contract shall be attached seals
by parties hereto and singed or attached seals by authorized representatives, prior to effectiveness.


 



    	 



    	 



    

 


13. The Contract is governed by laws of
People's Republic of China or international practicals where China's laws uncovered. Any disputes arising from execution shall
be solved or negotiated by parties hereto, or if failed, filing law suites to the court at the location of Contract signing where
Shenzhen Development Bank Dalian Branch is located.


 


14. Notarization of Enforcement


The Contract is free from notarizing statement
of enforcement.


 


15. Miscellaneous


None


 


16. The Contract is made in duplicates,
one for each, having equal law-binding force.


 


Client's Seal: /s/ Chuan-Tao Zheng


Signature by Representative or Agent


Date: Feb. 16th 2011


 


Remittance Bank's Seal: /s/ Tian Longyi


Signature by Representative or Agent


Date: Feb. 16th 2011