EX-10.55



 Exhibit 10.55 
 Loan Agreement between Shandong Xiangrui Pharmacy and China Merchants Bank Jinan Branch, dated on 
 November 4, 2011, for RMB 10 million 
 Main contents: 

 

	 	•	Contract No.: 2011 Zhao Ji 60 zi di 11111102 

  

	 	•	This loan is under the credit term: 2011 Zhao Ji 60 Zi 21110403 

  

	 	•	Borrower: Shandong Xiangrui Pharmacy Co., Ltd. 

  

	 	•	Lender: China Merchants Bank Jinan Branch 

  

	 	•	Loan Amount (RMB): RMB 10 million 

  

	 	•	Purpose of the Loan: working capital 

  

	 	•	Contract Term: November 4, 2011 to April 14, 2012 

  

	 	•	Interest Rate: 

  

	 	•	The floating interest rate is 20% higher than the borrowing rate published by the People Bank of China. 


 

	•	Rights and Obligations of the Lender: 

  

	 	•	Lender is entitled to get the information such as Borrower’s operation, financial activities, inventory and loan usage. Lender could require disclosure of
Borrower’s financial status. 

  

	 	•	Lender can cease to lend the loan or withdraw the loan before the due date in the situation caused by Borrower which would be detrimental to the safety of the loan.


  

	 	•	When withdrawing the principal and relevant fees on due or before the due date, Lender could obtain the money from Borrower’s account directly.


  

	 	•	In the event of breaches of the agreement by Borrower, Lender can disclose Borrower’s breaches of the agreement publicly when the Borrower do not performance his
(her) obligations. 

  

	 	•	Lender shall disburse the loan in a timely manner pursuant to the agreement. 


 

	 	•	If the lender default on the loan, there will be 50% penalty interest additional to the agreed interest on the defaulted amount. 


 

	•	Rights and obligations of the borrower 

  

	 	•	Borrower is entitled to obtain and use the loan pursuant to the agreement. 


 

	 	•	Borrower shall make the balance of the loan through the contracted account pursuant the agreement. 


 

	 	•	Borrower shall complete the relevant procedure when the loan is a foreign currency loan. 


 

	 	•	Borrower shall return the principal on April 14, 2012 and pay the interests per month. Borrower can extend the term of the loan when getting the consent of Lender
pursuant to the agreement. 

  

	 	•	Borrower must make the usage of the money in conformity with the purpose of the loan contracted in the agreement. 


 

	 	•	Borrower should inform the relevant financial information to Lender monthly and cooperate with Lender for the investigation of the loan. 


 

	 	•	When Borrower’s conduct may be probably detrimental to the debt relationship within the loan agreement, the conduct could only be valid when a written notification
has been informed to Lender in advance to get the consent of Lender and the Borrower has made a promise on clearing liability under the agreement. 

  

	 	•	Consent of Lender should be obtained when any of the Borrower’s guaranties or mortgages on his (her) major assets for a third party is possible to be detrimental
to Borrower’s capability of repayment under the agreement. 

  

	 	•	Borrower and his (her) investors shall not spirit the money, transfer the assets or alien the shares to evade the obligations to Lender pursuant to the agreement.


  

	 	•	A written notification should be informed to Lender when there is any alternation of Borrower’s name, legal representative, address and business scope.


  

	 	•	When the guaranty capability of Guarantor under the agreement or the value of any mortgaged items under the agreement get detriment, Borrower should offer other
guaranty or collateral accepted by Lender timely. 

  

	 	•	Borrower bears the relevant fees under the agreement. 


 








	 	•	Prepayment of the Loan: 


Lender’s consent should be obtained if Borrower is willing to prepay the loan. The interest rate of prepayment shall accord with the
agreement. 
  

	 	•	Liabilities of Breach of Contract: 

 Damages, penalty interest for delayed repayment; penalty interest for embezzlement of loan proceeds; imposition of compound interest; withdrawal of loan, prepayment of principal and interest before
maturity, attachment of assets; lawyer’s fee and travel cost in case of litigation or arbitration due to the Company ‘s breach of contract etc. 
  

	 	•	Guarantee of the loan 


The loan is guaranteed by Shandong Runyin Bio-Chemical, Shandong Dongshun, and Xuchun Wang. 

Headlines of the articles omitted 
  

	 	•	Types of the loan 

  

	 	•	Clearing of the loan interest 

  

	 	•	Condition precedent to the drawing of the loan 

  

	 	•	Dispute settlement 

  

	 	•	Miscellaneous 

  

	 	•	Effectiveness 

  

	 	•	Validity 

  

	 	•	Attention