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Exhibit 10.5
English Summary of Maximum Amount
Guarantee Agreement
Contract No.: YinBaozi 095018
The Guarantor: Qingdao Free Trading Zone
Sentaida International Trade Co., Ltd (“F.T.Z.
Sentaida”)
The Creditor: China Citic Bank Qindao Branch
(“the Bank”)
The Debtor: Qingdao Kaiyang Imports & Exports Co., Ltd
In order to secure the Creditor’s right
and interest under the Principal Contract, the Guarantor agrees to
provide joint liability guarantee for the Debtor’s
indebtedness. The Guarantor and the Bank upon consultation have
reached the following agreement in accordance with relevant laws
and regulations.
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1.
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The maximum principal amount of
the Debtor’s indebtedness guaranteed by the Guarantor is
RMB30,000,000. Any interest, compound interest and interest
penalties relating to the principal and any expenses relating to
the implementation of the Bank’s rights are all guaranteed by
the Guarantor.
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2.
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Within the maximum guaranteed,
all loan agreements signed by and between the Debtor and the Bank
are the Principal Contract. The term of the Principal Contract is
from March 21, 2008 to March 21, 2009. The term of the Guarantee
Agreement is two years starting from the due date of the
indebtedness.
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3.
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The Guarantor
has the joint guarantee liability for the Debtor’s
indebtedness under the Principal Contract. When the Debtor is in
default of its repayment obligation, the Bank has the absolute
right to require the Guarantor to assume the repayment
obligation.
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4.
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The Guarantor
hereby represents as follows:
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(1
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The Guarantor
is duly organized and validly existing and legally qualified to
sign and to execute this Agreement;
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(2
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The Agreement
reflects the genuineness of assent of the Guarantor;
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(3
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All documents, materials and
certificates provided by the Guarantor are true, complete and
accurate. Except as disclosed to the Bank, there is no undisclosed
material
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