Exhibit 10.2
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English Summary of Maximum Amount
Guarantee Agreement
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Contract No.: (2009) China Citic Bank Jinan
Branch YinBaozi 25000200900005
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The Guarantor:
Qingdao Free Trading Zone Sentaida International Trade Co., Ltd
(“F.T.Z. Sentaida”)
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The Creditor:
China Citic Bank Jinan Branch (“the Bank”)
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The Debtor:
Shandong Huitong Tire Co., Ltd
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In order to ensure the repayment of the
debtor’s indebtedness under the Underlying Contract, the
Guarantor agrees to provide the maximum amount guarantee for the
Debtor’s indebtedness. The Guarantor and the Bank upon
consultation have reached the following agreement in accordance
with the Contract Law of the People’s Republic of China, the
Guarantee Law of the People’s Republic of China and other
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
RMB20,000,000. The term of the Underlying Contract is from March
13, 2009 to March 13, 2010.
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2.
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Within the maximum guaranteed
amount and the time defined above all loan agreements signed by and
between the Debtor and the Bank are deemed to be a part of the
Underlying Contract.
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3.
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The Guarantor has the joint
guarantee liability for the Debtor’s indebtedness under the
Underlying 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 no matter whether the
Bank has any other guarantee to the indebtedness (including but not
limited to guarantee letter, collateral, pledge, stand by letter of
credit).
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4.
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The term of the
guarantee is two years starting from the due date of the
indebtedness.
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5.
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Any interest, compound interest
and interest penalties relating to the principal and any expenses
relating to implementation of the Bank’s rights (including,
but not limited to lawyer fee, travel expense, evaluation fee,
auction fee, fee of transfer of ownership, and enforcement fee
etc.) are all guaranteed by the Guarantor.
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6.
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The Guarantor
hereby represents as follows:
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(
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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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(
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2)
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The Agreement
reflects the genuineness of assent of the Guarantor; and the
Guarantor understand the agreement completely;
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(
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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 indebtedness, material breach of contracts, material
litigation or material arbitration of the Guarantor that may
adversely affect the enforcement of the Agreement.
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7.
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The
Guarantor’s rights and obligations:
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(
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1)
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Provide all
true and valid documents to the Bank with respect to its legal
identity;
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(
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2)
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During the term of this
Agreement, the Guarantor shall provide written notice to the Bank
within 7 days after the Guarantor changes its domicile, name,
telephone, facsimile, address or its legal
representative;
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(
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3)
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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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(
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4)
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The Guarantor
should provide to the Bank its financial statements and other
relevant documents periodically or upon the request from the
Bank;
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(5)
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During the term of this
Agreement, the Guarantor should give written notice 30 days in
advance if any of the following events occurs: common stock
transferring, reorganization , acquisition, change of business
scope, disposition of significant amount of assets, change of
registered capital, entry into material lease agreement, and the
establishment of a joint venture.
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(6)
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If any of following events
occurred during the term of the Agreement that will adversely
impact the Guarantor’s financial condition or its ability to
fulfill this Agreement, the Bank shall be informed within three
days after the event occurred. Those events include but not limited
to dis
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