PREFERRED ACCESS AGREEMENT

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EXHIBIT 10.33

PREFERRED ACCESS AGREEMENT

         THIS AGREEMENT is made this 1 ^st day of November, 2004, effective January 1, 2004, between MEC HOLDINGS (CANADA) INC. , an Ontario corporation ("MEC") and MAGNA INTERNATIONAL INC., an Ontario corporation ("Magna").

WHEREAS:

A.

MEC owns and operates the Magna Golf Club in Aurora, Ontario (the "Club");

B.

Magna maintains its head office in Aurora, Ontario, adjacent to the Club;

C.

Magna requires the use of both the golf course and the clubhouse meeting, dining and other facilities of the Club from time to time for certain Magna-sponsored corporate and charitable events, as well as for business development, marketing or other business purposes, all of which are automotive related; and

D.

MEC wishes to make the Club available to Magna from time to time on the terms and conditions and in consideration of the fees provided for herein.

         NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the mutual covenants and agreements hereinafter contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is hereby agreed as follows:

1.     Grant of Preferred Access

(a)

Magna shall have a right of access (the "Right of Access") to use, from time to time, the clubhouse, golf course, rental suites (of which one shall be a dedicated suite, reserved for use by Magna), meeting rooms, dining facilities and all other areas comprising part of the Club (collectively, "Facilities"), for:

(i)

up to three (3) major and four (4) minor Magna-sponsored one-day corporate or charitable events per annum, without payment of any rent or other such usage fee. An event is considered "major" if it entails the use of the Facilities, to the exclusion of members, for substantially all of one day. A "minor" event is one which is either restricted to a morning or afternoon, or which can accommodate the simultaneous use of the Facilities by members of the Club;

(ii)

additional Magna-sponsored tournaments or other events, upon payment of the Club's then applicable rate, which shall not exceed the current fair market rate for such use of a golf club of similar calibre; and

(iii)

business development, marketing or other business purposes;

        all upon the terms and conditions set out in this agreement.

(b)

Provided there is no unreasonable interference with the members of the Club, Magna's Right of Access may be exercised in preference and priority to all other users of the Facilities of the Club.

(c)

Magna may exercise its Right of Access to the Club by notifying MEC in writing, in advance, of the intended dates, times and Facilities required, as well as reasonable details as to the tournament or other event intended to be held where applicable. MEC shall promptly advise Magna in writing whether or not the required Facilities will be available when requested.

(d)

Magna agrees to use the Club and its Facilities, and to exercise its Right of Access, in the manner and subject to the terms and conditions contained in this agreement.

2.     Memberships

(a)

During the term of this agreement Magna shall be entitled to nominate thirty (30) individuals from time to time (the "Nominated Members") to enjoy all the rights and privileges of the thirty (30) memberships currently owned by Magna. As long as Magna has paid all fees then due and is not otherwise in default of any material provision of this agreement, the Nominated Members shall be entitled to enjoy all of the rights and privileges of membership in the Club, without payment of any membership fees or annual fees.

(b)

Spouses of Nominated Members may enjoy all the rights and privileges of spousal membership in the Club, so long as their spouses are Nominated Members, without payment of any membership fees or annual fees.

(c)

Up to four (4) guests of any Nominated Member may use the Facilities of the Club at any time, without payment of guest fees, and with or without the Nominated Member being present at the time, provided there is no unreasonable interference with the members of the Club.

(d)

During the term of this agreement, Magna shall be entitled to change its designation of its Nominated Members, as often as it wishes, without payment of any transfer fees.

(e)

During the term of this agreement, Magna shall be given advance notice of and be entitled to veto any proposed material change in the operating philosophy and/or governing rules and other regulations of the Club, provided that, MEC shall continue to have full authority and discretion to manage the day-to-day operations of the Club as it sees fit.

(f)

Magna shall have the option, provided it has paid all fees due hereunder and is not otherwise in default of any material provision of this agreement, to purchase at any time or from time to time, prior to December 31, 2014, up to twenty (20) memberships for CDN$65,000 each.

2

(g)

Upon expiry without renewal or other termination of this agreement, Magna shall be entitled to retain full ownership of its thirty (30) memberships (including thirty (30) spousal memberships) together with those memberships in respect of which it has exercised its option under paragraph 2(f) above.

3.     Term

        The term of this agreement shall be deemed to have commenced on January 1, 2004 and shall terminate at 11:59 p.m. on December 31, 2014.

4.     Fees and Other Charges

        Magna cove