ex10-3.htm


    
 

    
      

      

    

    EXHIBIT
10.3

    Supplemental
Agreement

    


    This
supplemental agreement (Agreement) is
made on this 3rd day of February 2010

    


    BETWEEN

     

    (1)                      TANGSHAN CAOFEIDIAN INDUSTRIAL ZONE
MANAGEMENT COMMITTEE, with its principal place of business at Tangshan
Caofeidian Industrial Zone, Tangshan, Bei, China (Party
A)

    Person
in Charge: Liu Jianli

     

    AND

     

    (2)                      EMCORE CORPORATION, with its
principal executive office at 1600 Eubank Boulevard, Albuquerque, New Mexico,
USA (Party
B)

    Legal
Representative: Reuben Richards

    


    WHEREAS

     

    With the
objective of promoting long-term development and based on the principle of
“cooperation for mutual benefit in pursuit of a win-win result”, IT IS HEREBY
AGREED as follows:

    


    Party B
undertakes to establish its China solar (CPV) manufacturing and operations base
site in Caofeidian Industrial Zone. Party A undertakes to grant the following
incentives and support to Party B:

    


    (A)                      Party
A shall cause Tangshan Caofeidian Investment Co. Limited to provide up to the
equivalent of US$3,300,000 of RMB denominated loans to the Emcore solar CPV
enterprise which shall be established in Caofeidian Industrial Zone by Party B,
such loan to be provided based on the financing needs of such
enterprise.

    


    (B)                      Subject
to payment of applicable enterprise income taxes and value-added taxes, Party A
shall provide full tax rebate for the first 2 years and partial rebate for the
subsequent three years to the solar CPV enterprise operating in the Caofeidian
Industrial Zone, i.e., the enterprise’s portion of enterprise income taxes and
value-added taxes for the first two years of profitability which are retained by
Caofeidian Industrial Zone shall be fully refunded by Caofeidian Industrial Zone
and 50% of such taxes retained by Caofeidian Industrial Zone for the subsequent
third, fourth and fifth years shall be refunded by Caofeidian Industrial
Zone.

    


    (C)                      If
the enterprise referred to in Clause 3 above were to lease Party A’s standard
operating factories buildings in Caofeidian Industrial Zone, Party A will exempt
the rental for the first two years from the effective date of the respective
lease agreements and rent shall be imposed from the third year
onwards.

     
 

    (D)                      Party
A will provide reasonable assistance to Party B in its negotiations with China
Huaneng Group and other Chinese enterprises on joint cooperation for the
development of solar business in China.

    


    (E)                      Subject
to favourable policies adopted by the PRC government, Party A will consider
providing Party B with land use rights in the future for the solar CPV operation
base in Caofeidian Industrial Zone.

    



    
      
         


      

      
         


        
          

        

      

      
         


      

    


    


    SIGNED
by                                                                                     

     

    
      
        By:     
/s/ Yong Dong
Liu       

        Name: Yong
Dong Liu          

        Title:    General
Manager       

         

      

    

    for and
on behalf
of                                                                           

    TANGSHAN CAOFEDIAN
INDUSTRIAL                                                                           

    ZONE MANAGEMENT
COMMITTEE                                                                                    

     

     

    SIGNED
by                                                                                     

     

    
      
        By:       /s/ Hong Q.
Hou    

        Name:  Hong
Q.
Hou                                                              

        Title:    Chief
Executive Officer       

         

      

    

    for and
on behalf
of                                                                                      

    EMCORE
CORPORATION