Unassociated Document


    Exhibit
      10.86

    


    [*]
      = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY
      BRACKETS, HAS BEEN OMITTED FROM PUBLIC FILING PURSUANT TO A REQUEST FOR
      CONFIDENTIAL TREATMENT SUBMITTED TO THE U.S. SECURITIES AND EXCHANGE COMMISSION.
      THE OMITTED INFORMATION, WHICH HAS BEEN IDENTIFIED WITH THE SYMBOL “[*],” HAS
      BEEN FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION PURSUANT
      TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS
      AMENDED.

    


    Amendment
      to SUPPLY AGREEMENT No.2

    


    The
      SUPPLY AGREEMENT No.2 signed on September 14, 2008 for the supply of [*] metric
      tons of Polysilicon for a continuous period of ten years between TIANWEI NEW
      ENERGY (CHENGDU) WAFER CO., LTD., a People’s Republic of China company
      (hereinafter “TIANWEI”)
      and
      HOKU MATERIALS, INC., a Delaware corporation (hereinafter “HOKU”)
      is
      hereby amended, in part, in the following particular:

     

    4.3. In
      addition to the Minimum Annual Quantity of Product to be delivered to TIANWEI
      each Year beginning on the First Shipment Date pursuant to this Agreement,
      HOKU
      shall ship an additional [*] metric tons of Products to TIANWEI in calendar
      year
      2009, and an additional [*] metric tons of Products in January and February,
      2010. Any such shipments shall be invoiced at [*] per kilogram pursuant to
      Section 5.5. In the event that HOKU fails to deliver the [*] metric tons of
      additional Products as specified above, TIANWEI shall receive purchase price
      reduction equal to [*]% of the Year 1 price for the first [*] metric tons (or
      such lesser amount that is equal to the difference between [*] metric tons
      and
      the actual amounts shipped to TIANWEI pursuant to this Section 4.3) that are
      shipped to TIANWEI beginning on the First Shipment Date.”

     

    Clause
      4.3 in aforesaid original SUPPLY AGREEMENT shall be superseded by the above
      clause. 

    


    5.5. HOKU
      shall invoice TIANWEI at or after the time of each shipment of Products to
      TIANWEI. Taxes, customs and duties, if any, will be identified as separate
      items
      on HOKU invoices. All invoices shall be sent to TIANWEI’s address as provided
      herein. Payment terms for all invoiced amounts shall be sixty (60) days from
      date of shipment. All payments shall be made in U.S. Dollars. Unless HOKU is
      entitled to retain the Total Deposit as liquidated damages pursuant to Section
      11 below, shipments to TIANWEI shall be credited against the Total
[*].

    


    Clause
      5.5 in aforesaid original SUPPLY AGREEMENT No.2
      shall
      be
      superseded by the clause above.

    

      
        	
                TIANWEI
                  Initials & Date AG
                  October 24, 2008

              	
                HOKU
                  Initials & Date DS
                  October 24, 2008

              


      

       

    

    
      
         

      

      
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    As
      full
      and complete consideration for HOKU agreeing to the foregoing amendments, and
      as
      an express condition to the effectiveness of the foregoing amendments, TIANWEI
      hereby agrees to pay to HOKU in full the Second Deposit (as defined in SUPPLY
      AGREEMENT) for
      the SUPPLY AGREEMENT signed on August 4, 2008
      in the
      amount of Fifteen Million U.S. Dollars (USD $15,000,000) via wire transfer
      on or
      before October 28, 2008. 

    


    The
      aforesaid original SUPPLY AGREEMENT No 2 shall and does remain in effect as
      originally written, except as herein above specially amended.

    


    


    The
      amendment to SUPPLY AGREEMENT is hereby authorized by:

    


    
      	
              TIANWEI:

               

              TIANWEI
                NEW ENERGY (CHENGDU) WAFER CO., LTD.

               

               

              By: /s/
                AIHUA GUO

               

              Name: Aihua
                Guo

               

              Title: General
                Manager

              Authorized
                Signatory

               

              Date: October
                24, 2008

            	
              HOKU:

               

              HOKU
                MATERIALS, INC.

               

               

              By: /s/
                DUSTIN M. SHINDO

               

              Name: Dustin
                M. Shindo

               

              Title: Chief
                Executive Officer

              Authorized
                Signatory

               

              Date: October
                24, 2008

            


    

    

      
        	
                TIANWEI
                  Initials & Date AG
                  October 24, 2008

              	
                HOKU
                  Initials & Date DS
                  October 24, 2008

              


      



    
      
         

      

      
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