exv10w43






EXHIBIT 10.43



***CONFIDENTIAL TREATMENT REQUESTED: Certain portions of this document have been omitted pursuant
to a request for confidential treatment and, where applicable, have been marked with an asterisk
(“[****]”) to denote where omissions have been made. The confidential material has been filed
separately with the Securities and Exchange Commission.***




FIRST AMENDMENT TO SUPPLY AGREEMENT




THIS FIRST AMENDMENT TO SUPPLY AGREEMENT (this “First Amendment”) is made and entered into as of
Jan 1,2010 by and between OCI Company Ltd. (f/k/a DC Cbemical Co., Ltd.), a corporation duly
organized and existing under the laws of the Republic of Korea, with its principal place of
business at OCI Building, 50, Sogong-dong Jung-gu, Seoul, 100-718, Republic of Korea (“OCI”) and
Evergreen Solar Inc., a company organized under the laws of Delaware, having its principal place of
business at 138 Bartlett Street, Marlboro, Massachusetts 01752, U.S.A. (“Buyer”), for the purpose
of amending and supplementing the Supply Agreement dated January, 30, 2008 that was previously
entered into by the Parties for the period of the year 2009 through 2015 (the “Original
Agreement”).




WHEREAS, the Parties entered into the Amendment to Supply Agreement dated Jan 1,2010 under which
both Parties orderly agree to change the quantity, price and advance payment credit respectively;




WHEREAS, the Parties have agreed to make certain changes to the terms and conditions of the
Original Agreement; and




NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties
agree as follows:




1. The table of quantities and prices contained in Section 1.1 (entitled Quantity and Price of
Product) of the Original Agreement shall be revised and amended as follows:



	 	 	 	 	 	 	 	 	 
	Calendar Year Price	 	Annual Quantity	 	Price
	2009
	 	[****]kgs	 	US$[****]/kg
	2010
	 	[****]kgs	 	US$[****]/kg
	2011
	 	[****]kgs	 	US$[****]/kg
	2012
	 	[****]kgs	 	US$[****]/kg
	2013
	 	[****]kgs	 	US$[****]/kg
	2014
	 	[****]kgs	 	US$[****]/kg
	2015
	 	[****]kgs	 	US$[****]/kg
	 	 	 	 	 
	Total
	 	[****]kgs	 	US$[****]/kg
	 	 	 	 	 







2. Section 2.3 of the Original Agreement (entitled Advance Payment) is hereby amended by deleting
such section in its entirety and replacing it with the following:



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In respect of payments made by Buyer to OCI pursuant to Section 4.1 of the Agreement, Buyer shall
be entitled to an advance payment credit (“Advance Payment Credit”) which shall be calculated as
follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Aggregate Advance
	 	 	 	 	 	 	Advance Payment	 	Payment Credit for the
	 	 	 	 	 	 	Credit per kg	 	Calendar Year
	Calendar Year	 	Annual Quantity	 	(US$)	 	(US$)
	2009
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	2010
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	2011
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	2012
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	2013
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	2014
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	2015
	 	[****]kgs	 	[****]/kg	 	 	[****]	 
	 	 	 	 	 	 	 
	Total
	 	[****]kgs	 	 	 	 	 	 	[****]	 
	 	 	 	 	 	 	 







3. To the extent there are any inconsistencies or ambiguities between this First Amendment and the
Original Agreement, the terms of this First Amendment shall supercede those of the Original
Agreement.




4. Except as expressly agreed and amended herein, all of the terms and conditions of the




Original Agreement shall continue in full force and effect.




5. This First Amendment shall be governed by and construed and enforced in accordance with the laws
of the Republic of Korea, without giving effect to the rules respecting its conflicts of laws
principles.




6. This First Amendment may be executed in one or more counterparts, each of which shall be deemed
as an original, but all of which together shall constitute one and the same instrument.





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IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this First
Amendment as of the day and year first above written.




	 	 	 	 	 	 
	OCI Company Ltd.

	 	Evergreen Solar Inc.	 
	 
	 	 	 	 	 
	By:  

	 /s/ MinKyu Lim	 	By:  	/s/ Richard G. Chleboski	 
	 	Name: MinKyu Lim

	 	 	Name: Richard G. Chleboski	 
	 	Title: Executive Vice President

	 	 	Title: Vice President	 











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