Unassociated Document


    Amendment
      No. 1 to Supply Agreement 

     

    This
      Amendment No. 1 (this “Amendment”)
      is
      effective as of March 4, 2008, by and between Hoku Materials, Inc., a Delaware
      corporation (“HOKU”),
      and
      Global Expertise Wafer Division Ltd., a private company limited by
      sharesncorporated in the British Virgin Islands (“GEWD”).
      HOKU
      and GEWD are each a “Party” and together the “Parties” to this Amendment.


     

    
      RECITALS

    

     

    Whereas,
      HOKU and GEWD are Parties to that certain Supply Agreement dated as of June
      18,
      2007 (the “Supply
      Agreement”);

     

    Whereas,
      the Parties desire to make certain amendments to the Supply Agreement as
      hereinafter set forth; and

     

    Whereas,
      each Party derives a benefit from the amendments set forth herein. 

     

    Now
      therefore, in consideration of the foregoing, and for other good and valuable
      consideration, the receipt of which is hereby acknowledged by the Parties,
      the
      Parties agree to amend the Supply Agreement as set forth below.

     

    
      AGREEMENT

    

     

    
      
        	
                 1.    Definitions.
                  All capitalized terms not otherwise defined are defined in the
                  Supply
                  Agreement.

              
	 	 
	 2.    Amendment
                of Section 11.4 of the Supply Agreement.
                The first clause of the first sentence of Section 11.4 of the Supply
                Agreement, which currently reads as follows:
	 	 


      

      
        	 	
                “HOKU
                  and GEWD shall each have the right to terminate this Agreement
                  if on or
                  before March 31, 2008, HOKU has been unable to secure financing
                  for the
                  HOKU Facility (including the Initial Capacity and the Expansion
                  Capacity)
                  under terms satisfactory to HOKU . . .”

              
	      
is
                hereby amended to read as
                follows:
	 
	 	 “HOKU
                and GEWD shall each have the right to terminate this Agreement if
                on or
                before May 31, 2008, HOKU has been unable to secure financing for
                the HOKU
                Facility (including the Initial Capacity and the Expansion Capacity)
                under
                terms satisfactory to HOKU . . .”    
	 	 


      

    

    
      
        	 3.    Survival.
                Except for the amendments specifically set forth above, the terms
                of the
                Supply Agreement shall continue in full force and effect, without
                amendment. 
	 	 
	 4.    Miscellaneous.
                The “General Provisions” set forth in Section 16 of the Supply Agreement,
                including, without limitation, provisions concerning the choice of
                law and
                means for dispute resolution between HOKU and GEWD, shall apply to
                this
                Amendment


      

    

     

    
      
        
        

      

      
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    IN
      WITNESS WHEREOF, the Parties have executed this Amendment No. 1 to Supply
      Agreement as of the date first set forth above.

     

    
      
        	GEWD:	HOKU:	 
	 	 	 	 
	
                GLOBAL EXPERTISE WAFER DIVISION 

                LTD.

              	HOKU MATERIALS,
                INC.
	 	 	 	 
	 	 	By: 	/s/ Dustin
                Shindo                                          
	By:	/s/ Paul D.
                Atkinson                                  
                	 	 
	
              	 	Name: 	Dustin
                Shindo                                                
                
	Name: 	Paul D.
                Atkinson                                        	 	 
	 	 	Title: 	
                Chairman
                  &
                  CEO                                           
                  

              
	Title:	President                                                      
                	Authorized
                Signatory
	Authorized
                Signatory	 	
                 

              


      

    

     

    
      
        
        

      

      
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