China Sunergy (Nanjing) Co., Ltd	CSUN-RE-LE-0010


 


Exhibit
4.39


 


English Translation for Reference Only


 


CSUN Silicon
Wafers (Materials) Purchase Contract


 


Contract No.:NPM11118605


 


Signature place: Jiangning District, Nanjing


 


	Seller: CEEG (Nanjing) Semiconductor Co., Ltd.	 	Buyer: China Sunergy (Nanjing) Co., Ltd.
	Address: No.6, Shuige Road, Jiangning Economic & Technological Development Zone, Nanjing	 	Address: No.123, Focheng West Road, Jiangning Economic & Technological  Development Zone, Nanjing
	Contact person of Contract: Zhang Yang	 	Contact person of Contract: Liu Shijie
	Contact No.: 025-52095899	 	Contact No.: 025-52766603


 


Upon the principle of trustworthiness
and mutual benefit, through sufficient negotiation, both parties sign a long-term purchase contract on September 22, 2011 (Contract
No.:NPM111186) and conclude following order:


 


Order


 


1. Product name, specification model,
quantity, unit price, total price


 


	Order	Product name	Specification
 model	Unit	Quantity	Unit price	Total price	Notes
	1	Polycrystalline silicon wafer	M156	Wafer	800,000	RMB9/wafer	7,200,000.00	Inc. Tax
	2	Polycrystalline silicon wafer	S125/D165	Wafer	150,000	RMB7.4/wafer	1,110,000.00	Inc. Tax
	 	Total in capital: Eight million, three hundred and ten thousand yuan only (inc.17% VAT)in lower case:8,310,000.00


 


Notes:
In the term of performing contract, if the market price of silicon falls, both parties may re-decide price through negotiation
on the basis of market price. If negotiation doesn't work, the buyer may terminate the contract.


 


2.
Seller's Delivery Term, Delivery Place and Transportation Mode


 


2.1 Delivery Term: The seller shall finish
delivery before November 18, 2011. Segment delivery is allowable and actual delivery quantity and delivery date are subject to
the demand of the buyer.If the seller is in short of supply, both parties may re-discuss undelivered quantity in reference to market
price.


 


2.2 Delivery Place: Seller's factory


 



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		China Sunergy (Nanjing) Co., Ltd	CSUN-RE-LE-0010








 


2.3 Transportation Mode: Automobile
transportation


 


3. Buyer's Payment Mode and Payment
Time


 


After the contract takes effect, the
buyer shall remit payment for goods to designated account of the seller 7 days after receiving goods from the seller. 


 


II. Modification and Supplement of General
Terms


 


4. Effectiveness and Others


 


4.1 The order shall be in 2 original copies
and shall take effect when both parties sign and seal it. The buyer and the seller shall hold one respectively.


 


4.2 The buyer and the seller shall deliver
original of order text to each other within 3 working days after the contract is signed.The effect of facsimile shall be equivalent
to that of original.


 


4.3 For anything unmentioned in the contract,
both parties shall negotiate otherwise and sign a supplemental agreement. The supplemental agreement shall be an effective part
of the order and shall have the same legal force as this order.


 


	Buyer:	 	Seller:
	China Sunergy (Nanjing) Co., Ltd.	 	CEEG (Nanjing) Semiconductor Co., Ltd.
	/seal/ China Sunergy (Nanjing) Co., Ltd.	 	/seal/ CEEG (Nanjing) Semiconductor Co., Ltd.
	 	 	 
	 	 	 
	(Seal)	 	(Seal)
	 	 	 
	 	 	 
	(Signature of authorized representative)	 	(Signature of authorized representative)
	 	 	 
	Date of signature: November 17, 2011	 	Date of signature: YY/MM/DD
	 	 	 
	 	 	 


 



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