Common use of Place of Fulfilment, Applicable Law and Jurisdiction Clause in Contracts

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment for the delivery. Munich shall be the place of fulfilment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 “BAFA Grenzübergangspreis” for natural gas Source: Evaluation periods: — Arithmetic mean value out of 6 months — April to September for price adjustment of 1st half of the following year — October to March for price adjustment of 2nd half of year — Basis evaluation period: April 2006 — September 2006 CB ... Index value of Basis evaluation period CN ... Index value of New evaluation period CN/CB (%) Price Adjustment EURO / kg < - 60 % [•]* < - 40 % [•]* < - 20 % [•]* > + 20 % [•]* > + 40 % [•]* > + 60 % [•]* > + 80% [•]*

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment for the delivery. Munich shall be the place of fulfilment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 “BAFA Grenzübergangspreis” for natural gas Source: Evaluation periods: — – Arithmetic mean value out of 6 months — – April to September for price adjustment of 1st half of the following year — – October to March for price adjustment of 2nd half of year — – Basis evaluation period: April 2006 — – September 2006 CB ... Index value of Basis evaluation period CN ... Index value of New evaluation period Price Adjustment CN/CB (%) Price Adjustment EURO / kg < - 60 % [•l]* < - 40 % [•l]* < - 20 % [•l]* > + 20 % [•l]* > + 40 % [•l]* > + 60 % [•l]* > + 80% [•l]*

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment for the delivery. Munich shall be the place of fulfilment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 “BAFA Grenzübergangspreis” for natural gas Source: Evaluation periods: — – Arithmetic mean value out of 6 months — – April to September for price adjustment of 1st half of the following year — – October to March for price adjustment of 2nd half of year — – Basis evaluation period: April 2006 — – September 2006 CB ... Index value of Basis evaluation period CN ... Index value of New evaluation period CN/CB (%) Price Adjustment EURO / kg < - 60 % [•l]* < - 40 % [•l]* < - 20 % [•l]* > + 20 % [•l]* > + 40 % [•l]* > + 60 % [•l]* > + 80% [•l]*

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment for the delivery. Munich shall be the place of fulfilment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 “Relevant Energy Price Index: "BAFA Grenzübergangspreis” Grenzubergangspreis" for natural gas Source: xxxx://xxx.xxxx.xx/BMWi/Navigation/Energie/Energiestatistiken/ energiestatistiken,did=53736.html Evaluation periods: — -- Arithmetic mean value out of 6 months — -- April to September for price adjustment of 1st half of the following year — -- October to March for price adjustment of 2nd half of year — -- Basis evaluation period: April 2006 — -- September 2006 Price Adjustment Table: CB ... Index value of Basis evaluation period CN ... Index value of New evaluation period Price Adjustment CN/CB (%) Price Adjustment EURO / kg --------- --------- < - 60 % [•-]* < - 40 % [•-]* < - 20 % [•-]* > + 20 % [•-]* > + 40 % [•-]* > + 60 % [•-]* > + 80% [•-]*

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment fulfillment for the delivery. Munich shall be the place of fulfilment fulfillment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 “Supply Agreement 3 SunPower Corporation/ Wxxxxx Chemie AG Sept. 14th, 2007 *** CONFIDENTIAL MATERIAL REDACTED AND SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION „BAFA Grenzübergangspreis” for natural gas Source: Evaluation periods: — hxxx://xxx.xxxx.xx/XXXx/Navigation/Energie/Energiestatistiken/energiesta- tistiken,did=53736.html • Arithmetic mean value out of 6 months — • April to September for price adjustment of 1st half of the following year — • October to March for price adjustment of 2nd half of year — • Basis evaluation period: April 2006 — September 2006 CB ... … Index value of Basis evaluation period CN ... … Index value of New evaluation period CN/CB (%) Price Adjustment EURO / kg < - 60 % [•]*** < - 40 % [•]*** < - 20 % [•]*** > + 20 % [•]*** > + 40 % [•]*** > + 60 % [•]*** > + 8080 % [•]***

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment for the delivery. Munich shall be the place of fulfilment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 “APPENDIX C, PAGE 1 OF 2 Relevant Energy Price Index: "BAFA Grenzübergangspreis” Grenzubergangspreis" for natural gas Source: http://www.bmwi.de/BMWi/Navigation/Energie/Energiestatistiken/enerxxxxxxxxxxxxxx ,xxx=53736.html Evaluation periods: — -- Arithmetic mean value out of 6 months — -- April to September for price adjustment of 1st half of the following year — -- October to March for price adjustment of 2nd half of year — -- Basis evaluation period: April 2006 — -- September 2006 Price Adjustment Table: CB ... Index value of Basis evaluation period CN ... Index value of New evaluation period Price Adjustment CN/CB (%) Price Adjustment EURO / kg --------- --------- < - 60 % [•-]* < - 40 % [•-]* < - 20 % [•-]* > + 20 % [•-]* > + 40 % [•-]* > + 60 % [•-]* > + 80% [•-]*

Place of Fulfilment, Applicable Law and Jurisdiction. 11.1 The originating point of the goods shall, in each case, be the place of fulfilment for the delivery. Munich shall be the place of fulfilment for payment. 11.2 Exclusively the laws of the Federal Republic of Germany shall apply between the parties. The application of the 1980 United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. 11.3 If the Purchaser is a merchant or does not have a general place of jurisdiction in Germany, the place of jurisdiction is Munich. We shall, however, have the right to also bring a claim against the Purchaser at his general place of jurisdiction. Munich, 15th May 2002 Supply Agreement SunPower Corporation /Xxxxxx Chemie AG August 3rd, 2006 XXXXXX POLYSILICON “BAFA Grenzübergangspreis” for natural gas Source: Evaluation periods: — • Arithmetic mean value out of 6 months — • April to September for price adjustment of 1st half of the following year — • October to March for price adjustment of 2nd half of year — • Basis evaluation period: April 2006 — – September 2006 CB ... Index … index value of Basis evaluation period CN ... … Index value of New evaluation period CN/CB (%) Price Adjustment EURO / kg < - 60 % [•]*** < - 40 % [•]*** < - 20 % [•]*** > + 20 % [•]*** > + 40 % [•]*** > + 60 % [•]*** > + 8080 % [•]***