Exhibit 54 ASSIGNMENT AND ASSUMPTION AGREEMENT ASSIGNMENT AND ASSUMPTION AGREEMENT dated as of December 30, 1998 (the "Agreement") by and between VEBA Corporation, a Delaware corporation ("Assignor"), and VEBA Zweite Verwaltungsgesellschaft mbH, a...Assignment and Assumption Agreement • March 23rd, 1999 • Veba Corp /Ny/ • Semiconductors & related devices • New York
RECITALSPurchase Agreement • October 30th, 1998 • Veba Corp /Ny/ • Semiconductors & related devices • New York
EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree to jointly file a statement on Schedule 13D, together with any amendments thereto, with the Securities and Exchange Commission pursuant to the requirements of Rule 13d-1(f) under the...Joint Filing Agreement • October 30th, 1998 • Veba Corp /Ny/ • Semiconductors & related devices
The undersigned hereby agree to jointly file a statement on Schedule 13D, together with any amendments thereto, with the Securities and Exchange Commission pursuant to the requirements of Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • March 23rd, 1999 • Veba Corp /Ny/ • Semiconductors & related devices
The undersigned hereby agree to jointly file a statement on Schedule 13D, together with any amendments thereto, with the SEC pursuant to the requirements of Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended.
RECITALSStandby Agreement • October 30th, 1998 • Veba Corp /Ny/ • Semiconductors & related devices • Delaware
Exhibit 55 FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT is made and entered into the 19th day of March, 1999 ("Amendment"), between MEMC Electronic Materials, Inc., a Delaware corporation (the...Registration Rights Agreement • March 23rd, 1999 • Veba Corp /Ny/ • Semiconductors & related devices • New York
