Contract
* Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this Exhibit have been separately filed with the Securities and Exchange Commission.
Exhibit 4.12
M. SETEK and JA SOLAR POLYSILICON
SUPPLY AGREEMENT
January 14, 2008
CONFIDENTIAL
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* Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this Exhibit have been separately filed with the Securities and Exchange Commission.
M. SETEK Co. Ltd., a Japanese company with its principal place of business at 0-0-00 XXXXXX XXXXX-XX, XXXXX, 000-0000 XXXXX (“Supplier”) and JingAo Solar Co. Ltd. a Chinese company has its principal place of business at Jinglong Street, Jinglong Group Industrial Park, Ningjin, 000000 Xxxxx (“Buyer”) hereby enter into this polysilicon supply agreement (the “Agreement”) effective as of the date of Supplier’s signing of this Agreement (the “Effective Date”).
WHEREAS, Supplier agrees to sell and Buyer agrees to purchase Products (herein defined) pursuant to the terms and conditions of this Agreement.
NOW, THEREFORE, the parties agree as follows:
1. | Products: As used in this Agreement, “Product” or “Products” shall mean the mono-crystalline silicon wafer manufactured by Supplier. The Specifications for the Product are set forth in Exhibit A. |
2. | Price and Quantity: For the time period January 1, 2008 to December 31, 2008. Supplier agrees to sell to Buyer 458,000 kilogram Product at US$*** per kilogram. |
3. | Advanced Payment: Buyer has paid advanced payment of US$*** million to the Supplier in 2007 as agreed in M. SETEK Co., Ltd signed June 5 of 2007. |
4. | Delivery: Supplier will deliver Product to Buyer according to the following schedule: |
Month | Quantity(kg) | Month | Quantity(kg) | |||||
*** | *** | *** | *** | *** | ||||
*** | *** | *** | *** | *** | ||||
*** | *** | *** | *** | *** | ||||
*** | *** | *** | *** | *** | ||||
*** | *** | *** | *** | *** | ||||
*** | *** | *** | *** | *** |
5. | Payment: Supplier agrees to credit invoices US$*** of the US$*** per kilogram against the Buyer’s US$*** million advanced payment. And the Buyer agrees to pay US$*** per kilogram before each delivery. |
6. | Obligation: Seller agrees to deliver Product according to the quality and deliver schedule in the Agreement. If Seller fails to deliver, Buyer has right to terminate the Agreement and receive refund of the advanced payment from Seller. |
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* Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this Exhibit have been separately filed with the Securities and Exchange Commission.
7. | Contact: The contact at each party is listed below: |
Xx. Xxxxxx Xxxxxxxxx
X. XXXXX Co., Ltd
Head Office Diawa Building
0-0-00, Xxxxxx Xxxxx-Xx, 000-0000 Xxxxx
Phone: (00)-0-0000-0000
Fax: (00)-0-0000-0000
Email: Xxxxxxxxx@xxxxxx.xxx
Mr. Huaijin Xxxx
XX Solar Holdings Co. Ltd
Phone: (00)-00-0000-0000
Fax: (00)-00-0000-0000
Xxxxxxxxxx@xxxxxxx.xxx
8. | Choice of Law: The Agreement is made in, and shall be governed and controlled in all respects by the laws of the Peoples’ Republic of China and all disputes, including interpretation, enforceability, validity and construction, shall be determined under the law of the Peoples’ Republic of China, without regard to any conflict of law provisions. |
SELLER: | BUYER: | |||||||
M. SETEK, Co., LTD | JingAo Solar Co. Ltd. | |||||||
By: |
|
By: |
| |||||
Print Name: Xxxxxx Xxxxxxxxx | Print Name: Huaijin Yang | |||||||
Title: President | Title: Chief Executive Officer | |||||||
Date: January , 2008 | Date: January , 2008 |
Exhibit A
Polycrystalline Silicon Specification
Donors (P, As, Sb) <1ppba, (N>50 xxx.xx)
Acceptor (B, Al) <0.5ppba, (P>250 xxx.xx)
C content: <1ppma
Bulk Xxxxxx (Xx, Xx, Xx, Xx, Xx, Xx): <30 ppbw
Surface metal < 30 ppba
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