FIRST AMENDMENT TO SUPPLYAGREEMENT
EXHIBIT 10.44
*** CONFIDENTIAL TREATMENT REQUESTED: Certain portions of this document have been omitted pursuant
to a request for confidential treatment and, where applicable, have been marked with an asterisk
(“[****]”) to denote where omissions have been made. The confidential material has been filed
separately with the Securities and Exchange Commission.***
FIRST AMENDMENT TO SUPPLYAGREEMENT
THIS FIRST AMENDMENT TO SUPPLY AGREEMENT (this “First Amendment’’) is made and entered into as of
Jan 1,2010 by and between OCI Company Ltd. (f/k/a DC Chemical Co., Ltd.), a corporation duly
organized and existing under the laws of the Republic of Korea, with its principal place of
business at XXX Xxxxxxxx, 00, Xxxxxx-xxxx Xxxx-xx, Xxxxx, 000-000, Xxxxxxxx of Korea (‘OCI”) and
Evergreen Solar Inc., a company organized under the laws of Delaware, having its principal place of
business at 000 Xxxxxxxx xxxxxx, Xxxxxxxx, Xxxxxxxxxxxxx 00000, X.X.X. (“Buyer’’), for the purpose
of amending and supplementing the Supply Agreement dated April, 17, 2007 that was previously
entered into by the Parties for the period of the year 2008 through 2014 (the “Original
Agreement”).
WHEREAS, the Parties entered into the Amendment to Supply Agreement dared Jan 1,2010, under which
both Parties orderly agree to change the quantity, price and advance payment credit respectively;
WHEREAS, the Parties have agreed to make certain changes to the terms and conditions of the
Original Agreement; and
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties
agree as follows:
1. The table of quantities and prices contained in Section 1.1 (entitled Quantity and Price of
Product) of the Original Agreement shall be revised and amended as follows:
| Calendar Year Price | Annual Quantity | Price | ||||||
2009 |
[****]kgs | US$[****]/kg | ||||||
2010 |
[****]kgs | US$[****]/kg | ||||||
2011 |
[****]kgs | US$[****]/kg | ||||||
2012 |
[****]kgs | US$[****]/kg | ||||||
2013 |
[****]kgs | US$[****]/kg | ||||||
2014 |
[****]kgs | US$[****]/kg | ||||||
2015 |
[****]kgs | US$[****]/kg | ||||||
Total |
[****]kgs | US$[****]/kg | ||||||
2. To the extent there are any inconsistencies or ambiguities between this First Amendment
1
and the Original Agreement, the terms of this First Amendment shall supercede those of the Original
Agreement.
4. Except as expressly agreed and amended herein, all of the terms and conditions of the
Original Agreement shall continue in full force and effect.
5. This First Amendment shall be governed by and construed and enforced in accordance with the laws
of the Republic of Korea, without giving effect to the rules respecting its conflicts of laws
principles.
6. This First Amendment may be executed in one or more counterparts, each of which shall be deemed
as an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this First
Amendment as of the day and year first above written.
OCI Company Ltd.
|
Evergreen Solar Inc. | ||||
By:
|
/s/ XxxXxx Xxx | By: | /s/ Xxxxxxx X. Xxxxxxxxx | ||
Name: XxxXxx Xxx
|
Name: Xxxxxxx X. Xxxxxxxxx | ||||
Title: Executive Vice President
|
Title: Vice President | ||||
2
