LONG TERM SUPPLY CONTRACT (English Translation)
Exhibit
10.8
(English
Translation)
Contract
Number:
Place
where contract signed: Shanghai
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Buyer:
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Perfectenergy
(Shanghai), Ltd. (hereinafter, known as "Party A")
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Address:
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▇▇.
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇,
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▇▇▇▇▇▇▇▇,
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Tel:
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Fax:
▇▇▇-▇▇▇▇▇▇▇▇
Bank:
China
Agriculture Bank, Min District, Xinzhuang Industry Zone Branch
Bank
Account: 03430500040006353
Tax
Registration Number: 310112777606116
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Supplier:
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Tianjin
Huan-ou Semiconductor Technology Inc, Ltd. (hereinafter, known as
"Party
B")
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Address:
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▇▇.
▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇,
▇▇▇▇▇ 300161
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Tel:
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Fax:
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Bank:
Industrial
and Commercial Bank of China, Nankai Branch
Bank
Account: 258901201010016505
Tax
Registration Number: 120117724473516
This
agreement is entered into by and between Party A and Party B in accordance
with
the Economic Contract Laws of the People's Republic of China. This supply
contract is the product of coordination and negotiations between the two
parties. The
parties hereto agree as follows:
| 1. |
Under
the framework of the Strategic Partnership Agreement signed
by all related parties in December 2006, both parties agreed to establish
a long term strategic partnership.
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Party
B
is a well-known manufacturer of semi-conducting silicon throughout China. Its
advanced technology and excellent product quality is well recognized by the
industry. It is capable of manufacturing one million units of silicon chips
monthly, and it is planning to increase its capacity to two million units in
2008 and four million units in 2009. Party B has worked with REC Silicon, the
largest producer of high-purity ferrosilicon, for almost ten years. Party B
has
established a long term strategic partnership with REC Silicon for the next
five
to ten years. Such a partnership ensures the supply of all the raw materials
it
needs during its expansion.
Party
A
specializes in the research, development, and manufacture of silicon solar
cells. It has its own patent and technology. Party A is a company with one
of
the lowest investment costs with its own characteristic. Using its own
technology, it has set up a solar cell production line with fuel output of
15MW.
It is planning to increase output to 40MW in 2007, to 80MW in 2008, and 100MW
in
2009.
Now,
therefore, in consideration of both parties’ expansion strategy and through
their negotiations, both parties have jointly established a long term strategic
supply chain partnership on solar cells in order to accomplish a strategic
alliance with mutual benefit and growth.
| 2. |
As
agreed upon by both parties, Party B will ship to Party A the following
solar silicon starting from 2007 to 2009.
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| 1) |
Product
description: CZ
solar monocrystalline
silicon
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| 2) |
Product
Specification:
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Conductor
type: Type
P
Crystallographic
directions: <100>+
3
Size:
125mm
x
125 mm +
0.5mm
Diagonal
diameter: ≥
▇
▇▇▇
▇▇
± 0.5mm
Electrical
resistence: 0.5-3
Ω
C.T ,
3-6 Ω, cm
TTV:
<
50
µm
Minority
carrier life: >
10
µs
Thickness
Stall: 220
+
20
µm
No
fracture, no hole, no stria
| 3) |
Quantities
in units
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Year
2007: 250 million units
Year
2008: 500 million units
Year
2009: 1000 million units
| 4) |
Product
unit cost: ▇▇▇ ▇▇▇ / unit. Party B agrees to give Party A a discount of
2%-5% off the average market price, adjustable every 3
months.
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| 5) |
Payment:
Party B will ship the goods in installments. Party B will notify Party
A
before each shipment. Party A will pay Party B in full for each shipment
three days after receiving a notice. Once payment is verified, Party
B
will start shipping immediately.
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| 3. |
Quality
requirement: Party B guarantees that the quality, specifications, and
all
technical parameters with match all requirements set forth in this
contract.
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| 4. |
Place
of delivery: Shanghai (Party B is in charge of
shipping)
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| 5. |
Date
of delivery: Installment shipments per
month
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| 6. |
Packaging
requirement: The packaging must comply with public transportation
regulations.
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| 7. |
Acceptance,
inspection, and invoicing: Within three days of receiving a shipment,
Party A will inspect the shipment based on the specifications listed
in
this contract. Party A will send an acceptance inspection report to
Party
B. If everything is accepted, Party B will issue a value-added-tax
invoice
for Party A’s shipment.
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| 8. |
Roles
and responsibilities:
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Party
A
and Party B shall fulfill their responsibilities within the time frame specified
in this contract. A party that breaches the contract is liable for economic
losses incurred by the non-breaching party.
| 9. |
Dispute
Resolution: Both parties shall settle their disputes through negotiations.
If a dispute remains unresolved, a lawsuit may be filed in a local
court,
whose decision shall be deemed final.
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| 10. |
This
contract has two copies. The contract will
not come into force until it is signed by both parties with stamps.
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| 11. |
The
term of this contract is from the date of execution to December 31,
2009.
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| 12. |
Others:
Not applicable.
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Party
A:
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Party
B:
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Perfectenergy
(Shanghai), Ltd.
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Tianjin
Huan-ou Semiconductor
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Technology
Inc., Ltd.
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Signature
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Signature
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Stamp
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Stamp
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Date
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Date
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