RIGHT OF FIRST REFUSAL AGREEMENT

Private Equity Right of First Refusal Agreement

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This Private Equity Right of First Refusal Agreement involves

HOKU SCIENTIFIC INC | Hoku Solar, Inc | UFA Renewable Energy Fund I, LLC

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Title: RIGHT OF FIRST REFUSAL AGREEMENT
Date: 2/3/2009
Industry: Electronic Instr. and Controls Sector: Technology

Exhibit 10.92

RIGHT OF FIRST REFUSAL AGREEMENT

This Right of First Refusal (“ROFR”) is entered into between UFA Renewable Energy Fund I, LLC (“UFAREF”) and Hoku Solar, Inc. (“Hoku”) as of December 19, 2008. In consideration for providing the tax equity (subject to UFAREF final investment committee approval) for the Hawaii Department of Transportation solar project, Hoku grants a right of first refusal to UFAREF on its future solar projects to be installed during calendar years 2009 and 2010.

In regard to the right of first refusal, Hoku will provide investment packages exclusively to UFAREF prior to offering them to other potential investors, and UFAREF will have a period of 21 days (the “Offer Period”) to determine whether it wishes to pursue such investment. Should Hoku materially alter the investment opportunity, Hoku shall re-submit the offer to UFAREF (a

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