AMENDED & RESTATED SUPPLY AGREEMENT

This Amended & Restated Supply Agreement is made as of the last date set forth on the signature page hereto (the “ Effective Date ”) between JIANGXI JINKO SOLAR CO., LTD., a People’s Republic of China (Jiangxi) company (hereinafter “ JINKO ”) and HOKU MATERIALS, INC., a Delaware corporation (hereinafter “ HOKU ”).  HOKU and JINKO are sometimes referred to in the singular as a “ Party ” or in the plural as the “ Parties ”.

Whereas JINKO is formerly known as JIANGXI KINKO ENERGY CO., LTD.

Whereas, HOKU and JINKO are parties to that certain Supply Agreement dated as of July 25, 2008, as amended by that certain Amendment No. 1 to Supply Agreement dated as of January 8, 2009 (together, the “ Supply Agreement ”), pursuant to which JINKO has agreed to purchase from HOKU, and HOKU has agreed to sell to JINKO, [*] metric tons of Products per Year over a ten Year period.

Whereas, pursuant to the Supply Agreement, JINKO has paid to HOKU twenty million U.S. dollars (USD $20,000,000) towards to the Total Deposit (the “ Prior Payments ”).

Whereas, JINKO has informed HOKU that five million U.S. dollars (USD $5,000,000) of the Prior Payment (the “ ALEX Contribution ”) was contributed by SHANGHAI ALEX NEW ENERGY CO., LTD (“ ALEX ”).

Whereas, HOKU and ALEX have entered into that certain Supply Agreement of even date herewith (the “ ALEX Supply Agreement ”), the effectiveness of which is contingent upon the payment by ALEX to HOKU of two million U.S. dollars (USD $2,000,000) no later than ten (10) business days after the signing of the ALEX Supply Agreement by ALEX (the “ Second ALEX Deposit ”).

Whereas, HOKU is a wholly owned subsidiary of Hoku Scientific, Inc. (“ Hoku Scientific ”), which is listed on the Nasdaq Global Market, and HOKU is the operating company that owns all of the assets for Hoku Scientific’s polysilicon business.

Whereas, JINKO is a high-tech overseas funded enterprise and a subsidiary of Hong Kong Paker Technology Co., Ltd, which manufactures monocrystalline and multicrystalline ingots for photovoltaic applications.

Whereas, subject to the effectiveness of the ALEX Supply Agreement upon HOKU’s receipt of the Second ALEX Deposit, HOKU and JINKO desire to amend and restate the Supply Agreement in its entirety, as set forth herein to, among other things, reduce JINKO’s annual purchase commitment, and HOKU’s annual supply commitment, to [*] metric tons of Products per Year over a ten Year period.

Whereas, in exchange for HOKU’s agreement to allocate the supply of polysilicon, JINKO desires to provide HOKU with a firm order for polysilicon upon the terms and conditions provided herein.

NOW, THEREFORE, in furtherance of the foregoing Recitals and in consideration of the mutual covenants and obligations set forth in this Agreement, the Parties hereby agree as follows:

1.           This Amended & Restated Supply Agreement shall become effective upon HOKU’s receipt in full of the Second ALEX Deposit pursuant to the ALEX Supply Agreement (the “ Effective Date ”).  If ALEX fails to pay the Second ALEX Deposit within ten (10) business days after the signing of the ALEX Supply Agreement by ALEX, then this Amended & Restated Supply Agreement shall be null and void, and the Supply Agreement shall continue in full force and effect without amendment.

2.            Definitions .

2.1.           “ Affiliate ” shall mean, with respect to either Party to this Agreement, any entity that is controlled by or under common control with such Party.

2.2.           “ Agreement ” shall mean this Amended & Restated Supply Agreement and all appendices annexed to this Agreement as the same may be amended from time to time in accordance with the provisions hereof.

2.3.           “ First Shipment Date ” shall mean the first day after November 30, 2009, when HOKU commences deliveries to JINKO of Products pursuant to this Agreement.

2.4.           “ Facility ” shall mean any facility used by HOKU for the production of the Product.

2.5.           “ Independent Expert ” means any Qualified Laboratory that is reasonably acceptable to each of HOKU and JINKO; provided, however that if such parties cannot agree on the Independent Expert within ten (10) days, each Party shall select one independent expert form the list of Qualified Laboratories, and those two independent experts shall select the Independent Expert.

2.6.           “ Minimum Annual Quantity of Product ” means [*] metric tons ([*] kilograms).

2.7.            “ Product ” shall mean the raw polysilicon in chunk form manufactured by HOKU and sold to JINKO pursuant to this Agreement.

2.8.           “ Product Specifications ” shall mean the quality and other specifications set forth on Appendix 2 to this Agreement.

2.9.           “ Qualified Laboratory ” means each qualified laboratory set forth on Appendix 2 to this Agreement.

2.10.           “ Term ” shall mean the period during which this Agreement is in effect, as more specifically set forth in Section 10 of this Agreement.

2.11.           “ Total Deposit ” shall mean all deposits or prepayments actually made by JINKO to HOKU hereunder, including, the Initial Deposit of fifteen million (15,000,000) U.S. dollars, the Third Deposit of three million (3,000,000) U.S. dollars, and the Fourth Deposit of two million (2,000,000) U.S. dollars, in the aggregate amount of twenty million U.S. dollars ($20,000,000), each as defined in Section 6 below.

2.12.           “ Year ” shall mean each of the ten (10) twelve-month periods commencing on the First Shipment Date.

3.            Ordering .  Starting on the First Shipment Date and each Year during the term of this Agreement thereafter, JINKO agrees to purchase from HOKU, and HOKU agrees to sell to JINKO, the Minimum Annual Quantity of Product at the prices set forth on Appendix 1 to this Agreement (the “ Pricing Schedule ”).  This Agreement constitutes a firm order from JINKO for [*] metric tons of Product that cannot be cancelled during the term of this Agreement, except as set forth in Section 10 below.

4.            Supply Obligations .

4.1.           HOKU shall deliver each Year pursuant to this Agreement starting on the First Shipment Date at least the Minimum Annual Quantity of Product in approximately equal monthly shipments pursuant to Section 5.1 below; provided however, that if HOKU fails to deliver a monthly shipment, then HOKU may deliver any deficiency (i.e., the difference between the scheduled Minimum Monthly Quantity (as defined below) and the amount of Product actually delivered, the “ Deficiency ”) within [*] days without breaching this section or incurring any purchase price adjustment (pursuant to Section 4.3 below, which provides that if HOKU does not supply any Products pursuant to Section 4.1 or 4.2 within [*] days of the scheduled delivery date, HOKU will provide JINKO with a purchase price adjustment equal to [*] percent [*] of the value of the respective delayed Products for each week or part thereof that the Product shipment (or part thereof) is delayed beyond the [*] day grace period.  At any time during the term of this Agreement, HOKU may ship to JINKO up to the full cumulative balance of Minimum Annual Quantity of Product to be shipped through the end of this Contract (an “ Excess Shipment ”) with JINKO’s prior written consent. This shipment will be credited against each subsequent Minimum Annual Quantity of Product.  For example, if the Minimum Annual Quantity of Product for a given Year is [*] metric tons, and if HOKU delivers [*] metric tons in January, then the next shipment of [*] metric tons is not required until the following Year.  HOKU shall deliver any deficiency in the Minimum Annual Quantity of Product within the first quarter in the next Year.  Any deficient shipments of the Minimum Annual Quantity of Product which are delayed beyond the first quarter of the next Year shall be deemed to constitute a material breach of this Agreement pursuant to Section 10.2.1. For the avoidance of doubt, each monthly shipment shall be applied first to satisfy the Minimum Monthly Quantity for that calendar month. Any Product in excess of this amount shall then be applied to reduce the oldest outstanding Deficiency.

4.2.           HOKU intends to manufacture the Products at its Facility; however, notwithstanding anything to the contrary herein, HOKU may deliver to JINKO Products that are manufactured by a third party other than HOKU (“ Alternative Products ”), provided that the Products meet the Product Specifications and price set forth in this Agreement.    The Alternative Products shall conform to all warranties and representations of HOKU hereunder, and the quality, price, delivery, and any other material terms and conditions of the Alternative Products shall be no less favorable than the terms and conditions set forth in this Agreement. Delivery of the Alternative Products shall not release or mitigate HOKU’s liabilities and obligations hereunder except that delivery of the Alternative Products is deemed to be delivery of Products, and JINKO shall have the same rights and HOKU shall have the same obligations as set forth hereunder with respect to any Alternative Products.

4.3.           Except in the case of a force majeure pursuant to Section 13 below, if at any time after [*], HOKU does not supply any Products pursuant to Section 4.1 or 4.2 within [*] days of the scheduled delivery date, HOKU will provide JINKO with a purchase price adjustment. Such purchase price adjustment shall be [*] percent [*] of the value of the respective delayed Products for each week or part thereof that the Product shipment (or part thereof) is delayed beyond the [*] day grace period. Any purchase price adjustment as a result of this Section 4.3 will be paid by HOKU at the end of the term of the applicable calendar quarter.  In lieu of making a cash payment to JINKO pursuant to this Section 4.3, HOKU may, at its option, pay for such purchase price adjustment in the form of a credit issued for future shipments of Products. Notwithstanding anything to the contrary, the maximum amount of such purchase price adjustment shall not exceed [*] percent [*] of the value of the respective delayed Products.  Monthly shipments which are delayed beyond [*] days shall be deemed to constitute a material breach of this Agreement pursuant to Section 10.2.1 below.  Notwithstanding the foregoing, if JINKO fails to make a payment to HOKU within the [*]-day period set forth in Section 6.4 below, HOKU shall not be required to supply any Product to JINKO until HOKU has received the past due amount including any interest payable thereon pursuant to this Agreement.  For the avoidance of doubt, JINKO’s right to reduce the purchase price pursuant to this Section 4.3 shall not apply if HOKU is not fulfilling its supply obligations for this reason.  Monthly shipments which are delayed more than [*] days in a calendar year AND are less than [*] of the Minimum Annual Quantity of Product shall be deemed to constitute a material breach of this Agreement pursuant to Section 10.2.1.

4.4.           HOKU hereby covenants and agrees that during the term of this Agreement, and provided that JINKO is not in breach of any material term of this Agreement, including, without limitation, its payment obligations hereunder, HOKU shall not ship Products to any third party that is not one of HOKU’s Other Customers (e.g., spot market sales), until HOKU has satisfied its delivery obligations to JINKO pursuant to Section 4.1 of this Agreement.

5.            Shipping & Delivery .

5.1.           Except as provided in Section 4.2 above, shipments shall be made from the Facility on a monthly basis in accordance with a shipment schedule that will be provided by HOKU each Year under this Agreement and reviewed and approved by JINKO (the “ Shipment Schedule ”) no later than [*] days prior to the applicable Year.  The Shipment Schedule shall provide for approximately equal monthly shipments that add up to the Minimum Annual Quantity of Products (the “ Minimum Monthly Quantity ”), but not less than [*] of the Minimum Annual Quantity of Products (the “ Guaranteed Monthly Quantity ”).  HOKU will use commercially reasonable efforts to make monthly shipments available on or about the fifteenth (15 ^th ) day of each month, and will advise JINKO approximately seven (7) days prior to the expected ship date; provided, however, that JINKO may request an alternate shipping date that is within fourteen (14) days after the advised schedule.  Product shall be ready to ship EXW the HOKU Facility (INCOTERMS 2000).

5.2.           HOKU will use commercially reasonable efforts to make available to JINKO its first shipment of Products on December 1, 2009. Notice of any expected delay beyond this date shall be in writing to JINKO not later than September 1, 2009.

6.            Payments & Advances .  The Total Deposit shall be used only by HOKU for polysilicon facilities construction, operation, administration, and other expenses and investments related to HOKU’s polysilicon business.

6.1.           HOKU acknowledges receipt of fifteen million U.S. dollars ($15,000,000) from JINKO (the “ Initial Deposit ”), plus five million U.S. dollars ($5,000,000) from ALEX.  JINKO acknowledges and agrees that, upon the effectiveness of this Agreement pursuant to Section 1 above, it shall have no rights or claims against HOKU with respect to the ALEX Contribution, including, without limitation, any rights to a refund of the ALEX Contribution upon any past, present, or future breach of this Agreement by HOKU.

6.2.           On or before March 25, 2009, JINKO shall provide HOKU with a deposit of three million U.S. dollars ($3,000,000) via wire transfer of immediately available funds (the “ Third Deposit ”) as advance payment for Products to be delivered under this Agreement.

6.3.           On or before June 24, 2009, JINKO shall provide HOKU with a deposit of two million U.S. dollars ($2,000,000) via wire transfer of immediately available funds (the “ Fourth Deposit ” and together with the Initial Deposit and the Third Deposit, the “ Total Deposit ”) as advance payment for Products to be delivered under this Agreement.

6.4.           HOKU shall invoice JINKO at or after the time of each shipment of Products to JINKO. Taxes, customs and duties, if any, will be identified as separate items on HOKU invoices. All invoices shall be sent to JINKO’s address as provided herein. Payment terms for all invoiced amounts shall be [*] days from date of shipment. All payments shall be made in U.S. dollars.  Unless HOKU is entitled to retain the Total Deposit as liquidated damages pursuant to Section 12 below, shipments to JINKO shall be credited against the Total Deposit on a straight-line basis during the second through tenth Year.

6.5.           The prices are EXW prices (INCOTERMS 2000).  The prices for the Products do not include any excise, sales, use, import, export or other similar taxes, such taxes will not include income taxes or similar taxes, which taxes will be invoiced to and paid by JINKO, provided that JINKO is legally or contractually obliged to pay such taxes. JINKO shall be responsible for all transportation charges, duties or charges, liabilities and risks for shipping and handling (and hereby indemnifies HOKU for such costs, liabilities and risks); thus, the price for the Products shall not include any such charges.

6.6.           Late payments and outstanding balances shall accrue interest at the lesser of [*] per annum or the maximum allowed by law.

7.            Security Interest .

7.1.           Subject to receipt of the Initial Deposit or payment of any portion of the Total Deposit HOKU hereby grants to JINKO a security interest to secure the repayment by HOKU to JINKO of amounts of the Total Deposit actually paid to HOKU, following any of the events set forth in Section 10.5 below, which shall be subordinated in accordance with Section 7.2 below, in all of the tangible and intangible assets related to HOKU’s polysilicon business (the “ Collateral ”).

7.2.           JINKO acknowledges and agrees that the security interests and liens in the Collateral will not be first priority security interests, will be expressly subordinated to HOKU’s third-party lenders (the “ Senior Lenders ”) that provide debt financing for the construction of any HOKU Facility, and may be subordinated as a matter of law to other security interests, and to security interests that are created and perfected prior to the security interest granted to JINKO hereby. JINKO shall enter into subordination agreements with the Senior Lenders on terms and conditions reasonably acceptable to the Senior Lenders.

7.3.           In addition, JINKO shall enter into collateral, intercreditor and other agreements (the “ Collateral Agreements ”) with HOKU’s Senior Lenders, and with Suntech Power Holding Co., Ltd., Solarfun Power Hong Kong Limited, Tianwei New Energy (Chengdu) Wafer Co., Ltd, Wealthy Rise International, Ltd. (Solargiga), ALEX, and HOKU’s other customers who provide prepayments for Products (collectively, “ HOKU’s Other Customers ”), as may be reasonably necessary to ensure that the security interest granted hereby is pari passu with the security interests that may be granted to HOKU’s Other Customers.  JINKO may not unreasonably refuse to sign any such Collateral Agreement, provided that such Collateral Agreement grants JINKO a pari passu priority with respect to HOKU’s Other Customers, and is expressly subordinated to the Senior Lenders.

7.4.           The security interest granted hereby shall continue so long as