0001144204-19-017598 Sample Contracts

real goods solar, INC. SERIES R Warrant To Purchase Common Stock
Real Goods Solar, Inc. • April 2nd, 2019 • Construction - special trade contractors • New York

Real Goods Solar, Inc., a Colorado corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [PURCHASER], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined in Section 1(b)) then in effect, at any time or times on or after the Issuance Date (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, up to such number of fully paid and nonassessable shares of Common Stock equal to ________, subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Series R Warrant to Purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in Section 17. Th

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real goods solar, INC. PREPAID SERIES S Warrant To Purchase Common Stock
Real Goods Solar, Inc. • April 2nd, 2019 • Construction - special trade contractors • New York

Real Goods Solar, Inc., a Colorado corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [PURCHASER], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined in Section 1(b)) then in effect, at any time or times on or after the date hereof (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, up to such number of fully paid and nonassessable shares of Common Stock equal to ________, subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Prepaid Series S Warrant to Purchase Common Stock (including any warrants to purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in Section

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 2nd, 2019 • Real Goods Solar, Inc. • Construction - special trade contractors • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of April 2, 2019, between, Real Goods Solar, Inc., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

Form 1]
Real Goods Solar, Inc. • April 2nd, 2019 • Construction - special trade contractors

This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and among Real Goods Solar, Inc., a Colorado corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).

PERSONAL AND CONFIDENTIAL Mr. Dennis Lacey CEO Real Goods Solar, Inc. Dear Mr. Lacey:
And Agreement • April 2nd, 2019 • Real Goods Solar, Inc. • Construction - special trade contractors • Florida

This letter will confirm the understanding and agreement (the “Agreement”) between Dawson James Securities, Inc. (“DJS”) and Real Goods Solar, Inc. and its related and affiliated entities (the “Company”) as follows:

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