0001193125-08-069311 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 28th, 2008 • Real Goods Solar, Inc. • Heating equipment, except electric & warm air furnaces • Colorado

This Registration Rights Agreement (this “Agreement”), dated as of , 2008, is made by and among Real Goods Solar, Inc., a Colorado corporation (the “Company”), and Gaiam, Inc., a Colorado corporation (“Gaiam”).

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AN ASTERISK INDICATES WHERE PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT MADE TO THE SECURITIES AND EXCHANGE COMMISSION. THESE NON-PUBLIC PORTIONS HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND...
Asset Purchase Agreement • March 28th, 2008 • Real Goods Solar, Inc. • Heating equipment, except electric & warm air furnaces • California

ASSET PURCHASE AGREEMENT (the “Agreement”) dated as of January 1, 2008, among CARLSON SOLAR, a California corporation (“Seller”), MARY CARLSON, an individual resident of the state of California, BRANDON CARLSON, an individual resident of the state of California, BRITTANY CARLSON, an individual resident of the state of California and SCOTT CARLSON, an individual resident of the state of California, (each, a “Shareholder” and collectively, the “Shareholders”), and REAL GOODS CARLSON, INC., a California corporation (“Buyer”).

REAL GOODS SOLAR, INC. EMPLOYEE STOCK OPTION AGREEMENT
Employee Stock Option Agreement • March 28th, 2008 • Real Goods Solar, Inc. • Heating equipment, except electric & warm air furnaces

This Stock Option Agreement set forth below (this “Agreement”) is dated as of the date of grant set forth below and is between Real Goods Solar, Inc., a Colorado corporation (“Real Goods”), and the individual named below (the “Grantee”).

AN ASTERISK INDICATES WHERE PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT MADE TO THE SECURITIES AND EXCHANGE COMMISSION. THESE NON-PUBLIC PORTIONS HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND...
Stock Purchase Agreement • March 28th, 2008 • Real Goods Solar, Inc. • Heating equipment, except electric & warm air furnaces • California

STOCK PURCHASE AGREEMENT dated as of November 15, 2007 by and among MARIN SOLAR, INC., a California corporation (the “Company”), ROY PHILLIPS, an individual resident of the State of California (“R. Phillips”), JAN PHILLIPS, an individual resident of the State of California (“J. Phillips”) (J. Phillips and R. Phillips collectively referred to as “Sellers”), and REAL GOODS MARIN, INC., a California corporation (“Buyer”).

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