Real Goods Solar, Inc. Watch

from S-1 22 pages Neither the Issuance and Sale of the Securities Represented by This Certificate Nor the Securities Into Which These Securities Are Exercisable Have Been Registered Under the Securities Act of 1933, as Amended, or Applicable State Securities Laws. the Securities May Not Be Offered for Sale, Sold, Transferred or Assigned (I) in the Absence of (A) an Effective Registration Statement for the Securities Under the Securities Act of 1933, as Amended, or (B) an Opinion of Counsel Selected by the Holder, in a Generally Acceptable Form, That Registration Is Not Required Under Said Act or (II) Unless Sold Pursuant to Rule 144 or Rule 144a Under Said Act. Notwithstanding the Foregoing, the Securities May Be Pledged in Connection With a Bona Fide Margin Account or Other Loan or Financing Arrangement Secured by the Securities

from 8-K 3 pages Second Loan Modification Agreement

from 10-Q 63 pages Amended and Restated Loan and Security Agreement

from 10-Q 4 pages Loan Modification and Waiver Agreement

from 10-Q 4 pages Loan Modification and Waiver Agreement

from 10-K 6 pages I Am Sending This Letter of Intent to Document Our Ongoing Discussions Regarding the Silicon Valley Bank ("Svb") Asset-Based Credit Facility (The "Loan") Available to Buyer. It Is Our Understanding That the Loan Contains Liquidity Limitations and Other Financial Covenants That Significantly Limit Buyer's Operations. Seller Believes That It Has the Resources and Capability to Provide an Asset-Based Credit Facility Upon More Favorable Terms (The "Modified Loan") That Will Deliver Better and Increased Capital Availability to Buyer. Both Seller and Buyer Agree That Buyer's Ability to Execute Its Business and Operations Profitably Is a Benefit to Buyer's Shareholders and to Seller's Existing Business Relationship With Buyer. the Parties Hereto Acknowledge That This Letter of Intent Does Not Contain All Matters Upon Which an Agreement Must Be Reached in Order for Seller to Provide the Modified Loan to Buyer. This Letter of Intent Is Binding. This Letter of Intent Supersedes and Replaces All Prior Discussions, and It Is the Intention of the Parties to Proceed in a Manner Consistent With the Terms Outlined Below I. Loan Acquisition and Modification

from 10-K 9 pages Tenth Loan Modification and Waiver Agreement

from 10-Q 4 pages Eighth Loan Modification Agreement

from 10-K 11 pages Seventh Loan Modification and Waiver Agreement

from 8-K 12 pages Ninth Loan Modification Agreement

from 10-Q 18 pages Joinder and Sixth Loan Modification Agreement

from 8-K 7 pages Fifth Loan Modification Agreement

from 8-K 17 pages Joinder and Fourth Loan Modification Agreement

from 10-K 12 pages Third Loan Modification Agreement

from 10-K 13 pages Second Loan Modification and Reinstatement Agreement

from 10-K 7 pages Loan Commitment

from 8-K 11 pages First Loan Modification Agreement

from 8-K 37 pages Loan and Security Agreement