Shares REAL GOODS SOLAR, INC. Class A Common Stock ($0.0001 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • May 2nd, 2008 • Real Goods Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York
Real Goods Solar, Inc., proposes to sell to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you are acting as representatives (the “Representatives”), shares of Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”), of Real Goods Solar, Inc., a Colorado corporation (the “Company”) (said shares hereinafter called the “Underwritten Securities”). In addition, the Company has granted to the Underwriters an option to purchase up to an additional shares of Class A Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The Company currently is a wholly owned subsidiary of Gaiam, Inc., a Colorado corporation (“Parent”), which owns all of the issued and outstanding shares of the Company’s Class A Common Stock and all of the issued and outstanding shares of the Company’s Class B Common Stock, par value
