UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 26)*

Lighting Science Group Corporation

(Name of Issuer)

Common Stock, par value $.001 per share

(Title of Class of Securities)

53224G103

(CUSIP Number)

Steven Wacaster

LED Holdings, LLC

c\o Pegasus Capital Advisors, L.P.

99 River Road

Cos Cob, CT 06807

(203) 869-4400

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

September 21, 2012

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.    ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Amendment No. 26 to Schedule 13D

This Amendment No. 26 amends and supplements the Schedule 13D (the “Schedule 13D”) filed on behalf of LED Holdings, LLC (“LED Holdings”), Pegasus Capital Advisors, L.P. (“PCA”), Pegasus Capital Advisors GP, L.L.C. (“PCA GP”), PP IV (AIV) LED, LLC (“PPAIV”), PP IV LED, LLC (“PPLED”), Pegasus Partners IV, L.P. (“PPIV”), LSGC Holdings LLC (“LSGC Holdings”), LSGC Holdings II LLC (“LSGC Holdings II”), PCA LSG Holdings, LLC (“PCA Holdings”) Pegasus Investors IV, L.P. (“PIIV”), Pegasus Investors IV GP, L.L.C. (“PIGP”), Pegasus Capital, LLC (“PCLLC”), and Craig Cogut (“Mr. Cogut”) with the Securities and Exchange Commission (the “SEC”), as the case may be, on October 15, 2007, as amended by Amendment No. 1 filed on April 11, 2008, Amendment No. 2 filed on May 1, 2008, Amendment No. 3 filed on July 30, 2008, Amendment No. 4 filed on January 12, 2009, Amendment No. 5 filed on February 20, 2009, Amendment No. 6 filed on May 22, 2009, Amendment No. 7 filed on August 17, 2009, Amendment No. 8 filed on September 1, 2009, Amendment No. 9 filed on March 8, 2010, Amendment No. 10 filed on March 24, 2010, Amendment No. 11 filed on April 28, 2010, Amendment No. 12 filed on May 14, 2010, Amendment No. 13 filed on July 2, 2010, Amendment No. 14 filed on July 16, 2010, Amendment No. 15 filed on November 5, 2010, Amendment No. 16 filed on December 28, 2010, Amendment No. 17 filed on February 2, 2011, Amendment No. 18 filed on February 18, 2011, Amendment No. 19 filed on May 26, 2011, Amendment No. 20 filed on December 13, 2011, Amendment No. 21 filed on December 23, 2011, Amendment No. 22 filed on January 30, 2012, Amendment No. 23 filed on April 4, 2012, Amendment No. 24 filed on April 24, 2012, and Amendment No. 25 filed on May 31, 2012. Except as specifically provided herein, this Amendment No. 26 supplements, but does not modify any of the disclosure previously reported in the Schedule 13D and the amendments referenced above. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Schedule 13D, as amended.

Item 3. Source and Amount of Funds or Other Consideration

The disclosure in Item 4 below is incorporated herein by reference.

Item 4. Purpose of Transaction

LED Effects Redemption

On September 21, 2012, LED Holdings and LED Effects, Inc. (“LED Effects”) entered into a Redemption of Membership Interest (the “Redemption Agreement”) pursuant to which LED Holdings redeemed (the “Redemption”) the 1,000,000 Class B Units of LED Holdings held by LED Effects in exchange for 8,200,000 shares of common stock of Lighting Science Group Corporation (the “Issuer”). The Redemption effected the withdrawal of LED Effects as a member of LED Holdings and extinguished all rights and interests of LED Effects as a member of LED Holdings, including, without limitation, that exist pursuant to the Amended and Restated Limited Liability Company Operating Agreement of LED Holdings dated as of March 9, 2008, as amended, and any and all rights and interests related to the forgoing.

The foregoing description of the Redemption Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Redemption Agreement, which is included as Exhibit 10.1 to this Amendment No. 26 and is incorporated by reference herein.

Preferred Offering and Preemptive Rights Assignment

On September 25, 2012 (the “Issuance Date”), the Issuer entered into a separate Preferred Stock Subscription Agreement (together, the “Subscription Agreements”) with each of (i) Portman Limited (“Portman”) and (ii) Cleantech Europe II (A) LP (“Cleantech A”) and Cleantech Europe II (B) LP (“Cleantech B,” and together with Cleantech A, “Zouk”).

Pursuant to the Subscription Agreements, the Issuer issued an aggregate of 49,000 shares of the Issuer’s Series H Convertible Preferred Stock, par value $0.001 per share (“Series H Preferred Stock”), at a price of $1,000 (the “Stated Value”) per share (the “Preferred Offering”). In the Preferred Offering, (i) 24,500 shares of Series H Preferred Stock were issued to Portman, and (ii) 20,862 and 3,638 shares of Series H Preferred Stock were issued to Cleantech A and Cleantech B, respectively. The Issuer raised gross proceeds of $49 million in the Preferred Offering.

The consummation of the Preferred Offering satisfied the obligations of PCA and its affiliates to purchase, or cause to be purchased, an aggregate of 21,131 shares of Series H Preferred Stock or the Issuer’s Series I Convertible Preferred Stock, par value $0.001 per share (the “Series I Preferred Stock”), at a price of $1,000.00 per share as set forth in that certain Commitment Agreement, dated as of May 25, 2012, between the Issuer and PCA and certain affiliates thereof.

The Issuer initiated the Preferred Offering in accordance with the preemptive rights granted in the Certificate of Designation governing the shares of Series H Preferred Stock (the “Series H Certificate of Designation”) and the Certificate of Designation governing the shares of Series I Preferred Stock (the “Series I Certificate of Designation”). On September 25, 2012, the Issuer offered each holder of shares of Series H Preferred Stock and Series I Preferred Stock (collectively, the “Holders”) the right to purchase its Pro Rata Share (as defined in the Series H Certificate of Designation and the Series I Certificate of Designation) of 51,000 shares of Series H Preferred Stock (the “Offered Shares”) at a purchase price of $1,000 per share. In addition, any Holder, or such Holder’s permitted assignee, that elected to purchase at least 95% of its Pro Rata Share of the Offered Shares would be entitled to receive a Warrant (the “Offered Warrants”) to purchase up to 163.2653 shares (rounded to the nearest whole share) of the Issuer’s common stock, par value $0.001 per share, with respect to each Offered Share purchased by such Holder or permitted assignee. LSGC Holdings II, a Holder, on September 25, 2012, pursuant to a Series I Assignment of Preemptive Rights (the “Holdings II Assignment”), assigned its entire right to purchase up to 6,930 Offered Shares and its entire right to receive Offered Warrants to Portman (705 Offered Shares), Cleantech A (3,031 Offered Shares), and Cleantech B (3,194 Offered Shares). PCA Holdings, another Holder, on September 25, 2012, pursuant to a Series I Assignment of Preemptive Rights (the “PCA Holdings Assignment”), assigned its entire right to purchase up to 7,321 Offered Shares and its entire right to receive Offered Warrants to Portman.

The foregoing descriptions of the Holdings II Assignment and the PCA Holdings Assignment do not purport to be complete and are qualified in their entirety by reference to the full texts of the Holdings II Assignment and the PCA Holdings Assignment, which are included as Exhibits 10.2 and 10.3 to this Amendment No. 26 and are incorporated by reference herein.

Warrants and Commitment Agreement

As discussed above, each Holder (and following the Holdings II Assignment and PCA Holdings Assignment, the designated assignees identified above) that elects to purchase at least 95% of its Pro Rata Share of the Offered Shares is entitled to receive an Offered Warrant to purchase up to 163.2653 shares (rounded to the nearest whole share) of common stock with respect to each Offered Share purchased by such Holder.

The Offered Warrants are exercisable on or after the tenth business day following the third anniversary of the Issuance Date at an exercise price of $0.72 per share of common stock. If unexercised, the Offered Warrants expire upon the earlier of (i) a Change of Control of the Company (as defined in the Series H Certificate of Designation) prior to the three-year anniversary of the Issuance Date; (ii) the occurrence of any event that results in holders of shares of Series H Preferred Stock having a right to require the Issuer to redeem the shares of Series H Preferred Stock prior to the three-year anniversary of the Issuance Date; (iii) consummation of a Qualified Public Offering (as defined in the Series H Certificate of Designation) prior to the three-year anniversary of the Issuance Date; or (iv) receipt by the Issuer of a Redemption Notice (as defined in the Subscription Agreements). In addition, the Offered Warrants issued to Zouk expire immediately upon the occurrence of an Event of Default (as defined in Promissory Notes issued by Cleantech A and Cleantech B in connection with the Preferred Offering). The Offered Warrants also provide for certain anti-dilution adjustments.

On September 25, 2012, the Issuer entered into a Commitment Agreement (the “Commitment Agreement”) with PPIV pursuant to which the Issuer is obligated to buy from PPIV or its affiliates shares of common stock equal to the number of shares, if any, for which the Offered Warrants are exercised, up to an aggregate number of shares of common stock equal to the aggregate number of shares of common stock underlying all the Offered Warrants (the “Commitment Shares”). The purchase price for any Commitment Shares will be equal to the consideration paid to the Issuer pursuant to the Offered Warrant. With respect to any Offered Warrants exercised on a cashless basis, the consideration to PPIV in exchange for the number of shares of common stock issued to the exercising holder of Offered Warrants would be the reduction in the number of Commitment Shares equal to the reduction in the number of shares underlying the Offered Warrants.

Subject to certain limitations, PPIV has the right to cancel its obligations to the Issuer pursuant to the Commitment Agreement with respect to all or a portion of the Commitment Shares at any time (a “Pegasus Call”). Upon the exercise of a Pegasus Call, the Issuer will have the obligation to purchase that number of Offered Warrants equal to the number of Commitment Shares subject to the Pegasus Call for an amount equal to the consideration paid by PPIV pursuant to the such Pegasus Call.

The foregoing description of the Commitment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Commitment Agreement, which is included as Exhibit 10.4 and is incorporated by reference herein.

The Reporting Persons continuously assess the Issuer’s business, financial condition, results of operations and prospects, general economic conditions, other developments and additional investment opportunities. Depending on such assessments, the Reporting Persons may acquire additional shares of common stock or may determine to purchase, sell or otherwise dispose of all or some of the Issuer’s securities in the open market, as applicable, in privately negotiated transactions or otherwise. Such actions will depend upon a variety of factors, including, without limitation, current and anticipated future trading prices, the financial condition, results of operations and prospects of the Issuer, alternative investment opportunities, general economic, financial market and industry conditions and other factors that the Reporting Persons may deem material to its investment decision.

Except as set forth herein or in previous amendments to this Schedule 13D, as the case may be, the Reporting Persons do not have present plans or proposals at this time that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer

Items 7 through 11 and 13 of each of the cover pages of this Amendment No. 26 are incorporated herein by reference. Such information is based upon 205,156,511 shares of common stock outstanding as of September 25, 2012.

The disclosure regarding the Redemption Agreement, the Holdings II Assignment, the PCA Holdings Assignment and the Commitment Agreement in Item 4 are incorporated by reference herein.

On May 25, 2012, Richard Weinberg (“Mr. Weinberg”) resigned from the Issuer’s Board of Directors (the “Board”). Because Mr. Weinberg, a partner of an affiliate of Pegasus Capital Advisors IV, L.P. (“PCA IV”) and an employee of an affiliate of PCA IV, served on the Issuer’s Board as a representative of PCA IV, Mr. Weinberg did not have a right to any of the Issuer’s securities issued as director fees and PCA IV was entitled to receive all director fees payable by the Issuer in respect of Mr. Weinberg’s Board position. As previously reported, on March 23, 2012, the Issuer issued 84,034 shares of restricted common stock valued at $1.19 per share to PCA IV as director fees for Mr. Weinberg’s Board service.

The 84,034 shares of restricted common stock were to vest in substantially similar portions on the first day of each quarter of 2012. Each installment would only vest if the director for which the fees were being paid was serving on the Issuer’s Board on the vesting date. Due to Mr. Weinberg’s resignation from the Issuer’s Board, the installments of restricted common stock that were to vest on the first day of the third and fourth quarters of 2012, amounting to 42,018 shares in the aggregate, will no longer vest and the stock certificates for those shares have been cancelled by the Issuer. On May 25, 2012, the Board appointed Steven Wacaster (“Mr. Wacaster”) and Andrew Cooper (“Mr. Cooper”) as members of the Board. As of May 25, 2012, the Board granted PCA IV certain director fees in respect of Mr. Wacaster’s and Mr. Cooper’s Board service. Because Mr. Wacaster and Mr. Cooper, both partners of an affiliate of PCA IV and employees of an affiliate of PCA IV, serve on the Issuer’s Board as representatives of PCA IV, Mr. Wacaster and Mr. Cooper do not have a right to any of the Issuer’s securities issued as director fees and PCA IV is entitled to receive all director fees payable by the Issuer in respect of Mr Wacaster’s and Mr. Cooper’s Board positions. All securities issued as director fees for Mr. Wacaster’s and Mr. Cooper’s Board service were accordingly issued directly to PCA IV.

As of May 25, 2012, the Issuer granted PCA IV an option to elect to receive either 39,654 shares of Issuer restricted common stock valued at $1.52 per share or options to purchase 60,274 shares of Issuer common stock at an exercise price of $1.52 per share for Mr. Wacaster’s director fees and an identical option for Mr. Cooper’s director fees. These options were immediately exercisable by PCA IV and did not have fixed expiration dates but rather would remain outstanding through the time an election was made for PCA IV to receive the director fees in either Issuer restricted common stock or options to purchase Issuer common stock and PCA IV would thereafter exercise the option accordingly. On July 10, 2012, an election was made for PCA IV to receive the 39,654 shares of restricted common stock as director fees, PCA IV exercised each of its options to receive 39,654 shares of restricted common stock and the Issuer issued 79,308 shares of restricted common stock in the aggregate to PCA IV. The shares of restricted common stock that were issued for the period from May 25, 2012 through June 30, 2012, equal to 6,320 shares for each of Mr. Wacaster and Mr. Cooper, vested immediately upon issuance, and the remaining shares of restricted common stock vested or will vest in equal installments of 16,667 shares on the first day of the third and fourth quarters of 2012.

Pegasus Capital Advisors IV GP, LLC (“PCA IV GP”) is the general partner of PCA IV and Craig Cogut is the sole owner and managing member of PCA IV GP.

Except as set forth herein and in our previously filed amendments to Schedule 13D, as the case may be, there have been no other transactions in the class of securities reported on that were effected within the past sixty days.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Voting Agreements

The Subscription Agreement with Zouk provides Zouk with the right to designate one director to fill the current vacancy on the Issuer’s Board. For so long as Zouk continues to beneficially own at least 2,500 shares of Series H Preferred Stock, this director would serve as a member of the Board until such director’s resignation, death, removal or disqualification. The Issuer further agreed to submit to the stockholders of the Issuer an amendment and restatement to the Series H Certificate of Designation and Series I Certificate of Designation (the “Amended Certificates”) which would, among other things, provide Zouk with the right to elect one director to the Board and amend the date on which the Primary Investors (as defined in the Certificates of Designation) could require the Issuer to redeem the shares of Series H Preferred Stock and Series I Preferred Stock.

On September 25, 2012, the Issuer entered into a separate Voting Agreement (together, the “Voting Agreements”) with each of (i) RW LSG Holdings LLC (“Riverwood Holdings”) and (ii) PCA and LSGC Holdings II (collectively, “Pegasus”). Pursuant to the Voting Agreements, each of Riverwood Holdings and Pegasus has agreed to vote all shares of capital stock of the Issuer owned by such entities in favor of the Amended Certificates.

The Voting Agreements expire upon the earliest to occur of (i) the date on which the Amended Certificates are approved by the Secretary of State of the State of Delaware or (ii) the date on which the parties thereto agree in writing to terminate the Voting Agreements. Pursuant to the Voting Agreements, the Issuer may only terminate or amend the Voting Agreements with the unanimous approval of the Board.

The foregoing description of the Voting Agreement between the Issuer and Pegasus (the “Pegasus Voting Agreement”) does not purport to be complete and is qualified in its entirety by reference to the full text of the Pegasus Voting Agreement, which is included as Exhibit 10.5 and is incorporated by reference herein

Co-Sale Letter Agreement

On September 25, 2012, PCA, RW Holdings, Zouk and Portman (Portman, together with RW Holdings and Zouk, the “Co-Sale Offerees”) entered into a letter agreement (the “New Co-Sale Letter Agreement”). Pursuant to the New Co-Sale Letter Agreement, and subject to certain exceptions, in the event that PCA or certain of its affiliates proposes to transfer the Issuer’s securities, each of the Co-Sale Offerees will be entitled to participate in such transfer on the same terms and conditions for up to its pro rata share of the securities proposed to be transferred. The rights of the Co-Sale Offerees under the New Co-Sale Letter Agreement will terminate with respect to a given Co-Sale Offerree when such Co-Sale Offeree and its affiliates beneficially own less than 5% of the Issuer’s equity and debt securities, on an as-converted basis, that they owned on September 25, 2012.

Furthermore, as set forth in the New Co-Sale Letter, if PCA or any its affiliates, on the one hand, or a Co-Sale Offeree party to that certain amended and restated registration rights agreement of the Issuer, dated as of September 25, 2012, by and among the Issuer and the Co-Sale Offerees, on the other hand, exercises demand rights pursuant to their respective registration rights agreements, such exercising party shall deliver notice thereof to the other parties to the New Co-Sale Letter, and such other parties shall have the right to participate in such registration on a pari passu basis through a joint demand.

The foregoing description of the New Co-Sale Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the New Co-Sale Letter Agreement, which is included as Exhibit 10.6 and is incorporated by reference herein.

Control Event Letter Agreement

On September 25, 2012, PCA entered into a separate letter agreement (the “Control Event Letter Agreement”) with RW Holdings in which PCA agreed to provide an irrevocable proxy to RW Holdings in the event of a Control Event (as defined in the Series H Certificate of Designation) to vote PCA’s and its affiliates’ Issuer securities. The irrevocable proxy will remain in effect until the satisfaction in full or the waiver of the Redemption (as defined in the Series H Certificate of Designation) obligation which gave rise to the Control Event, in each case in accordance with the terms of the Series H Certificate of Designation. The occurrence of a Control Event would not be within the control of PCA or any of its affiliates, because a Control Event occurs upon the exercise of certain redemption rights by RW Holdings or upon certain other redemption events outside of the control of PCA or any of its affiliates. Upon delivery of the irrevocable proxy, PCA will have no control over how the underlying shares are voted by RW Holdings. The Control Event Letter Agreement and the New Co-Sale Agreement effectively replaced that certain letter agreement, dated as of May 25, 2012, by and between PCA and RW Holdings, which agreement was early terminated by the terms of the Control Event Letter Agreement. The Control Event Letter Agreement will terminate when RW Holdings and its affiliates beneficially own less than 5% of the Issuer’s equity and debt securities, on an as-converted basis, that they owned on May 25, 2012

The foregoing description of the Control Event Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Control Event Letter Agreement, which is included as Exhibit 10.7 and is incorporated by reference herein.

Zouk Director Letter Agreement

On September 25, 2012, PCA entered into a separate letter agreement (the “Zouk Director Letter Agreement”) with Zouk in which PCA agreed to provide an irrevocable proxy to Zouk to vote PCA’s and its affiliaties’ Issuer securities for the election of one director in the event that (a) Zouk’s director nominee is not elected to serve as a director at the Issuer’s next annual meeting and (b) the Series H Certificate of Designation is not amended to provide Zouk with the right to elect one director to the Issuer’s Board. The rights of Zouk under the Zouk Director Letter Agreement and any irrevocable proxy will terminate on the earlier of (i) when Zouk and its affiliates beneficially own less than 2,500 shares of the Issuer’s Series H Preferred Stock, (ii) the amendment of the Series H Certificate to provide Zouk with the right to elect one director to the Issuer’s board of directors and (iii) an act or omission by Zouk resulting in an Event of Default under the promissory notes issued by Zouk to the Issuer in respect of the Series H Preferred Stock purchased by Zouk pursuant to Zouk’s Subscription Agreement.

The foregoing description of the Zouk Director Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Zouk Director Letter Agreement, which is included as Exhibit 10.8 and is incorporated by reference herein.

The disclosure regarding the Redemption Agreement, the Holdings II Assignment, the PCA Holdings Assignment and the Commitment Agreement in Item 4 are incorporated by reference herein.

The Redemption Agreement, the Holdings II Assignment, the PCA Holdings Assignment and the Commitment Agreement are incorporated by reference as Exhibits 10.1, 10.2, 10.3 and 10.4 to this Amendment No. 26 and are incorporated herein by reference.

Item 7. Material to be Filed as Exhibits

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: October 1, 2012

Exhibit 10.1

REDEMPTION OF MEMBERSHIP INTEREST

THIS REDEMPTION OF MEMBERSHIP INTEREST (this “Redemption”) is made and entered into as of September 21, 2012 (the “Effective Date”), between LED Effects, Inc., a Nevada corporation (“LED Effects”), and LED Holdings, LLC, a Delaware limited liability company (“LED Holdings”). All terms used herein but not otherwise defined herein shall have the meanings set forth in that certain Amended and Restated Limited Liability Company Operating Agreement of LED Holdings, LLC, dated as of March 9, 2008, as amended (the “Company Agreement”).

RECITALS

WHEREAS, LED Effects owns 1,000,000 Class B Units in LED Holdings (the “Class B Units”) pursuant to the Company Agreement;

WHEREAS, LED Effects desires to withdraw from LED Holdings and redeem the Class B Units and receive 8,200,000 shares of the common stock, par value $0.001 per share, of Lighting Science Group Corporation, a Delaware corporation (the “LSG Common Stock”) in full liquidation of its Class B Units;

WHEREAS, LED Holdings desires to permit LED Effects’ withdrawal and extinguish (i) all of LED Effects’ right, title and interest in and to its Class B Units, (ii) all rights and interests of LED Effects, as a member of LED Holdings, including, without limitation, that exist pursuant to the Company Agreement and (iii) any and all rights and interests related to the forgoing (collectively, the “Redeemed Interest”);

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

AGREEMENT

1. Withdrawal and Redemption.

(a) LED Effects and LED Holdings hereby agrees that as of the Effective Date and concurrently with the transfer of the Redeemed Interest, LED Effects shall and hereby does withdraw as a member of LED Holdings.

(b) LED Holdings hereby transfers, grants and conveys to LED Effects the LSG Common Stock and LED Effects hereby receives, assumes and accepts the LSG Common Stock from LED Holdings in full and complete liquidation of LED Effects’ Membership Interest in LED Holdings.

(c) LED Effects hereby transfers, grants and conveys to LED Holdings the Redeemed Interest and LED Holdings hereby receives, assumes and accepts the Redeemed Interest from LED Effects. LED Effects and LED Holdings agree that this Redeemed Interest includes all rights, interests, and obligations, whether known or unknown, contingent or otherwise, that may be allocable to the Redeemed Interest, including, without limitation, all of

LED Effects’ proportionate right, title, and interest in and to the business, properties, and assets of LED Holdings allocable or attributable to the Redeemed Interest, and to the capital, distributions, profits, and losses of LED Holdings or its successors allocable or attributable to the Redeemed Interest.

2. Delivery of Stock Certificate. Concurrently with the execution and delivery of this Agreement, LED Holdings shall deliver or cause to be delivered to LED Effects a stock certificate or certificates representing all of the shares the LSG Common Stock. In the event that such stock certificate or certificates is not delivered to LED Effects, this Agreement shall be null and void and of no further force and effect.

3. Representations of LED Effects. LED Effects hereby represents and warrants to LED Holdings that: (i) LED Effects owns the Redeemed Interest; (ii) to LED Effects’ knowledge, there are no liens, adverse claims, charges, pledges or other encumbrances against the Redeemed Interest; and (iii) LED Effects has not previously sold, assigned, transferred, mortgaged, pledged, or granted a lien security interest, or option in the Redeemed Interest.

4. Counterparts. This Redemption may be executed in one or more counterparts, each of which will be deemed an original, but all of which will constitute one and the same instrument and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other parties.

5. Governing Law. This Redemption shall be governed by and construed in accordance with the laws of the State of Delaware, regardless of the laws that might otherwise govern under applicable conflicts of laws thereof.

6. Headings: Certain Interpretive Matters. The headings used in this Redemption have been inserted for convenience and do not constitute matters to be construed or interpreted in connection with this Redemption.

7. Severability. This Redemption is intended to be performed in accordance with, and only to the extent permitted by, applicable law. If any provision of this Redemption or the application thereof or circumstance shall be invalid or unenforceable, then neither the remainder of this instrument nor the application of such provision or circumstances shall be affected thereby, but rather shall be enforced to the greatest extent permitted by law.

8. Further Assurances. From time to time, as and when requested by any party hereto, any other party will execute and deliver, or cause to be executed and delivered, all such documents and instruments as may be reasonably necessary to consummate the transactions contemplated by this Redemption.

9. Binding Effect. This Redemption shall be binding upon the parties hereto and their respective successors and assigns.

[THE REMAINING PORTION OF THIS PAGE IS INTENTIONALLY LEFT BLANK]

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IN WITNESS WHEREOF, the undersigned have executed this Redemption as of the Effective Date.

Signature Page to the

Redemption of Membership Interest

Exhibit 10.2

SERIES I ASSIGNMENT OF PREEMPTIVE RIGHTS

For value received, LSGC Holdings II LLC (“Holder”) hereby irrevocably sells, assigns and transfers unto the assignee set forth below (the “Assignee”), and Assignee hereby assumes the one-time right of Holder to purchase the number of shares of Offered Shares (as defined in the Preemptive Notice (defined below)) and the corresponding right to receive Offered Warrants (as defined in the Preemptive Notice) set forth opposite the name of the Assignee below, each such right subject to and in accordance with the terms of: (i) that certain Notice of Preemptive Rights (the “Preemptive Notice”) issued by Lighting Science Group Corporation, a Delaware corporation (the “Company”), to the Holder on the date hereof and (ii) Section 14 of the Certificate of Designation governing the Company’s Series I Convertible Preferred Stock (the “Certificate”). As a result of the assignment effected hereby, the Assignee is entitled to exercise all of the Holder’s rights and is obligated to take on all of the Holder’s obligations in respect of the transactions described in the Preemptive Notice, including, without limitation, after the making of a written election to participate in the transaction described in the Preemptive Notice (the “First Exercise Election”), to purchase, pay for and become the owner of the Offered Shares set forth below and to receive and become the owner of the Offered Warrants set forth below as fully and to the same extent as the Holder, but for this Assignment.

The Holder hereby represents and warrants that (i) Holder has all requisite power, capacity and authority to execute and deliver this Assignment and (ii) Holder owns 15,577 of the Company’s Series I Preferred Stock and 2,877,314 shares of the Company’s common stock (including warrants and options exercisable for shares of the Company’s common stock), which shares are held free and clear of encumbrances created by the Holder that may restrict or limit this Assignment, other than those that may arise pursuant to the Company’s Certificate of Incorporation (including the Certificate) or under applicable state and federal securities laws. The Holder hereby constitutes Assignee as its agent and attorney-in-fact to execute any and all documents necessary solely for the exercise of the rights set forth in Section 14 of the Certificate in respect of the transactions described in the Preemptive Notice (including, without limitation, making the First Exercise Election).

This Assignment and the rights and obligations of the parties hereto shall be governed by, and construed and interpreted in accordance with, the internal laws of the State of Delaware. This Assignment may be executed in counterparts (including via facsimile or e-mail in .pdf format), each of which shall be an original and all of which shall constitute a single agreement.

[Signature page follows.]

Dated: September 25, 2012

Dated: September 25, 2012

Dated: September 25, 2012

Dated: September 25, 2012

Dated: September 25, 2012

Exhibit 10.3

SERIES I ASSIGNMENT OF PREEMPTIVE RIGHTS

For value received, PCA LSG Holdings, LLC (“Holder”) hereby irrevocably sells, assigns and transfers unto the assignee set forth below (the “Assignee”), and Assignee hereby assumes the one-time right of Holder to purchase the number of shares of Offered Shares (as defined in the Preemptive Notice (defined below)) and the corresponding right to receive Offered Warrants (as defined in the Preemptive Notice) set forth opposite the name of the Assignee below, each such right subject to and in accordance with the terms of: (i) that certain Notice of Preemptive Rights (the “Preemptive Notice”) issued by Lighting Science Group Corporation, a Delaware corporation (the “Company”), to the Holder on the date hereof and (ii) Section 14 of the Certificate of Designation governing the Company’s Series I Convertible Preferred Stock (the “Certificate”). As a result of the assignment effected hereby, the Assignee is entitled to exercise all of the Holder’s rights and is obligated to take on all of the Holder’s obligations in respect of the transactions described in the Preemptive Notice, including, without limitation, after the making of a written election to participate in the transaction described in the Preemptive Notice (the “First Exercise Election”), to purchase, pay for and become the owner of the Offered Shares set forth below and to receive and become the owner of the Offered Warrants set forth below as fully and to the same extent as the Holder, but for this Assignment.

The Holder hereby represents and warrants that (i) Holder has all requisite power, capacity and authority to execute and deliver this Assignment and (ii) Holder owns 18,316 of the Company’s Series I Preferred Stock and 1,464,950 shares of the Company’s common stock (including warrants and options exercisable for shares of the Company’s common stock), which shares are held free and clear of encumbrances created by the Holder that may restrict or limit this Assignment, other than those that may arise pursuant to the Company’s Certificate of Incorporation (including the Certificate) or under applicable state and federal securities laws. The Holder hereby constitutes Assignee as its agent and attorney-in-fact to execute any and all documents necessary solely for the exercise of the rights set forth in Section 14 of the Certificate in respect of the transactions described in the Preemptive Notice (including, without limitation, making the First Exercise Election).

This Assignment and the rights and obligations of the parties hereto shall be governed by, and construed and interpreted in accordance with, the internal laws of the State of Delaware. This Assignment may be executed in counterparts (including via facsimile or e-mail in .pdf format), each of which shall be an original and all of which shall constitute a single agreement.

[Signature page follows.]

Dated: September 25, 2012

Dated: September 25, 2012

Dated: September 25, 2012

Exhibit 10.6

September 25, 2012

Pegasus Capital Advisors, L.P.

c/o Pegasus Capital Advisors

99 River Road

Cos Cob, CT 06807

Gentlemen:

Reference is made to (i) the Series H Preferred Stock Subscription Agreement, dated as of May 25, 2012 (the “Riverwood Subscription Agreement”), between Lighting Science Group Corporation, a Delaware corporation (the “Company”) and RW LSG Holdings LLC, a Delaware limited liability company (“Riverwood”), (ii) the Preferred Stock Subscription Agreement, dated as of the date hereof (the “Zouk Subscription Agreement”), between the Company, Cleantech Europe II (A) LP, a limited partnership established under the laws of England (“Cleantech A”), and Cleantech Europe II (B) LP, a limited partnership established under the laws of England (together with Cleantech A, “Zouk”), and (iii) the Preferred Stock Subscription Agreement, dated as of the date hereof (the “Portman Subscription Agreement” and together with the Riverwood Subscription Agreement and the Zouk Subscription Agreement, the “Subscription Agreements”), between the Company and Portman Limited, a Cayman Islands exempted company (“Portman” and together with Riverwood and Zouk, the “Purchasers”), pursuant to which each Purchaser acquired or shall acquire shares of Series H Convertible Preferred Stock, par value $0.001 per share, of the Company (“Series H Preferred”), which Series H Preferred are convertible into shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”). Certain capitalized terms used herein are defined in Section 4 below. To induce the Purchasers to enter into the Subscription Agreements, you have or had agreed to enter into a letter agreement providing for certain agreements with respect to certain potential future events or transactions involving Pegasus Capital Advisors, L.P. (“PCA”) and/or its Affiliates (collectively with PCA, the “Pegasus Group”). Therefore, for good and valuable consideration, the receipt of which is hereby acknowledged, each of the parties to this letter agreement hereby agrees as follows:

1. In the event of any Transfer of Company Securities by the Pegasus Group to a third party that is not a member of the Pegasus Group, each Purchaser and (x) prior to a Control Event (as defined in the Certificate of Designation for the Series H Preferred (the “Series H Certificate”)) any Affiliate to whom that Purchaser has transferred Company Securities and (y) following a Control Event, any person or entity to whom that Purchaser has transferred Company Securities in a single transaction by which that Purchaser Transfers greater than 25% of the Capital Stock (as defined in the Series H Certificate) acquired pursuant to its Subscription Agreement, calculated on an as-converted to Common Stock basis (the Purchasers, collectively with the persons or entities identified in clauses (x) and (y), the “Co-Sale Offerees”), shall have the right to participate in such Transfer by selling a pro rata share of Company Securities as calculated in accordance with this Section 1. Each Co-Sale Offeree’s pro rata share shall be, (A) in the event that such Transfer is in respect of Capital Stock or other Company Securities convertible, exchangeable or exercisable for Capital Stock, equal to the product of (i) the number of shares of Capital Stock (on an as-converted basis) to be transferred and (ii) a fraction, the numerator of which is the total Capital Stock (on an as-converted basis) owned by such Co-Sale Offeree and the denominator of which is the total Capital Stock (on an as converted basis) owned by all Co-Sale Offerees and the Pegasus Group at such time and (B) in the event that such Transfer is in respect of Company Securities not convertible, exchangeable or exercisable for

Capital Stock, equal to the product of (i) the fair market value of such Company Securities to be transferred and (ii) a fraction, the numerator of which is the fair market value of such Company Securities owned by such Co-Sale Offeree and the denominator of which is fair market value of such Company Securities owned by all Co-Sale Offerees and the Pegasus Group at such time. The term “fair market value” shall mean the fair market value (1) as determined based on the purchase price of the Company Securities in the proposed Transfer, (2) if not so determinable, as mutually agreed by the parties hereto in writing or (3) if they cannot agree after ten (10) days following the initiation of discussions between the parties with respect thereto, the fair market value as determined by an independent appraiser selected by the parties hereto, the fees and expenses of which shall be paid in inverse proportion (based on the difference in the parties’ proposed valuation submitted to the independent appraiser) to such determination. Such participation must be in accordance with the following procedures and is subject to the following limitations:

a. A member of the Pegasus Group shall give the Purchasers not less than ten (10) days prior written notice (the “Co-Sale Notice”) of any proposed Transfer of Company Securities by any member of the Pegasus Group other than a Transfer (i) to an Affiliate of any member of the Pegasus Group, (ii) a pro rata in-kind distribution or dividend to the equityholders of Pegasus Partners IV, L.P. who were equityholders thereof on the date hereof (provided, that such distribution or dividend shall not result in a Transfer to any such equityholder of more than 15% of the Company Securities held by the Pegasus Group as of May 25, 2012; provided, further, that such distribution or dividend shall not be structured so as to avoid the occurrence or triggering of a Change of Control (as defined in the Series H Certificate)), (iii) pursuant to any transaction which gives rise to registration rights (whether “demand” or “piggy-back”) under that certain Amended & Restated Registration Rights Agreement, by and among the Company and the Purchasers, dated as of the date hereof, as may be amended from time to time in accordance with its terms (provided, that, with respect to any “piggy-back” transaction, the exception provided by this clause (iii) shall not apply to the extent required to permit each of the Co-Sale Offerees the opportunity to sell its respective pro rata share of Company Securities in such transaction) (iv) pursuant to the exercise of an Optional Redemption Right (as defined in the certificate of designation for the Series I Convertible Preferred Stock, par value $0.001 per share, of the Company), (v) to the Company pursuant to that certain Commitment Agreement, dated as of the date hereof, by and between the Company and Pegasus Capital Advisors IV, L.P. or (vi) by PCA LSG Holdings, LLC with respect to the 18,316 shares of Series I Convertible Preferred Stock, par value $0.001 per share, of the Company or 1,464,950 shares of Common Stock held thereby on the date hereof or Common Stock or other securities into which they may be converted or for which they may be exchanged. Such Co-Sale Notice shall set forth (i) the quantity and type of Company Securities proposed to be Transferred by all members of the Pegasus Group, the purchase price proposed to be paid therefor and the payment terms, (ii) the Company’s calculation of the quantity of Company Securities that the Co-Sale Offerees shall be entitled to Transfer to the Co-Sale Buyer and the purchase price therefor (to the extent the Pegasus Group is Transferring any Company Securities other than those convertible, exchangeable or exercisable for Capital Stock), in each case calculated as provided in this Section 1, on an as-converted to Common Stock basis and (iii) the identity of the proposed transferee (the “Co-Sale Buyer”) and any other material terms and conditions of such sale, including the proposed transfer date. The parties hereby agree (x) to use their commercially reasonable efforts to cause the Company to

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prepare the calculations set forth in clause (ii) of the preceding sentence and (y) if the Company fails to deliver such calculations in a reasonable time frame, the parties shall jointly prepare such calculations. The failure of the Company to prepare such calculations will not toll the ten (10) day notice period set forth above. The Co-Sale Offerees will have the right, exercisable by written notice to PCA within ten (10) days after receipt of the Co-Sale Notice, to elect to sell up to their respective pro rata share of Company Securities to the Co-Sale Buyer in such proposed Transfer, upon the same terms and conditions with respect to payment as the Pegasus Group (and to the extent different members of the Pegasus Group are selling on different terms, the most favorable to the Co-Sale Offerees thereof). The failure of any Co-Sale Offeree to respond within such 10-day period shall be deemed to be a waiver of such Co-Sale Offeree’s rights to participate in such proposed Transfer pursuant to this Section 1.a. If the number of shares of Company Securities elected to be Transferred by the Co-Sale Offerees pursuant to this Section 1.a together with the Company Securities proposed to be Transferred by the Pegasus Group is greater than the Company Securities the Co-Sale Buyer wishes to acquire, the amount of Company Securities to be sold by the Pegasus Group shall be proportionately reduced, based on Company Securities proposed to be Transferred to the extent necessary to provide for such sales of Company Securities hereunder by the Co-Sale Offerees.

b. The closing of any proposed Transfer in respect of which a Co-Sale Notice has been delivered shall occur simultaneously with respect to the Pegasus Group and the Co-Sale Offerees. At such closing, the Co-Sale Offerees electing to sell Company Securities shall deliver to the Co-Sale Buyer the Company Securities to be sold thereto and shall receive in exchange therefor the consideration to be paid or delivered by the proposed transferee in respect of such Company Securities in accordance with Section 1.a hereof.

c. In connection with a Transfer of Company Securities by a member of the Pegasus Group in which a Co-Sale Transferee has elected to participate, each such Co-Sale Offeree may be required to make the same representations and warranties, and agree to the same indemnities, covenants and other agreements as each member of the Pegasus Group (except, to the extent applicable, with respect to the foregoing to the extent such representations, warranties, indemnities, covenants and other agreements relate to or have been required by the transferee as a result of the Pegasus Group’s control of the Company); provided, however, that with respect to individual representations and warranties of any stockholder as to the unencumbered title to its Company Securities and the power, authority and legal right to Transfer such Company Securities, which are, for the avoidance of doubt, required to be made without exception, such individual representations and warranties may differ from those made by the Pegasus Group based on the specific facts and circumstances related to such Co-Sale Offeree and no Co-Sale Offeree shall be liable for breaches of any representation or warranty with respect to the unencumbered title to Company Securities and/or the power, authority and legal right to Transfer such Company Securities of any member of the Pegasus Group or any other Co-Sale Offeree; provided further, however, that (i) no Co-Sale Offeree shall be required to make, or otherwise be subject to any liability in respect of, any representations or warranties or indemnities, covenants or agreements with respect to the proposed Transfer other than on a several and not joint basis, (ii) in no event shall any Co-Sale Offeree be obligated to agree to any non-compete, non-solicit, no-hire or other restrictive covenant

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in connection with such Transfer, and (iii) in no event shall any Co-Sale Offeree be liable for any amount in excess of the proceeds (net of any fees and expenses of such Transfer, including, without limitation, those of the Co-Sale Offerees, which shall be borne pro rata by all participants in such transaction) actually paid to such Co-Sale Offeree in such proposed Transfer.

d. No member of the Pegasus Group shall structure the terms of any proposed Transfer in a manner intended to limit in any way the ability of the Co-Sale Offerees to participate in the proposed Transfer. In furtherance of the foregoing, no member of the Pegasus Group shall prohibit or seek to prohibit, exercise any veto right it may be entitled to, fail to provide or withhold any necessary consent it may be entitled to, or take any action or fail to take any action which could restrict or limit the right of any Co-Sale Offeree to participate in the proposed Transfer.

2. At least ten (10) business days prior to PCA or any member of the Pegasus Group, on the one hand, or a Purchaser, on the other hand (either, as the case may be, the “Noticing Party”), exercising any demand registration right or plans to initiate an underwritten shelf take-down pursuant to any registration rights agreement that they may be party to with the Company, the Noticing Party shall deliver to the other parties hereto (each, a “Recipient Party”), written notice thereof, which notice shall include in reasonable detail a description of the proposed registration or underwritten shelf takedown, the number of Company Securities proposed to be registered, the timing of such registration or underwritten shelf takedown, the proposed method and plan of distribution, and the other terms and conditions of such proposed registration or underwritten shelf takedown. If a Recipient Party or any of its Affiliates notifies the Noticing Party in writing prior to the expiration of such ten (10) business day period of its desire to also exercise its registration rights or participate in such an underwritten shelf takedown pursuant to its registration rights agreement with the Company, the Noticing Party, on the one hand, and each of the Recipient Parties that gives notice pursuant to the foregoing and its Affiliates, on the other hand, shall each coordinate their respective registration rights and underwritten shelf takedowns such that each shall be deemed to be a “demanding” or “initiating” or comparable party pursuant to its respective registration rights agreement with the Company. The parties hereby agree that if any of the Pegasus Group or the Purchasers or their Affiliates intend to register and/or Transfer securities pursuant to a registration statement of the Company in circumstances in which a managing underwriter has informed the Company that not all of their respective Company Securities so elected may be registered or Transferred, each agrees on its own behalf and for its Affiliates that it and they shall only Transfer Company Securities pursuant to such registration statement on a pari passu basis, whether in connection with a demand registration, shelf registration, or piggyback registration.

3. Each party hereto represents that this letter agreement has been duly and validly executed and delivered by such party and, assuming due authorization, execution and delivery by the other parties hereto, constitutes a legal, valid and binding obligation of such party, enforceable against it in accordance with its terms.

4. As used herein, the following capitalized terms shall have the meanings set forth below:

“Affiliates” of, or a person or entity “Affiliated” with, a specified person or entity, is a person or entity that directly or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the person or entity specified.

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“Company Securities” means any Equity Securities (as defined in the Series H Certificate) or any debt securities of the Company.

“Transfer” means, as a noun, any voluntary or involuntary transfer, sale, pledge or hypothecation or other disposition, whether directly or indirectly and whether through one or a series of transactions (including by way of a change of control of any member of the Pegasus Group), and, as a verb, voluntarily or involuntarily to transfer, sell, pledge or hypothecate or otherwise dispose of, whether directly or indirectly and whether through one or a series of transactions.

5. Any provision of this letter agreement may be amended or waived if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by each of PCA and the Purchasers or, in the case of a waiver, by the party against whom the waiver is to be effective. No failure or delay by any party in exercising any right, power or privilege hereunder shall affect or operate as a waiver thereof nor shall any single or partial exercise thereof or any abandonment or discontinuance of steps to enforce such a right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. Any waiver, permit, consent or approval of any kind or character on the part of a Purchaser of any breach or default under this letter agreement or any such waiver of any provision or condition of this letter agreement must be in writing by that Purchaser and shall be effective only to the extent in such writing specifically set forth.

6. At any time or from time to time after the date hereof, the parties agree to cooperate with each other, and at the request of any other party, to execute and deliver any further instruments or documents and to take all such further action as the other party may reasonably request in order to evidence or effectuate the consummation of the transactions contemplated hereby and to otherwise carry out the intent of the parties hereunder.

7. All notices and other communications hereunder will be in writing and will be deemed duly given (a) on the date of delivery if delivered personally, or if by facsimile, upon written confirmation of receipt by facsimile, e-mail or otherwise (including electronic confirmation of successful transmission generated by the facsimile machine of the sender), (b) on the first business day following the date of dispatch if delivered utilizing a next-day service by a recognized next-day courier service or (c) on the earlier of confirmed receipt or the fifth business day following the date of mailing if delivered by registered or certified mail, return receipt requested, postage prepaid: if to Riverwood, c/o Riverwood Capital Management, 70 Willow Road, Suite 100, Menlo Park, CA 94025, Attention: Jeffrey T. Parks, Facsimile: (650) 618-7114; if to Zouk, c/o Zouk Capital, 100 Brompton Road, London SW3 1ER, United Kingdom, Attention: Dominique Burgauer, Facsimile: +44 20 7947 3449; if to Portman, to the address to be provided in writing (e-mail being sufficient) by Portman to each of the other parties hereto; and if to the Pegasus Group, Pegasus Capital Advisors, 99 River Road, Cos Cob, CT, 06807, Fax (203) 869-6940, Attn: General Counsel. Any party may change the name and address of the designee to whom notice shall be sent by giving written notice of such change to the other party.

8. If any term, provision, covenant or restriction of this letter agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable or against its

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regulatory policy, the remainder of the terms, provisions, covenants and restrictions of this letter agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. Upon such determination that any term, provision, covenant or restriction of this letter agreement is invalid, void, unenforceable or against regulatory policy, the parties hereto shall negotiate in good faith to modify this letter agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible.

9. This letter agreement (a) constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and undertakings, both written and oral, formal or informal, among the parties hereto with respect to the subject matter hereof and (b) shall not be assigned by operation of law or otherwise, except that each Purchaser may assign all or any of its rights and obligations hereunder to (i) any of such Purchaser’s Affiliates to whom the Capital Stock held by that Purchaser is Transferred in a Permitted Transfer or (ii) in accordance with clause (y) of Section 1 above. A Purchaser’s rights under this agreement shall terminate at such time that it, together with its Affiliates, beneficially owns less than 5.0% of the Company Securities they collectively own as of the date hereof (as calculated on an as-converted basis); provided that Zouk’s rights under this agreement shall terminate immediately on the occurrence of an Event of Default (as defined in the Promissory Notes (as defined in the Zouk Subscription Agreement)).

10. The parties agree that the remedies at law for any breach or threatened breach, including monetary damages, are inadequate compensation for any loss and that any defense in any action for specific performance that a remedy at law would be adequate is waived. Accordingly, in the event of any actual or threatened default in, or breach of, any of the terms, conditions and provisions of this letter agreement, the party or parties who are or are to be thereby aggrieved shall have the right to specific performance and injunctive or other equitable relief of its rights under this letter agreement, in addition to any and all other rights and remedies at law or in equity, and all such rights and remedies shall be cumulative.

11. This letter agreement will be governed by, and construed in accordance with, the laws of the State of New York, without regard to conflict of laws principles that would result in the application of the law of a different jurisdiction.

12. Each of the parties hereto irrevocably consents to the exclusive jurisdiction and venue of any state court located within New Castle County, State of Delaware in connection with any matter based upon or arising out of this letter agreement or the transactions contemplated hereby, agrees that process may be served upon them in any manner authorized by the laws of the State of Delaware for such persons and waives and covenants not to assert or plead any objection which they might otherwise have to such jurisdiction, venue and process. Each party hereto hereby agrees not to commence any legal proceedings relating to or arising out of this letter agreement or the transactions contemplated hereby in any jurisdiction or courts other than as provided herein. Each party hereto hereby consents to service of process in any such proceeding in any manner permitted by Delaware law, and agrees that service of process by registered or certified mail, return receipt requested, at its address specified pursuant to Section 6 hereof is reasonably calculated to give actual notice.

13. This letter agreement may be executed in two or more counterparts (including via facsimile and email in PDF format), all of which shall be considered one and the same agreement

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and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party, it being understood that all parties need not sign the same counterpart.

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If the foregoing sets forth the understanding between us, please so indicate on the enclosed signed copy of this letter in the space provided therefor and return it to us, whereupon this letter shall constitute a binding agreement among us.

Exhibit 10.7

September 25, 2012

Pegasus Capital Advisors, L.P.

c/o Pegasus Capital Advisors

99 River Road

Cos Cob, CT 06807

Gentlemen:

Reference is made to the that certain letter agreement (the “Original Co-Sale Letter”), dated as of May 25, 2012, by Pegasus Capital Advisors, L.P., a Delaware limited partnership (“PCA”) for the benefit of RW LSG Holdings LLC, a Delaware limited liability company (“Riverwood”) and that certain Series H Preferred Stock Subscription Agreement, dated as of May 25, 2012 (the “Subscription Agreement”), between Lighting Science Group Corporation, a Delaware corporation (the “Company”) and Riverwood, pursuant to which Riverwood acquired shares of Series H Convertible Preferred Stock, par value $0.001 per share, of the Company (“Series H Preferred”), which Series H Preferred is convertible into shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”). Certain capitalized terms used herein are defined in Section 4 below. In connection with the execution of that certain letter agreement (the “Four Party Co-Sale Letter”), dated as of the date hereof, by PCA for the benefit of Riverwood and the other parties thereto, and for good and valuable consideration, the receipt of which is hereby acknowledged, each of the parties to this letter agreement (this “New Letter Agreement”) agrees as follows, in each case effective as on the execution, delivery and acknowledgement of this New Letter Agreement and the Four Party Co-Sale Letter:

1. Pursuant to Section 5(e) of the Certificate of Designation governing the Series H Preferred (the “Series H Certificate”), in the event of a Control Event (as defined therein), Riverwood shall have the right to take certain actions as provided in the Series H Certificate. PCA agrees, on its own behalf and on behalf of its Affiliates (collectively, the “Pegasus Group”), that to facilitate the exercise by Riverwood of its rights under the Series H Certificate, a proxy in the form attached as Exhibit A hereto (“Proxy”) will be executed and delivered to Riverwood immediately upon request upon the occurrence of a Control Event by each member of the Pegasus Group that owns (or to the extent that any such securities are owned in “street name”, beneficially owns) voting Company Securities as of such date, and by each other member of the Pegasus Group that subsequently owns voting Company Securities during the duration of such Control Event. Except with respect to that certain letter agreement, dated as of September 25, 2012, by and between PCA, Cleantech Europe II (A) LP and Cleantech Europe II (B) LP, PCA (a) represents and warrants that no member of the Pegasus Group has entered, and covenants that during the term of this letter agreement no member of the Pegasus Group will enter, into any voting agreement or voting trust other than for Company directors who are affiliated with members of the Pegasus Group or as set forth in the Series H Certificate and (b) represents and warrants that no member of the Pegasus Group has granted, and covenants that during the term of this letter agreement no member of the Pegasus Group will grant, a proxy or power of attorney, in each case in clauses (a) and (b) with respect to voting Company Securities of such member to the extent inconsistent with the terms of the Proxy and the obligations to enter into thereto hereunder. PCA also agrees to, and to cause each other member of the Pegasus Group to, take such further action or execute such other instruments as may be necessary to effectuate the intent of this Section 1 and the Proxy and hereby revokes any proxy previously granted with respect to the Company Securities as held on the date hereof that would be inconsistent with the Proxy if executed on the date hereof.

2. Riverwood and PCA, being the sole parties to the Original Co-Sale Letter, each do hereby agree on its own behalf and on behalf of its Affiliates and permitted assigns under the Original Co-Sale Letter, that the Original Co-Sale Letter, together with all rights, privileged and obligations thereunder, be, and they hereby are, terminated in all respects for no additional consideration.

3. Each party hereto represents that this letter agreement has been duly and validly executed and delivered by such party and, assuming due authorization, execution and delivery by the other party hereto, constitutes a legal, valid and binding obligation of such party, enforceable against it in accordance with its terms.

4. As used herein, the following capitalized terms shall have the meanings set forth below:

“Affiliates” of, or a person or entity “Affiliated” with, a specified person or entity, is a person or entity that directly or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the person or entity specified.

“Company Securities” means any Equity Securities or any debt securities of the Company.

“Transfer” means, as a noun, any voluntary or involuntary transfer, sale, pledge or hypothecation or other disposition, whether directly or indirectly and whether through one or a series of transactions (including by way of a change of control of any member of the Pegasus Group), and, as a verb, voluntarily or involuntarily to transfer, sell, pledge or hypothecation or otherwise dispose of, whether directly or indirectly and whether through one or a series of transactions.

5. Any provision of this letter agreement may be amended or waived if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by each of PCA and Riverwood or, in the case of a waiver, by the party against whom the waiver is to be effective. No failure or delay by any party in exercising any right, power or privilege hereunder shall affect or operate as a waiver thereof nor shall any single or partial exercise thereof or any abandonment or discontinuance of steps to enforce such a right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. Any waiver, permit, consent or approval of any kind or character on the part of Riverwood of any breach or default under this Agreement or any such waiver of any provision or condition of this Agreement must be in writing by Riverwood and shall be effective only to the extent in such writing specifically set forth.

6. Any and all notices or other communications required or permitted to be delivered hereunder shall be deemed properly delivered if (i) delivered personally, (ii) mailed by first class, registered or certified mail, return receipt requested, postage prepaid, (iii) sent by next day or overnight mail or delivery or (iv) sent by facsimile transmission (with a follow up copy under (iii) above): if to Riverwood, c/o Riverwood Capital Management, 70 Willow Road, Suite 100, Menlo Park, CA 94025, Attention: Jeffrey T. Parks, Facsimile: (650) 618-7114; and if to the Pegasus Group, Pegasus Capital Advisors, 99 River Road, Cos Cob, CT, 06807, Fax (203) 869-6940, Attn: General Counsel. Any party may change the name and address of the designee to whom notice shall be sent by giving written notice of such change to the other party.

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7. If any term, provision, covenant or restriction of this letter agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable or against its regulatory policy, the remainder of the terms, provisions, covenants and restrictions of this letter agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. Upon such determination that any term, provision, covenant or restriction of this letter agreement is invalid, void, unenforceable or against regulatory policy, the parties hereto shall negotiate in good faith to modify this letter agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible.

8. This letter agreement (a) constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and undertakings, both written and oral, formal or informal, among the parties hereto with respect to the subject matter hereof and (b) shall not be assigned by operation of law or otherwise, except that Riverwood may assign all or any of its rights and obligations hereunder to any of Riverwood’s Affiliates to whom the Capital Stock held by Riverwood is Transferred in a Permitted Transfer. Riverwood’s rights under this agreement shall terminate at such time that it, together with its Affiliates, beneficially owns less than 5.0% of the Company Securities they collectively own as of May 25, 2012 (as calculated on an as converted basis).

9. The parties agree that the remedies at law for any breach or threatened breach, including monetary damages, are inadequate compensation for any loss and that any defense in any action for specific performance that a remedy at law would be adequate is waived. Accordingly, in the event of any actual or threatened default in, or breach of, any of the terms, conditions and provisions of this letter agreement, the party or parties who are or are to be thereby aggrieved shall have the right to specific performance and injunctive or other equitable relief of its rights under this letter agreement, in addition to any and all other rights and remedies at law or in equity, and all such rights and remedies shall be cumulative.

10. This letter agreement will be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to conflict of laws principles that would result in the application of the law of a different jurisdiction.

11. Each of the parties hereto irrevocably consents to the exclusive jurisdiction and venue of any state court located within New Castle County, State of Delaware in connection with any matter based upon or arising out of this letter agreement or the transactions contemplated hereby, agrees that process may be served upon them in any manner authorized by the laws of the State of Delaware for such persons and waives and covenants not to assert or plead any objection which they might otherwise have to such jurisdiction, venue and process. Each party hereto hereby agrees not to commence any legal proceedings relating to or arising out of this Agreement or the transactions contemplated hereby in any jurisdiction or courts other than as provided herein. Each party hereto hereby consents to service of process in any such proceeding in any manner permitted by Delaware law, and agrees that service of process by registered or certified mail, return receipt requested, at its address specified pursuant to Section 6 hereof is reasonably calculated to give actual notice.

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12. This letter agreement may be executed in two or more counterparts (including via facsimile and email in PDF format), all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party, it being understood that all parties need not sign the same counterpart.

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If the foregoing sets forth the understanding between us, please so indicate on the enclosed signed copy of this letter in the space provided therefor and return it to us, whereupon this letter shall constitute a binding agreement among us.

EXHIBIT A

IRREVOCABLE PROXY

                                  (“Stockholder”), a stockholder of Lighting Science Group Corporation, a Delaware corporation (the “Company”), hereby irrevocably appoints RW LSG Holdings LLC (“Primary Investor”), and any designee thereof (provided, that any such designee is an Affiliate of the Primary Investor and is acting on its behalf), as the sole and exclusive attorneys and proxies of the undersigned, with full power of with full power of substitution and resubstitution, to the full extent of the undersigned’s rights with respect to the voting of all shares, interests, rights to purchase, warrants, options, participations or other equivalents of or interests in the common stock or preferred stock of the Company (“Capital Stock”) owned by Stockholder (or to the extent that any such Capital Stock is owned in “street name”, beneficially owned), including without limitation any Capital Stock acquired directly or indirectly by Stockholder after the date hereof, including without limitation, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange, change of such shares, or otherwise, or upon exercise or conversion of any securities, that are, from time to time, owned by Stockholder (collectively, the “Covered Shares”), commencing on the date of a Control Event (as such term is defined in the Certificate of Designation with respect to the Series H Convertible Preferred Stock of the Company (the “Series H Certificate”; capitalized terms used but not defined herein shall have the meaning set forth in the Series H Certificate)) and continuing until the satisfaction in full or the waiver of the Redemption obligation which gave rise to the Control Event, in each case in accordance with the terms of the Series H Certificate (the “Termination Date”). The Primary Investor’s rights hereunder shall terminate at such time that it, together with its Affiliates, beneficially owns less than 5.0% of the Company Securities they collectively own as of May 25, 2012 (as calculated on an as converted basis).

Until the Termination Date, this proxy is irrevocable to the extent permitted under Section 212 of the Delaware General Corporation Law, is coupled with an interest and is granted pursuant to the letter agreement dated September [—], 2012 between RW LSG Holdings LLC and Pegasus Capital Advisors, L.P. (the “Letter Agreement”). Upon the execution hereof, all prior proxies given by the undersigned with respect to the Covered Shares are hereby revoked and no subsequent proxies will be given. The attorneys and proxies named above will be empowered at any time prior to the Termination Date to vote or cause to be voted all of the Covered Shares at every meeting of Company stockholders and at every adjournment thereof, and on every action or approval by written consent of Company stockholders, solely to take such actions as Primary Investor is entitled to take in exercise of its rights upon the occurrence of a Control Event pursuant to the terms of the Series H Certificate and solely in accordance therewith.

Notwithstanding anything contained in this Proxy, this Proxy shall terminate when the Letter Agreement terminates.

Exhibit 10.8

September 25, 2012

Pegasus Capital Advisors, L.P. (“PCA”)

c/o Pegasus Capital Advisors

99 River Road

Cos Cob, CT 06807

Gentlemen:

Reference is made to the Series H Preferred Stock Subscription Agreement, dated as of the date hereof (the “Subscription Agreement”), between Lighting Science Group Corporation, a Delaware corporation (the “Company”), Cleantech Europe II (A) LP, a limited partnership established under the laws of England (“Cleantech A”) and Cleantech Europe II (B) LP, a limited partnership established under the laws of England (“Cleantech B” together with Cleantech A each a “Purchaser” and collectively the “Purchasers”), pursuant to which the Purchasers shall acquire shares of Series H Convertible Preferred Stock, par value $0.001 per share, of the Company (“Series H Preferred”) issued pursuant to the Company’s Series H Preferred Stock Certificate of Designation (the “Series H Certificate”), which Series H Preferred will be convertible into shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”). Certain capitalized terms used but not defined herein will have the meanings therefor set forth in the Series H Certificate. To induce the Purchasers to enter into the Subscription Agreement, you have agreed on behalf of yourself and your Affiliates (collectively, the “Pegasus Group”) to enter into this letter agreement (this “Agreement”). Therefore, for good and valuable consideration, the receipt of which is hereby acknowledged, each of the parties to this Agreement hereby agrees as follows:

1. Pursuant to Section 4(f) of the Subscription Agreement, the Purchasers have the right to appoint the Zouk Designee (as defined under the Subscription Agreement) to serve as a director of the Company. In addition, upon stockholder approval of Amended Series H Certificate (as such term is defined under the Subscription Agreement), the Purchasers will have the right to elect the Zouk Designee under Section 10(d) of the Amended Series H Certificate. In the event that (x) the Zouk Designee is not elected to the Company’s board of directors at the next meeting of the Company’s stockholders at which the election of directors is to take place (or, in lieu of such a meeting, at the time an action by written consent of the Company’s stockholders is taken to elect directors of the Company) and (y) the Amended Series H Certificate providing for the election of a director by the Purchasers has not been made effective, PCA agrees, on behalf of each member of the Pegasus Group that owns (or to the extent that any such securities are owned in “street name”, beneficially owns) voting Company Securities as of such date, and by each other member of the Pegasus Group that subsequently owns voting Company Securities, that a proxy for the election of one director in the form attached as Exhibit A hereto (“Proxy”) will be executed by such members of the Pegasus Group and delivered to the Purchasers immediately upon request. Except with respect to that certain letter agreement, dated as of the date hereof, by and between PCA and RW LSG Holdings LLC or in connection with the transactions contemplated thereby, PCA (a) represents and warrants that no member of the Pegasus Group has entered, and covenants that during the term of this letter agreement no member of the Pegasus Group will enter into any voting agreement or voting trust other than for Company directors who are affiliated with members of the Pegasus Group or as set forth in the Series H Certificate and (b) represents and warrants that no member of the Pegasus Group has granted, and covenants that during the term of this letter agreement no member of the Pegasus Group will grant, a proxy or power of attorney, in each case in clauses (a) and (b) with respect to voting Company Securities of such member to the extent inconsistent with the terms of the Proxy and the obligations to enter into thereto hereunder. PCA also agrees to, and to cause each other member of the Pegasus Group to, take such further action or execute such other instruments as may be necessary to effectuate the intent of this Section 1 and the Proxy and hereby revokes any proxy previously granted with respect to the Company Securities as held on the date hereof that would be inconsistent with the Proxy if executed on the date hereof.

2. This Agreement shall terminate upon the earlier of (1) the effectiveness of the Amended Series H Certificate providing for the election of a director by the Purchasers, (2) the failure of the

Purchasers and their Affiliates to continue to own beneficially at least 2,500 Preferred Shares (as adjusted for any Reclassification of Preferred Shares) and (3) the occurrence of an Event of Default (as defined in the Promissory Notes (as defined in the Subscription Agreement)).

3. Each party hereto represents that this Agreement has been duly and validly executed and delivered by such party and, assuming due authorization, execution and delivery by the other party hereto, constitutes a legal, valid and binding obligation of such party, enforceable against it in accordance with its terms.

4. Any provision of this Agreement may be amended or waived if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by each of PCA and the Purchasers or, in the case of a waiver, by the party against whom the waiver is to be effective. No failure or delay by any party in exercising any right, power or privilege hereunder shall affect or operate as a waiver thereof nor shall any single or partial exercise thereof or any abandonment or discontinuance of steps to enforce such a right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. Any waiver, permit, consent or approval of any kind or character on the part of the Purchasers of any breach or default under this Agreement or any such waiver of any provision or condition of this Agreement must be in writing by the Purchasers and shall be effective only to the extent in such writing specifically set forth.

5. Any and all notices or other communications required or permitted to be delivered hereunder shall be deemed properly delivered if (i) delivered personally, (ii) mailed by first class, registered or certified mail, return receipt requested, postage prepaid, (iii) sent by next day or overnight mail or delivery or (iv) sent by facsimile transmission (with a follow up copy under (iii) above): if to the Purchasers, Zouk Capital LLP, 100 Brompton Road, London SW3 1ER, United Kingdom, Attention: Dominique Burgauer, Facsimile: +44 20 7947 3449; and if to the Pegasus Group, Pegasus Capital Advisors, 99 River Road, Cos Cob, CT, 06807, Fax (203) 869-6940, Attn: General Counsel. Any party may change the name and address of the designee to whom notice shall be sent by giving written notice of such change to the other party.

6. If any term, provision, covenant or restriction of this letter agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable or against its regulatory policy, the remainder of the terms, provisions, covenants and restrictions of this letter agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. Upon such determination that any term, provision, covenant or restriction of this letter agreement is invalid, void, unenforceable or against regulatory policy, the parties hereto shall negotiate in good faith to modify this letter agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible.

7. This Agreement (a) constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and undertakings, both written and oral, formal or informal, among the parties hereto with respect to the subject matter hereof and (b) shall not be assigned by operation of law or otherwise, except that the Purchasers may assign all or any of their rights and obligations hereunder to any of the Purchasers’ Affiliates to whom the Capital Stock held by such Purchaser is Transferred in a Permitted Transfer.

8. The parties agree that the remedies at law for any breach or threatened breach, including monetary damages, are inadequate compensation for any loss and that any defense in any action for specific performance that a remedy at law would be adequate is waived. Accordingly, in the event of any actual or threatened default in, or breach of, any of the terms, conditions and provisions of this Agreement, the party or parties who are or are to be thereby aggrieved shall have the right to specific performance and injunctive or other equitable relief of its rights under this letter agreement, in addition to any and all other rights and remedies at law or in equity, and all such rights and remedies shall be cumulative.

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9. This Agreement will be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to conflict of laws principles that would result in the application of the law of a different jurisdiction.

10. Each of the parties hereto irrevocably consents to the exclusive jurisdiction and venue of any state court located within New Castle County, State of Delaware in connection with any matter based upon or arising out of this Agreement or the transactions contemplated hereby, agrees that process may be served upon them in any manner authorized by the laws of the State of Delaware for such persons and waives and covenants not to assert or plead any objection which they might otherwise have to such jurisdiction, venue and process. Each party hereto hereby agrees not to commence any legal proceedings relating to or arising out of this Agreement or the transactions contemplated hereby in any jurisdiction or courts other than as provided herein. Each party hereto hereby consents to service of process in any such proceeding in any manner permitted by Delaware law, and agrees that service of process by registered or certified mail, return receipt requested, at its address specified pursuant to Section 4 hereof is reasonably calculated to give actual notice.

11. This Agreement may be executed in two or more counterparts (including via facsimile and email in PDF format), all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party, it being understood that all parties need not sign the same counterpart.

If the foregoing sets forth the understanding between us, please so indicate on the enclosed signed copy of this letter in the space provided therefor and return it to us, whereupon this Agreement shall constitute a binding agreement among us.

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Accepted and agreed to:

EXHIBIT A

IRREVOCABLE PROXY

                                          (“Stockholder”), a stockholder of Lighting Science Group Corporation, a Delaware corporation (the “Company”), hereby irrevocably appoints Zouk Capital LLP (“Zouk”), and any designee thereof (provided, that any such designee is an Affiliate of Zouk and is acting on its behalf), as the sole and exclusive attorneys and proxies of the undersigned, with full power of with full power of substitution and resubstitution, to the full extent of the undersigned’s rights with respect to the voting of all shares, interests, rights to purchase, warrants, options, participations or other equivalents of or interests in the common stock or preferred stock of the Company (“Capital Stock”) owned by Stockholder (or to the extent that any such Capital Stock is owned in “street name”, beneficially owned), including without limitation any Capital Stock acquired directly or indirectly by Stockholder after the date hereof, including without limitation, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange, change of such shares, or otherwise, or upon exercise or conversion of any securities, that are, from time to time, owned by Stockholder (collectively, the “Covered Shares”). Capitalized terms used but not defined herein shall have the meaning set forth in the Letter Agreement (as defined below). This proxy shall terminate upon the earlier of (1) the effectiveness of the Amended Series H Certificate (as defined under that certain Subscription Agreement (the “Subscription Agreement”), dated as of September [—], 2012, between the Company, Cleantech Europe II (A) LP, a limited partnership established under the laws of England (“Cleantech A”) and Cleantech Europe II (B) LP, a limited partnership established under the laws of England (“Cleantech B,” and together with Cleantech A, the “Purchasers”) providing for the election of a director by the Purchasers, (2) the failure of the Purchasers and their Affiliates to continue to own beneficially at least 2,500 Preferred Shares (as adjusted for any Reclassification of Preferred Shares), and (3) the occurrence of an Event of Default (as defined in the Promissory Notes (as defined in the Subscription Agreement)).

Until the Termination Date, this proxy is irrevocable to the extent permitted under Section 212 of the Delaware General Corporation Law, is coupled with an interest and is granted pursuant to the letter agreement dated September     , 2012 among Cleantech Europe A, Cleantech B and Pegasus Capital Advisors, L.P. (the “Letter Agreement”). Upon the execution hereof, all prior proxies given by the undersigned with respect to the Covered Shares are hereby revoked and no subsequent proxies will be given. The attorneys and proxies named above will be empowered at any time prior to the Termination Date to vote or cause to be voted all of the Covered Shares at every meeting of Company stockholders and at every adjournment thereof, and on every action or approval by written consent of Company stockholders, solely for the election of one director of the Company.

Notwithstanding anything contained in this Proxy, this Proxy shall terminate when the Letter Agreement terminates.

Exhibit 99.1

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D

The undersigned hereby agree as follows:

(i) Each of them is individually eligible to use the Schedule 13D to which this Exhibit is attached, and such Schedule 13D is filed on behalf of each of them; and

(ii) Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

Date: October 1, 2012