PROSPER MARKETPLACE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 19th, 2012 • Prosper Marketplace Inc • Finance services • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of November 2, 2011, and is between Prosper Marketplace, Inc., a Delaware corporation (the “Company”), and Jeffrey Jacobs (“Indemnitee”).
Borrower Registration AgreementBorrower Registration Agreement • January 7th, 2013 • Prosper Marketplace Inc • Finance services • Utah
This Borrower Registration Agreement (this "Agreement") is made and entered into between you, Prosper Marketplace, Inc. (together with its successors and assigns, “Prosper”) and Prosper Funding LLC, a wholly-owned subsidiary of Prosper ("PFL").
Investor Registration AgreementInvestor Registration Agreement • April 12th, 2016 • Prosper Marketplace, Inc • Finance services • New York
This Investor Registration Agreement (this "Agreement") is made and entered into among you, Prosper Funding LLC ("Prosper", "we", or "us") and Prosper Marketplace, Inc. (a separate legal entity that is the parent company of Prosper). This Agreement will govern all purchases of Borrower Payment Dependent Notes ("Notes") that you may, from time to time, make from Prosper, and all purchases of PMI Management Rights that you may, from time to time, make from Prosper Marketplace, Inc.
LENDER REGISTRATION AGREEMENT (Note Commitment, Purchase and Sale Agreement)Lender Registration Agreement • October 9th, 2009 • Prosper Marketplace Inc • Finance services • Utah
This Lender Registration Agreement is made and entered into between you and Prosper Marketplace, Inc. (“Prosper”, “we”, or “us”). This Agreement will govern all purchases of Borrower Payment Dependent Notes that you may, from time to time, purchase from Prosper.
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PROSPER FUNDING LLCLimited Liability Company Agreement • June 5th, 2013 • Prosper Marketplace Inc • Finance services • Delaware
This Third Amended and Restated Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of PROSPER FUNDING LLC (the “Company”), dated as of June 4, 2013, is entered into by PROSPER MARKETPLACE, INC., a Delaware corporation as the sole equity member (the “Member”), Bernard J. Angelo and David V. DeAngelis, as Independent Directors who may become Special Members and each other Special Member who may become a party hereto from time to time. Capitalized terms used but not otherwise defined in Schedule A hereto shall have the respective meanings assigned to such terms in the Indenture or, if not defined therein, in the Administration Agreement.
BORROWER REGISTRATION AGREEMENTBorrower Registration Agreement • October 9th, 2009 • Prosper Marketplace Inc • Finance services • Utah
The Prosper marketplace is a person-to-person online credit auction platform (the “platform”) operated by Prosper for the registration of borrowers, lenders and group leaders, the receipt, display and matching of listings and bids for loans and the origination, sale, servicing and collection of principal of and interest and other charges payable on loans. All loans obtained by Prosper borrowers through the platform are made by WebBank, a Utah-chartered industrial bank (“WebBank”). Prosper provides services to WebBank in connection with the origination of such loans and Prosper services all loans made to Prosper borrowers through the platform. The following Agreement describes the services and your rights and obligations should you elect to register as a borrower on the platform. Prosper and WebBank are collectively referred to in this Agreement as “we” or “us.”
Note Commitment, Purchase and Sale Agreement)Lender Registration Agreement • November 19th, 2012 • Prosper Marketplace Inc • Finance services • New York
This Lender Registration Agreement (the "Agreement") is made and entered into between you and Prosper Marketplace, Inc. ("Prosper", "we", or "us"). This Agreement will govern all purchases of Borrower Payment Dependent Notes ("Notes") that you may, from time to time, purchase from Prosper.
PROSPER MARKETPLACE, INC. SERIES C PREFERRED STOCK PURCHASE AGREEMENT May 1, 2014Series C Preferred Stock Purchase Agreement • July 16th, 2014 • Prosper Marketplace Inc • Finance services • California
This Series C Preferred Stock Purchase Agreement (this “Agreement”) is made as of May 1, 2014, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).
PROSPER MARKETPLACE, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT September 23, 2013Preferred Stock Purchase Agreement • July 16th, 2014 • Prosper Marketplace Inc • Finance services • California
This Series B Preferred Stock Purchase Agreement (this “Agreement”) is made as of September 23, 2013, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).
PROSPER MARKETPLACE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT May 15, 2014Investors’ Rights Agreement • July 16th, 2014 • Prosper Marketplace Inc • Finance services • California
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of May 15, 2014, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
WEBBANK and PROSPER MARKETPLACE, INC. LOAN SALE AGREEMENTLoan Sale Agreement • June 1st, 2009 • Prosper Marketplace Inc • Finance services • Utah
THIS LOAN SALE AGREEMENT (this “Agreement”), dated as of April 14, 2008 (“Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER MARKETPLACE, INC., a Delaware corporation, having its principal location in San Francisco, California (“Company”).
CONFIDENTIAL TREATMENT REQUESTED BY PROSPER MARKETPLACE, INC. WEBBANK and PROSPER MARKETPLACE, INC. LOAN ACCOUNT PROGRAM AGREEMENT Dated as of April 14, 2008Program Agreement • January 16th, 2009 • Prosper Marketplace Inc • Finance services • Utah
Agreement and Plan of Merger by and among Prosper Marketplace, Inc., Prosper Healthcare Lending, LLC, American HealthCare Lending, LLC, and Shaun Sorensen, as agent for the Company Holders Dated as of January 23, 2015Agreement and Plan of Merger • January 27th, 2015 • Prosper Marketplace Inc • Finance services • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of January 23, 2015 (the “Agreement Date”), by and among Prosper Marketplace, Inc., a Delaware corporation (“Acquiror”), Prosper Healthcare Lending, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Acquiror (“Sub”), American HealthCare Lending, LLC, a Utah limited liability company (the “Company”), and Shaun Sorensen, solely in his capacity as agent for the Company Holders (the “Company Holders’ Agent”).
FORM OF LENDER* REGISTRATION AGREEMENT (Loan Commitment, Sale and Servicing Agreement)Registration Agreement • October 30th, 2007 • Prosper Marketplace Inc • Alaska
* Note: Your role as a Prosper “Lender” is that of a loan purchaser, and your rights and obligations as a purchaser or prospective purchaser of Prosper loans are set forth below. Although you are referred to in this Agreement and on the Prosper website as a “Lender,” you are not actually lending your money directly to Prosper borrowers, but are, instead, making loan purchase commitments and purchasing promissory notes representing loans made by Prosper to borrowers. All loans originated through Prosper are made to borrowers by Prosper Marketplace, Inc. from its own funds, and then sold and assigned by Prosper to the winning bidder or bidders on the listing without recourse to Prosper. Prosper is the originating lender for licensing and regulatory reasons and is licensed in all states where licensing is required given Prosper’s current lending criteria, which may change from time to time in its discretion. Prosper uses the term “Lender” instead of “loan purchaser” for the sake of brevit
CONFIDENTIAL TREATMENT REQUESTED BY PROSPER MARKETPLACE, INC. WEBBANK and PROSPER MARKETPLACE, INC. LOAN ACCOUNT PROGRAM AGREEMENT Dated as of April 14, 2008Program Agreement • June 1st, 2009 • Prosper Marketplace Inc • Finance services • Utah
COLLECTION SERVICES AGREEMENTCollection Services Agreement • October 30th, 2007 • Prosper Marketplace Inc • New York
This Collection Agreement (the “Agreement”) is entered into as of the 11th day of January, 2007 between Prosper Marketplace, Inc., a Delaware corporation with its principal place of business at 111 Sutter Street, 22nd Floor, San Francisco, California 94104 (“Company”), and Account Solutions Group, LLC, with its principal place of business at 205 Bryant Woods South, Amherst, New York 14228 (hereinafter referred to as “Collector”) (each of Company and Client, individually, the “Party”, and collectively, the “Parties).
BORROWER REGISTRATION AGREEMENTBorrower Registration Agreement • December 5th, 2008 • Prosper Marketplace Inc • Finance services • Utah
The Prosper marketplace is a person-to-person online credit auction platform (the “platform”) operated by Prosper for the registration of borrowers, lenders, group leaders and , the receipt, display and matching of listings and bids for loans and the origination, sale, servicing and collection of principal of and interest and other charges payable on loans. All loans originated through the platform are made by WebBank, a Utah-chartered industrial bank (“WebBank”). Prosper provides services to WebBank in connection with the origination of such loans and Prosper services all loans made to Prosper borrowers through the platform. The following Agreement describes the services and your rights and obligations should you elect to register as a borrower on the platform. Prosper and WebBank are collectively referred to in this Agreement as “we” or “us.”
Prosper-Folio Software License Agreement LICENSE AGREEMENTLicense Agreement • April 14th, 2009 • Prosper Marketplace Inc • Finance services • Virginia
THIS LICENSE AGREEMENT (this “Agreement”) is made and entered into as of March 3, 2009, by and between Prosper Marketplace, Inc., a Delaware corporation, (“Prosper” or “Licensor”) and FOLIOfn Investments, Inc., a broker-dealer registered under the Securities Exchange Act of 1934, as amended, and organized under the laws of the Commonwealth of Virginia (“Licensee”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 15th, 2015 • Prosper Marketplace, Inc • Finance services
indicates that certain confidential information contained in this document, marked by brackets, has been omitted because the information is (i) not material and (ii) would be competitively harmful if disclosed. SIXTH AMENDMENT TO ASSET SALE AGREEMENTAsset Sale Agreement • October 11th, 2022 • Prosper Marketplace, Inc • Finance services • Utah
This SIXTH AMENDMENT TO ASSET SALE AGREEMENT (this “Amendment”), dated as of October 5, 2022 (the “Amendment Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER FUNDING LLC, a Delaware limited liability company having its principal location in San Francisco, California (“PFL”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Existing Asset Sale Agreement (as defined below).
PROSPER MARKETPLACE, INC. AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO- SALE AGREEMENT May 15, 2014 CONFIDENTIAL TREATMENT REQUESTEDCo-Sale Agreement • June 18th, 2014 • Prosper Marketplace Inc • Finance services • California
This Amended and Restated Right of First Refusal and Co-Sale Agreement (the “Agreement”) is made as of May 15, 2014, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), the individuals and entities listed on Exhibit A attached hereto (each, an “Investor,” and collectively, the “Investors”) and the individuals listed on Exhibit B attached hereto (each, a “Founder,” and collectively, the “Founders”).
PROSPER MARKETPLACE, INC. AMENDED AND RESTATED VOTING AGREEMENT May 15, 2014Voting Agreement • July 10th, 2014 • Prosper Marketplace Inc • Finance services • California
This Amended and Restated Voting Agreement (this “Agreement”) is made as of May 15, 2014, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), the entities listed on Exhibit A attached hereto (each an “Investor,” and collectively the “Investors”), and the persons listed on Exhibit B hereto (each a “Founder,” and collectively the “Founders”). The Founders and the Investors are referred to herein collectively as the “Voting Parties.”
PROSPER MARKETPLACE, INC. SERIES A PREFERRED STOCK PURCHASE AGREEMENT January 14, 2013Preferred Stock Purchase Agreement • July 10th, 2014 • Prosper Marketplace Inc • Finance services • California
This Series A Preferred Stock Purchase Agreement (this “Agreement”) is made as of January 14, 2013, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).
AMENDED AND RESTATED SERVICES AND INDEMNITY AGREEMENTServices and Indemnity Agreement • June 5th, 2013 • Prosper Marketplace Inc • Finance services • New York
This Amended and Restated Services and Indemnity Agreement, dated as of May 30, 2013 (this “Agreement”), is among David V. DeAngelis, and Bernard J. Angelo, each a natural person (collectively the “GSS Representatives”), Global Securitization Services, LLC, a Delaware limited liability company (“Global”), Prosper Funding LLC, a Delaware limited liability company (the “Company”) and Prosper Marketplace, Inc., a Delaware corporation (“Parent” and together with the Company, the “Prosper Entities”).
TERMS OF USETerms of Use • October 30th, 2007 • Prosper Marketplace Inc • California
The following are terms of a legal agreement (the “Agreement”) between you and Prosper Marketplace, Inc. (“Prosper”) that sets forth the terms and conditions for your use of this web site (the “Site”). The Site is owned and operated by Prosper. This Site is being provided to you expressly subject to this Agreement. By accessing, browsing and/or using the Site, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement and to comply with all applicable laws and regulations. The terms and conditions of this Agreement form an essential basis of the bargain between you and Prosper.
FORM OF GROUP LEADER REGISTRATION AGREEMENTLeader Registration Agreement • October 30th, 2007 • Prosper Marketplace Inc • California
FIRST AMENDMENT TO THE FIRST AMENDED AND RESTATED PROGRAM AGREEMENTProgram Agreement • March 29th, 2024 • Prosper Marketplace, Inc • Finance services
THIS FIRST AMENDMENT TO THE FIRST AMENDED AND RESTATED PROGRAM AGREEMENT (the “First Amendment”) is made to be effective as of March 25, 2024 (the “Effective Date”), by and among Coastal Community Bank, a Washington chartered bank (“Coastal”), and Prosper Marketplace, Inc., a Delaware corporation (“Prosper”). Each of Coastal and Prosper shall also be referenced as a “Party” and collectively as the “Parties.”
PROSPER MARKETPLACE, INC. AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO- SALE AGREEMENT May 15, 2014Sale Agreement • July 16th, 2014 • Prosper Marketplace Inc • Finance services • California
This Amended and Restated Right of First Refusal and Co-Sale Agreement (the “Agreement”) is made as of May 15, 2014, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), the individuals and entities listed on Exhibit A attached hereto (each, an “Investor,” and collectively, the “Investors”) and the individuals listed on Exhibit B attached hereto (each, a “Founder,” and collectively, the “Founders”).
COLLECTION SERVICES AGREEMENTCollection Services Agreement • October 30th, 2007 • Prosper Marketplace Inc • California
This Collection Agreement (the “Agreement”) is entered into as of the 13th day of September, 2005 between P2P Credit, Inc., a Delaware corporation with its principal place of business at 153 Kearny Street, Mezzanine, San Francisco, California 94108 (“Company”), and Penncro Associates, Inc., with its principal place of business at 95 James Way, Suite 113, Southampton, PA 18966 (hereinafter referred to as “Collector”) (each of Company and Client, individually, the “Party”, and collectively, the “Parties).
PROSPER MARKETPLACE, INC. AMENDED AND RESTATED VOTING AGREEMENT May 15, 2014Voting Agreement • June 18th, 2014 • Prosper Marketplace Inc • Finance services • California
This Amended and Restated Voting Agreement (this “Agreement”) is made as of May 15, 2014, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), the entities listed on Exhibit A attached hereto (each an “Investor,” and collectively the “Investors”), and the persons listed on Exhibit B hereto (each a “Founder,” and collectively the “Founders”). The Founders and the Investors are referred to herein collectively as the “Voting Parties.”
PROSPER MARKETPLACE, INC. SERIES A PREFERRED STOCK PURCHASE AGREEMENT January 14, 2013Series a Preferred Stock Purchase Agreement • July 16th, 2014 • Prosper Marketplace Inc • Finance services • California
This Series A Preferred Stock Purchase Agreement (this “Agreement”) is made as of January 14, 2013, by and among Prosper Marketplace, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Initial Closing Investors attached hereto as Exhibit A and the Schedule of Subsequent Closing Investors attached hereto as Exhibit J (collectively, the “Schedule of Investors”).
FIRST AMENDED AND RESTATED PROGRAM AGREEMENT BY AND BETWEEN COASTAL COMMUNITY BANK AND prosper marketplace, inc. DATED August 16, 2023Program Agreement • August 22nd, 2023 • Prosper Marketplace, Inc • Finance services • Washington
THIS FIRST AMENDED AND RESTATED PROGRAM AGREEMENT (including all schedules, appendices, exhibits, addenda and amendments, this “Agreement”) is entered into this August 16, 2023 (the “Effective Date”) by and between Coastal Community Bank, a Washington State chartered bank (“Coastal”), and Prospect Marketplace, Inc., a Delaware company (“Prosper”). Each of Coastal and Prosper shall also be referenced as a “Party” and collectively as the “Parties.”
HOSTING SERVICES AGREEMENTHosting Services Agreement • April 14th, 2009 • Prosper Marketplace Inc • Finance services • Virginia
This Hosting Services Agreement (the “Agreement”) between Prosper Marketplace, Inc. (“Prosper”) and FOLIOfn Investments, Inc. (“Customer”) is dated March 3, 2009.
Prosper-Folio Services AgreementProsper-Folio Services Agreement • April 14th, 2009 • Prosper Marketplace Inc • Finance services • Virginia
THIS SERVICES AGREEMENT (this “Agreement”), dated as of March 3, 2009, is by and between FOLIOfn Investments, Inc., a Virginia corporation registered as a broker-dealer under the Securities Exchange Act of 1934, as amended (“Folio”), and Prosper Marketplace, Inc. a Delaware corporation (“Prosper”).
CONFIDENTIAL TREATMENT REQUESTED BY PROSPER MARKETPLACE, INC. WEBBANK and PROSPER MARKETPLACE, INC. AMENDED AND RESTATED LOAN ACCOUNT PROGRAM AGREEMENT Dated as of September 14, 2010Loan Account Program Agreement • November 12th, 2010 • Prosper Marketplace Inc • Finance services • Utah
This AMENDED AND RESTATED LOAN ACCOUNT PROGRAM AGREEMENT (this “Agreement”), dated as of September 14, 2010 (“Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER MARKETPLACE, INC., a Delaware corporation, having its principal location in San Francisco, California (“Company”).
