0001193125-12-263442 Sample Contracts

LENDINGCLUB CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT JUNE 1, 2012
Investor Rights Agreement • June 7th, 2012 • LendingClub Corp • Finance services • California

THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 1st day of June, 2012, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”

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LENDINGCLUB CORPORATION SERIES E PREFERRED STOCK PURCHASE AGREEMENT JUNE 1, 2012
Series E Preferred Stock Purchase Agreement • June 7th, 2012 • LendingClub Corp • Finance services • California

THIS SERIES E PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June 1, 2012, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, whose names are set forth on the Schedule of Purchasers attached hereto as Exhibit A (which persons and entities are hereinafter collectively referred to as “Purchasers” and each individually as a “Purchaser”).

LENDINGCLUB CORPORATION AMENDED AND RESTATED VOTING AGREEMENT JUNE 1, 2012
Voting Agreement • June 7th, 2012 • LendingClub Corp • Finance services • Delaware

THIS AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of June, 2012, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), those certain holders of the Company’s Common Stock listed on Exhibit A hereto (the “Key Holders”), the persons and entities listed on Exhibit B hereto (the “Investors”), and the persons and entities listed on Exhibit C hereto (the “Designated Common Stockholders”).

LENDINGCLUB CORPORATION AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT June 1, 2012
Sale Agreement • June 7th, 2012 • LendingClub Corp • Finance services • California

THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of June, 2012, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), each of the persons and entities listed on Exhibit A hereto (the “Investors”) and each of the persons listed on Exhibit B hereto (each referred to herein as a “Key Holder” and collectively as the “Key Holders”).

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