0001552781-19-000201 Sample Contracts

FIRST AMENDMENT TO STAND BY PURCHASE AGREEMENT
Stand by Purchase Agreement • April 24th, 2019 • Prosper Funding LLC • Finance services • Utah

This FIRST AMENDMENT TO STAND BY PURCHASE AGREEMENT (this “Amendment”), dated as of February 1, 2019 (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 MARKETPLACE, INC., a Delaware corporation having its principal location in San Francisco, California (“Company”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Existing Asset Sale Agreement (as defined below).

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THIRD AMENDMENT TO MARKETING AGREEMENT
Marketing Agreement • April 24th, 2019 • Prosper Funding LLC • Finance services • Utah

This THIRD AMENDMENT TO MARKETING AGREEMENT (this “Amendment”), dated as of February 1, 2019 (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 MARKETPLACE, INC., a Delaware corporation having its principal location in San Francisco, California (“Company”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Existing Marketing Agreement (as defined below).

THIRD AMENDMENT TO ASSET SALE AGREEMENT
Asset Sale Agreement • April 24th, 2019 • Prosper Funding LLC • Finance services • Utah

This THIRD AMENDMENT TO ASSET SALE AGREEMENT (this “Amendment”), dated as of February 1, 2019 (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).

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