Common use of EXHIBIT A – COLLATERAL DESCRIPTION Clause in Contracts

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% sixty-five percent (65.0%) of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or matter; (b) any Intellectual Property; providedintent-to-use trademarks at all times prior to the first use thereof, howeverwhether by the actual use thereof in commerce, the Collateral shall include all Accounts recording of a statement of use with the United States Patent and all proceeds of Intellectual Property. If Trademark Office or otherwise; or (c) rights held under a judicial authority license (including a U.S. Bankruptcy Courtwith respect to which Borrower is the licensee) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then not assignable by their terms without the Collateral shall automatically, and effective as consent of the Effective Date, include the Intellectual Property licensor thereof (but only to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentrestriction on assignment is enforceable under applicable law). EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. SILICON VALLEY BANK Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESROKU, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESROKU, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC . (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Subordinated Loan and Security Agreement between Borrower and Lender Bank (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any of the following: (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or matter, and (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with LenderBank, Borrower has agreed not to encumber any of its Intellectual Property, Property without LenderBank’s prior written consent. Exhibit A EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To- BORROWING BASE CERTIFICATE Borrower: DateApigee Corporation Lender: LOAN PAYMENTSilicon Valley Bank Commitment Amount: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):$12,500,000 ACCOUNTS RECEIVABLE

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (ai) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or matter, (bii) any Intellectual Propertyinterest of Borrower as a lessee under an Equipment lease if Borrower is prohibited by the terms of such lease from granting a security interest in such lease or under which such an assignment or Lien would cause a default to occur under such lease; provided, however, that upon termination of such prohibition, such interest shall immediately become Collateral without any action by Borrower or Agent or (iii) any Intellectual Property unless or until an IP Default has occurred, at which point such security interest shall become effective immediately without any further action by any Person; provided , however, that at all times (whether before or after the security interest in Intellectual Property has become effective) the Collateral shall include all Accounts and all proceeds of Intellectual Property (whether acquired upon the sale, lease, license, exchange or other disposition of such Intellectual Property, and whatever is collected on, or distributed on account of, the Intellectual Property,) and all other rights arising out of Intellectual Property . If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderAgent’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESAPPTIO, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCETERM LOAN: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance Term Loan are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance Term Loan $ All Borrower’s representations and warranties in the Subordinated Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advancea Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance Term Loan above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE BORROWING RESOLUTIONS CORPORATE BORROWING CERTIFICATE TOBORROWER: GOLD HILL CAPITAL 2008Apptio, L.P. DateInc. DATE: FROMApril 20, 2016 LENDERS: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESSilicon Valley Bank, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONas Agent, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions on behalf of the Loan and Security Agreement between Borrower and Lender (Lenders I hereby certify as amendedfollows, as of the “Agreement”):date set forth above:

EXHIBIT A – COLLATERAL DESCRIPTION. EXHIBIT A The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)general intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant Borrower and Bank are parties to the terms of a that certain negative pledge arrangement whereby Borrower, in connection with LenderBank’s loan(s) to Borrower, Borrower has agreed not to sell, transfer, assign, mortgage, pledge, lease, grant a security interest in, or encumber any of its Intellectual Property, Property without LenderBank’s prior written consent. EXHIBIT B – SIXTH AMENDMENT AMENDED AND RESTATED LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations AND SECURITY AGREEMENT This Sixth Amendment to Amended and warranties in the Restated Loan and Security Agreement are true(this “Amendment”) is entered into this 24th day of January, correct 2014, by and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary among Silicon Valley Bank (“Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s”), which agreements(s) were previously received FireEye, Inc., a Delaware corporation (“Parent”), and executed by me FireEye International, LLC, a Delaware limited liability company (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008“International” and together with Parent, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):).

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (ai) more than 65% sixty-six percent (66.0%) of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter matter, (ii) any Equipment that is subject to a Lien that is permitted pursuant to clause (c) of the definition of Permitted Liens, if the grant of a security interest with respect to such Equipment pursuant to this Agreement would be prohibited by the agreement creating such Permitted Lien or would otherwise constitute a default thereunder, provided, that such Equipment will be deemed Collateral hereunder upon the termination and release of such Permitted Lien, or (biii) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with LenderBank, Borrower has agreed not to encumber any of its Intellectual Property, Property without LenderBank’s prior written consent. EXHIBIT A EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: OF NOTICE OF BORROWING A10 Networks, Inc. Date: LOAN PAYMENT___________ ___, 20___ TO: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESSILICON VALLEY BANK 0000 Xxxxxx Xxxxx Xxxxx Xxxxx, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized SignatureXX 00000 Attention: Phone NumberCFD Operations Email: Print Name/TitleXXXXxxxxxxxxx@xxx.xxx xxxxxxxxx@xxx.xxx RE: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects dated as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noonNovember 1, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender 2016 (as amended, modified, supplemented or restated from time to time, the “Loan Agreement”):), by and between A10 Networks, Inc., a Delaware corporation (“Borrower”), and Silicon Valley Bank, a California banking corporation (the “Bank”) Ladies and Gentlemen: The undersigned refers to the Loan Agreement, the terms defined therein and used herein as so defined, and hereby gives you notice irrevocably, pursuant to Section 3.5(a) of the Loan Agreement, of the borrowing of an Advance.

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral “Collateral” does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentmatter. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME P.S.T.* Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC Ramtron International Corporation From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time P.S.T. Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: * Unless otherwise provided for an Advance bearing interest at LIBOR. By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE Silicon Valley Bank CORPORATE BORROWING CERTIFICATE TOBORROWER: GOLD HILL CAPITAL 2008Ramtron International Corporation DATE: February 29, L.P. Date2012 BANK: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESSilicon Valley Bank I hereby certify as follows, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions as of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):date set forth above:

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s 's right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s 's Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include include: (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter matter; (b) any interest of Borrower as a lessee or sublessee under a real property lease; (c) rights held under a license that are not assignable by their terms without the consent of the licensor thereof (but only to the extent such transfer is unenforceable under applicable law); (d) any interest of Borrower as a lessee under an Equipment lease if Borrower is prohibited by the terms of such lease from granting a security interest in such lease or under which such an assignment or Lien would cause a default to occur under such lease; provided, however, that upon termination of such prohibition, such interest shall immediately become Collateral without any action by Borrower or Bank; or (be) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s Bank's security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – - LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: (000) 000-0000 Date: _____________________ LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESINTERMOLECULAR, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # #________________________________ To Account # #__________________________________________________ (Deposit Account #) (Loan Account #) Principal $ $____________________________________ and/or Interest $ $________________________________________________ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # #________________________________ To Account # #__________________________________________________ (Loan Account #) (Deposit Account #) Amount of Advance $ $___________________________ All Borrower’s 's representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: _____________________________ Amount of Wire: $ Beneficiary Bank: ______________________________ Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: ___________________________ 2nd Signature (if required): _______________________________________ Print Name/Title: ______________________________ Print Name/Title: ______________________________________________ Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. SILICON VALLEY BANK Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESINTERMOLECULAR, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESIntermolecular, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC Inc. (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender Bank (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, the Myalept Intellectual Property, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (bi) any Intellectual PropertyProperty other than the Myalept Intellectual Property or (ii) any voting equity interests of any direct or indirect Foreign Subsidiaries of Borrower in excess of sixty-five percent (65.0%) of the total voting equity interests of such Foreign Subsidiaries; provided, howeverfurther, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If that if a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to Section 7.5 of the terms of a certain negative pledge arrangement with LenderLoan Agreement, Borrower has agreed not to encumber any of its Intellectual Property, Property (other than in respect of Permitted Liens) without LenderBank’s prior written consent. Schedule 2 EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INCE MYALEPT INTELLECTUAL PROPERTY Trademarks Trademark Status Country Application No. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # / Registration No. MYALEPT Registered United States 85/484,675 4,589,120 MYALEPT LOGO Registered United States 86/043,958 4,607,022 MYALEPT Pending Argentina 3.434.857 MYALEPT Registered Australia 1489472 MYALEPT LOGO Registered Australia 1607431 MYALEPT Pending Brazil 840579845 MYALEPT Registered Canada 1576839 TMA930,412 MYALEPT LOGO Accepted - Declaration of Use Required Canada 1664588 MYALEPT Registered Chile 1.168.266 1.190.345 MYALEPT Allowed China 13364976 MYALEPT LOGO Registered China 14052029 MYALEPT Pending Colombia 00000000 MYALEPT Pending Ecuador 2015-36280 MYALEPT Registered Europe 10858454 MYALEPT LOGO Registered Europe 12623682 MYALEPT Pending India 2543005 Trademark Status Country Application No. / Registration No. (Deposit Account #objected) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion MYALEPT LOGO Pending India 2684451 MYALEPT Registered Japan 2012-042755 5507673 MYALEPT LOGO Registered Japan 2014-013119 5729874 MYALEPT Pending Mexico 1,649,550 1595782 MYALEPT Pending Peru 630758 MYALEPT Abandoned Turkey 2012/44923 MYALEPT LOGO Abandoned Turkey 2014/14790 MYALEPT Registered Taiwan 101024566 1543918 MYALEPT LOGO Registered Taiwan 103009459 1675336 MYALEPT Pending Venezuela 12704-15 MYALEPT Pending Vietnam 0-0000-00000 LEPTREEV Abandoned United States 85/484,680 MYMLEP Abandoned United States 85/484,672 MYMLEP Registered Australia 1490035 MYMLEP Accepted - Declaration of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):Use Required Canada 1577140 MYMLEP Registered Europe 10874031 MYMLEP Registered Japan 2012-042756 5507674 MYMLEP Registered Korea 00-0000-00000 40-978892 MYMLEP Registered Turkey 2012/44934 MYMLEP Registered Taiwan 101025081 1549982 PAZLEP Abandoned United States 85/484,679 PAZLEP Registered Europe 10874014 BY MY SIDE Abandoned Australia 1376822 BY MY SIDE Abandoned China 8899984

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include include: (ai) property (and all substitutions, accessions, additions, attachments, accessories, improvements, replacements, products and proceeds thereto) subject to a lien described in clause (c) of the definition of Permitted Liens in which the granting of a security interest in such property or equipment is prohibited by or would constitute a default under any agreement or document governing such property, provided that upon the termination or lapsing of any such prohibition, such property shall automatically be part of the Collateral; and (ii) more than sixty-five percent (65% %) of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentmatter. EXHIBIT B – — LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: (000) 000-0000 Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESTRUECAR, INC., XXXXXXX.XXX, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONand ALG, LLC INC. From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Third Amended and Restated Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. SILICON VALLEY BANK Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESTRUECAR, INC., XXXXXXX.XXX, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONand ALG, LLC INC. The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESTrueCar, INC.; CHANNELADVISOR UK LIMITED; Inc., on behalf of TrueCar, Inc., XxxxXxx.xxx, Inc. and CA WASHINGTONALG, LLC Inc. (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Third Amended and Restated Loan and Security Agreement between Borrower and Lender Bank (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% rights held under a license that are not assignable by their terms without the consent of the presently existing and hereafter arising issued and outstanding shares licensor thereof (but only to the extent such restriction on assignment is enforceable under applicable law); (b) any interest of capital stock owned Borrower as a lessee under an Equipment lease if Borrower is prohibited by the terms of such lease from granting a security interest in such lease or under which such an assignment or Lien would cause a default to occur under such lease; provided, however, that upon termination of such prohibition, such interest shall immediately become Collateral without any action by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter Bank; or (bc) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with LenderBank, Borrower has agreed not to encumber any of its Intellectual Property, Property without LenderBank’s prior written consent. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WHERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax ToCOMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: LOAN PAYMENTFROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESKeryx Biopharmaceuticals, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONInc. The undersigned authorized officer of Keryx Biopharmaceuticals, LLC From Account # To Account # Inc. (Deposit Account #“Borrower”) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion certifies that under the terms and conditions of the funds from this loan advance Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are for an outgoing wire. From Account # To Account # no Events of Default, (Loan Account #3) (Deposit Account #) Amount of Advance $ All Borrower’s all representations and warranties in the Loan and Security Agreement are true, true and correct and complete in all material respects on the this date of the request for an advanceexcept as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only , (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries, if all any, relating to unpaid employee payroll or a portion benefits of funds from which Borrower has not previously provided written notification to Bank. Attached are the loan advance above is to be wiredrequired documents supporting the certification. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree The undersigned certifies that my (our) funds transfer request shall be processed these are prepared in accordance with and subject GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and conditions set forth that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed Agreement. Please indicate compliance status by me (us). Authorized Signature: 2nd Signature (if required): Print Namecircling Yes/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INCNo under “Complies” column.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment propertyproperty (excluding that certain investment account (Account Number 00000000) of Borrower at Xxxxx Fargo Bank, National Association), supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentmatter. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST — [FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax OF] NOTICE OF BORROWING CRAY INC. Date: To: DateSilicon Valley Bank 0000 Xxxxxx Xxxxx Xxxxx Xxxxx, XX 00000 Attention: LOAN PAYMENTCorporate Services Department Re: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects dated as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noonSeptember 13, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender 2010 (as amended, modified, supplemented or restated from time to time, the “Loan Agreement”):), by and between Cray Inc. (“Borrower”), and Silicon Valley Bank (“SVB”) Ladies and Gentlemen: The undersigned refers to the Loan Agreement, the terms defined therein and used herein as so defined, and hereby gives you notice irrevocably, pursuant to Section 3.5 of the Loan Agreement, of its request for an Advance.

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Deadline for same day processing is Noon P.S.T. Fax To: Date: LOAN PAYMENTLoan Payment: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESHEALTH GRADES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCELoan Advance: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”)::

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), including Intellectual Property) commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESOctober 29, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON2021 The undersigned, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion being the duly elected and acting Chief Executive Officer of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESINTERPACE BIOSCIENCES, INC.; CHANNELADVISOR UK LIMITED; , a Delaware corporation (“Parent”), INTERPACE DIAGNOSTICS CORPORATION, a Delaware corporation (“Diagnostics Corporation”), INTERPACE DIAGNOSTICS, LLC, a Delaware limited liability company (“Diagnostics”) and CA WASHINGTONINTERPACE PHARMA SOLUTIONS, LLC INC., a Delaware corporation (individually “Pharma Solutions”, and collectivelytogether with Parent, Diagnostics Corporation, and Diagnostics, each and together, jointly and severally, “Borrower”), does hereby certify to BROADOAK FUND V, L.P. (“Lender”) certifies in connection with that under the terms and conditions of the certain Loan and Security Agreement between dated as of October 29, 2021, by and among Borrower and Lender (as amended, the “Loan Agreement”):; with other capitalized terms used below having the meanings ascribed thereto in the Loan Agreement) that:

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax ToCOMPLIANCE CERTIFICATE TO: BIA DIGITAL PARTNERS Date: LOAN PAYMENTFROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESGLOBAL TELECOM & TECHNOLOGY, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONet al. The undersigned authorized officer of Global Telecom and Technology, LLC From Account # To Account # (Deposit Account #Inc. ( a “Borrower”) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion certifies that under the terms and conditions of the funds from this loan advance Note Purchase Agreement between Borrower and Purchaser (the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are for an outgoing wire. From Account # To Account # no Events of Default, (Loan Account #3) (Deposit Account #) Amount of Advance $ All Borrower’s all representations and warranties in the Loan and Security Agreement are true, true and correct and complete in all material respects on the this date of the request for an advanceexcept as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only , (4) each Borrower, and each of its respective Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state, national and local Taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against any Borrower or any of its respective Subsidiaries, if all any, relating to unpaid employee payroll or a portion benefits of funds from which any Borrower has not previously provided written notification to Purchaser. Attached are the loan advance above is to be wiredrequired documents supporting the certification. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree The undersigned certifies that my (our) funds transfer request shall be processed these are prepared in accordance with and subject GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and conditions set forth that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed Agreement. Please indicate compliance status by me (us). Authorized Signature: 2nd Signature (if required): Print Namecircling Yes/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INCNo under “Complies” column.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, Intellectual Property, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax ToCOMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: LOAN PAYMENTFROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESFLUX POWER, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONFLUX POWER HOLDINGS, LLC From Account # To Account # INC. The undersigned authorized officer of Flux Power, Inc. (Deposit Account #“Flux”) and Flux Power Holdings, Inc. (Loan Account #“Holdings”, and together with Flux, the “Borrower”) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion certifies that under the terms and conditions of the funds from this loan advance Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are for an outgoing wire. From Account # To Account # no Events of Default, (Loan Account #3) (Deposit Account #) Amount of Advance $ All Borrower’s all representations and warranties in the Loan and Security Agreement are true, true and correct and complete in all material respects on the this date of the request for an advanceexcept as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only , (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries, if all any, relating to unpaid employee payroll or a portion benefits of funds from which Borrower has not previously provided written notification to Bank. Attached are the loan advance above is to be wiredrequired documents supporting the certification. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree The undersigned certifies that my (our) funds transfer request shall be processed these are prepared in accordance with and subject GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and conditions that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column. Reporting Covenants Required Complies Monthly financial statements with Compliance Certificate Monthly within 30 days Yes No Annual financial statements (CPA Audited) FYE within 180 days Yes No 10-Q, 10-K and 8-K Within 5 days after filing with SEC Yes No A/R & A/P Agings, transaction reports, Deferred Revenue report, detailed debtor listing, general ledger, and perpetual inventory reports for Inventory valued on a first-in, first-out basis at the lower of cost or market (in accordance with GAAP) or such other inventory reports as are requested by Bank Monthly within 30 days Yes No Borrowing Base Reports(including an accounts receivable ledger report and any schedules related thereto and including any other information requested by Bank with respect to Borrower’s Accounts) (i) with each request for an Advance; and (ii) monthly within 7 days of month end Yes No Board approved projections FYE within 30 days and as amended/updated Yes No The following Intellectual Property was registered after the Effective Date (if no registrations, state “None”) Financial Covenant Required Actual Complies Maintain as indicated: Minimum Tangible Net Worth (monthly) See Section 6.9(a) $____________ Yes No The following financial covenant analyses and information set forth in Schedule 1 attached hereto are true and accurate as of the agreements(sdate of this Certificate. The following are the exceptions with respect to the certification above: (If no exceptions exist, state “No exceptions to note.”) covering funds transfer service(s)Flux Power, which agreements(s) were previously received and executed by me (us). Authorized SignatureInc. BANK USE ONLY Flux Power Holdings, Inc. Received by: 2nd Signature (if required): Print authorized signer By: Date: Name/: Title: Print Name/TitleVerified: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. authorized signer Date: FROMCompliance Status: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):Yes No

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% any of the presently existing and following, whether now owned or hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or acquired: (bi) any Intellectual Property; , provided, however, the Collateral shall include all Accounts Accounts, license fees and all proceeds royalty fees and other revenues, proceeds, or income arising out of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in or relating to any of the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as (ii) any of the Effective Dateoutstanding capital stock or other equity interests of any Subsidiary of Borrower organized under the laws of any jurisdiction other than the United States, include any State thereof or the Intellectual Property District of Columbia in excess of 65% of the voting power of all classes of such capital stock or other equity interests of such Subsidiary entitled to vote, (iii) Borrower’s cash collateral account maintained at Comerica Bank to secure certain lease obligations, provided that the extent necessary principal amount of such cash collateral account shall not exceed $250,000, but only for such times as Borrower is obligated to permit perfection maintain such cash collateral account in respect of such lease obligations. Borrower shall make appropriate entries upon its financial statements and its books and records disclosing Lender’s security interest in such Accounts and such other property of Borrower the Collateral, or (iv) equipment that are proceeds is subject to a Lien securing the financing of the Intellectual Propertypurchase price of such equipment and made in favor of US Bancorp Business Equipment Finance Group, provided, that (x) the Indebtedness secured by such lien shall not exceed Seventy Thousand Dollars ($70,000); and (y) upon the release of such Lien, such property shall be deemed to be Collateral hereunder and shall be subject to the security interest granted herein without any action by Borrower or Lender. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentexcept for Permitted Intellectual Property Licenses. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. OXFORD FINANCE CORPORATION Date: FROM: CHANNELADVISOR OMEROS CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC OMEROS CORPORATION (individually and collectively, jointly and severally, “Borrower”) hereby certifies that under in accordance with the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):),

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than sixty five percent (65% %) of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by of Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter matter, or (b) any Intellectual Property; providedCustomer Trust Accounts, howeverwhether now owned or hereafter acquired, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentwherever located. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESAVALARA, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C Transaction Report [Excel spreadsheet to be provided separately from lending officer.] EXHIBIT D COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. SILICON VALLEY BANK Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESAVALARA, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESAvalara, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTONInc., LLC (individually and collectively, jointly and severally, the “Borrower”) ), certifies that under the terms and conditions of (a) the Loan and Security Agreement between Borrower, Agent and the Lenders (the “Senior Loan Agreement”) and (b) the Subordinated Loan and Security Agreement between Borrower and Lender Silicon Valley Bank (as amendedthe “Subordinated Loan Agreement”, and together with the Senior Loan Agreement, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 65% any intent-to-use trademarks at all times prior to the first use thereof, whether by the actual use thereof in commerce, the recording of a statement of use with the presently existing United States Patent and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors Trademark Office or any other matter or otherwise, (b) any Intellectual Property; provided, however, interest of Borrower as a lessee under an Equipment lease if Borrower is prohibited by the Collateral shall include all Accounts and all proceeds terms of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have such lease from granting a security interest in such Accounts and lease or under which such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property an assignment or Lien would cause a default to the extent necessary to permit perfection of Lender’s security interest in occur under such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advancelease; provided, however, that upon termination of such materiality qualifier prohibition, such interest shall immediately become Collateral without any action by Borrower or Bank, (c) rights held under a license that are not assignable by their terms without the consent of the licensor thereof (but only to the extent such restriction on assignment is enforceable under applicable law), (d) IL-2, (e) any assets thereof that are the subject of the Liens permitted under clauses (j), (o), (p) and (q) of Permitted Liens or any assets that are the subject of clause (iii) of Permitted Negative Pledges, provided that upon the termination by the applicable holder thereof or expiration of any prohibition on the granting of Liens or negative pledges thereon, such assets shall automatically be subject to the first priority perfected security interest granted in favor of Bank hereunder and become Collateral without any action by Borrower or Bank, and provided further that, proceeds of the assets that are the subject of the Liens or negative pledges permitted under clauses (p) and (q) of Permitted Liens or clause (iii) of Permitted Negative Pledges in accounts of Borrower at Bank or Bank’s Affiliates shall not be applicable to any representations constitute Excluded Assets, and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with Collateral and subject to a first priority perfected security interest in favor of Bank hereunder, (f) the terms and conditions set forth in the agreements(s) covering funds transfer service(s)Novartis Assets, which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008provided, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACEShowever, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions proceeds of the Loan Novartis Assets in accounts of Borrower at Bank or Bank’s Affiliates shall not constitute Excluded Assets, and Security Agreement between are Collateral and subject to a first priority perfected security interest in favor of Bank hereunder, or (g) equity or ownership interest in XOMA CDRA LLC, provided that as of June 1, 2018, such equity or ownership interests shall automatically be subject to the first priority perfected security interest granted in favor of Bank hereunder and become Collateral without any action by Borrower and Lender or Bank (as amended(a) through (g) are collectively, the “AgreementExcluded Assets”):). EXHIBIT B

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include include: (a) more than 65% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter matter; (b) any interest of Borrower as a lessee or sublessee under a real property lease; (c) rights held under a license that are not assignable by their terms without the consent of the licensor thereof (but only to the extent such transfer is unenforceable under applicable law); (d) any interest of Borrower as a lessee under an Equipment lease if Borrower is prohibited by the terms of such lease from granting a security interest in such lease or under which such an assignment or Lien would cause a default to occur under such lease; provided, however, that upon termination of such prohibition, such interest shall immediately become Collateral without any action by Borrower or Bank; or (be) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consent. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: (000) 000-0000 Date: _____________________ LOAN PAYMENT: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESINTERMOLECULAR, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # #________________________________ To Account # #__________________________________________________ (Deposit Account #) (Loan Account #) Principal $ $____________________________________ and/or Interest $ $________________________________________________ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # #________________________________ To Account # #__________________________________________________ (Loan Account #) (Deposit Account #) Amount of Advance $ $___________________________ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: _____________________________ Amount of Wire: $ Beneficiary Bank: ______________________________ Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: ___________________________ 2nd Signature (if required): _______________________________________ Print Name/Title: ______________________________ Print Name/Title: ______________________________________________ Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. SILICON VALLEY BANK Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESINTERMOLECULAR, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESIntermolecular, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC Inc. (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender Bank (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (ai) any Intellectual Property, whether now owned or hereafter acquired; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property; or (ii) more than sixty-five percent (65% %) of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Propertymatter. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of LenderBank’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with LenderBank, Borrower has agreed not to encumber any of its Intellectual Property, Property without LenderBank’s prior written consent. Exhibit A EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax ToB—BORROWING BASE CERTIFICATE Borrower: DateAriosa Diagnostics, Inc. Lender: LOAN PAYMENTSilicon Valley Bank Commitment Amount: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):$10,000,000 DOMESTIC ACCOUNTS RECEIVABLE

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables)Accounts, Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral “Collateral” does not include (ai) more than 6566% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or and (bii) any Intellectual Property; providedof Borrower’s rights, however, the Collateral shall include all Accounts title and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts SEN Corporation, an SHI and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentAxcelis Company. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To- COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: LOAN PAYMENTFROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESAxcelis Technologies, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONInc. and Axcelis Technologies CCS Corporation The undersigned authorized officer of Axcelis Technologies, LLC From Account # To Account # Inc. and Axcelis Technologies CCS Corporation (Deposit Account #“Borrower”) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion certifies that under the terms and conditions of the funds from this loan advance Loan and Security Agreement between, inter alia, Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are for an outgoing wire. From Account # To Account # no Events of Default, (Loan Account #3) (Deposit Account #) Amount of Advance $ All Borrower’s all representations and warranties in the Loan and Security Agreement are true, true and correct and complete in all material respects on the this date of the request for an advanceexcept as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if , (4) Borrower, and each of its Domestic Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or a portion claims made against Borrower or any of funds from its Domestic Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the loan advance above is to be wiredrequired documents supporting the certification. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree The undersigned certifies that my (our) funds transfer request shall be processed these are prepared in accordance with and subject GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and conditions set forth that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed Agreement. Please indicate compliance status by me (us). Authorized Signature: 2nd Signature (if required): Print Namecircling Yes/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INCNo under “Complies” column.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables)equipment, Equipment, Inventoryinventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles general intangibles (except as provided belowincluding payment intangibles) accounts (including health-care receivables), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), commercial tort claims, securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, now owned or later acquired; any patents, trademarks, service marks and applications therefor; trade styles, trade names, any trade secret rights, including any rights to unpatented inventions, know-how, operating manuals, license rights and agreements and confidential information, now owned or hereafter acquired; or any claims for damages by way of any past, present and future infringement of any of the foregoing; and All Borrower’s Books books relating to the foregoing, foregoing and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does shall not be deemed to include (a) more than any ownership interest in Everyday Health India Private Limited, (b) any ownership interest in any other Foreign Subsidiary in excess of 65% of the presently existing and hereafter arising issued and total outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security voting interest in such Accounts Foreign Subsidiary, or (c) the Security Deposits (as defined in the Subordinated Loan and such property that are proceeds of Intellectual PropertySecurity Agreement among Borrower, then Agent and the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property Lenders) but only to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms granting of a certain negative pledge arrangement with Lender, lien to Agent in the Security Deposits would result in a default by Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentunder the documents evidencing such Security Deposits. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Deadline for same day processing is Noon Eastern Time Fax To: Date: LOAN PAYMENTLoan Payment: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESEveryday Health, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONInc. Everyday Health Media, LLC MedPage Today, L.L.C. From Account # __________________________ To Account # _______________________________ (Deposit Account #) (Loan Account #) Principal $ ______________________________ and/or Interest $ ______________________________ Authorized Signature: :__________________________ Phone Number: _____________________________ Print Name/Title: LOAN ADVANCE_____________________________ Loan Advance: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # __________________________ To Account # __________________________ (Loan Account #) (Deposit Account #) Amount of Advance Credit Extension: $ _____________________________ All Borrower’s representations and warranties in the Subordinated Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: __________________________ Phone Number: __________________________ Print Name/Title: OUTGOING WIRE REQUEST__________________________ Outgoing Wire Request: Complete only if all or a portion of funds from the loan advance above is to be wired. Deadline for same day processing is noon, Pacific Eastern Time Beneficiary Name: __________________________ Amount of Wire: $ _____________________________ Beneficiary Bank: __________________________ Account Number: ______________________________ City and State: ____________________________ Beneficiary Bank Transit (ABA) #: _____________ Beneficiary Bank Code (Swift, Sort, Chip, etc.): ________ (For International Wire Only) Intermediary Bank: __________________________ Transit (ABA) #: __________________________ For Further Credit to: ___________________________________________________________________________________ Special Instruction: _____________________________________________________________________________________ By signing below, I (we) acknowledge and agree that my (our) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements(s) covering funds transfer service(s), which agreements(s) were previously received and executed by me (us). Authorized Signature: __________________________ 2nd Signature (if required): __________________________ Print Name/Title: ______________________________ Print Name/Title: ______________________________ Telephone #: __________________________________ Telephone #: __________________________________ EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008, L.P. SILICON VALLEY BANK Date: _______________ FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESEVERYDAY HEALTH, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON.; EVERYDAY HEALTH MEDIA, LLC LLC; and MEDPAGE TODAY, L.L.C. The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACESEVERYDAY HEALTH, INC.; CHANNELADVISOR UK LIMITEDEVERYDAY HEALTH MEDIA, LLC; and CA WASHINGTONMEDPAGE TODAY, LLC L.L.C. (jointly and severally, individually and collectively, jointly and severally, “Borrower”) certifies that under the terms and conditions of the Subordinated Loan and Security Agreement between Borrower among Borrower, Agent and Lender Lenders (as amended, the “Agreement”):

EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) more than 6566% of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter or (b) any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. If a judicial authority (including a U.S. Bankruptcy Court) would hold that a security interest in the underlying Intellectual Property is necessary to have a security interest in such Accounts and such property that are proceeds of Intellectual Property, then the Collateral shall automatically, and effective as of the Effective Date, include the Intellectual Property to the extent necessary to permit perfection of Lender’s security interest in such Accounts and such other property of Borrower that are proceeds of the Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Lender, Borrower has agreed not to encumber any of its Intellectual Property, without Lender’s prior written consentmatter. EXHIBIT B – LOAN PAYMENT/ADVANCE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax ToOF COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: LOAN PAYMENTFROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACESCALIX NETWORKS, INC. CHANNELADVISOR UK LIMITED CA WASHINGTONThe undersigned authorized officer of Calix Networks, LLC From Account # To Account # Inc. (Deposit Account #“Borrower”) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion certifies that under the terms and conditions of the funds Amended and Restated Loan and Security Agreement between Borrower and Bank (as amended from this loan advance time to time, the “Loan Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are for an outgoing wire. From Account # To Account # no Events of Default, (Loan Account #3) (Deposit Account #) Amount of Advance $ All Borrower’s all representations and warranties in the Loan and Security Agreement are true, true and correct and complete in all material respects on the this date of the request for an advanceexcept as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Complete only if , (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or a portion claims made against Borrower or any of funds from its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the loan advance above is to be wiredrequired documents supporting the certification. Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): (For International Wire Only) Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: By signing below, I (we) acknowledge and agree The undersigned certifies that my (our) funds transfer request shall be processed these are prepared in accordance with and subject GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and conditions set forth that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the agreements(sLoan Agreement. Please indicate compliance status by circling Yes/No under “Complies” column. Reporting Covenant Required Complies Monthly financial statements with Compliance Certificate Monthly within 30 days Yes No Annual financial statement (CPA Audited) covering funds transfer service(s)+ XX XXX within 150 days Yes No Transaction Report, which agreements(sA/R & A/P Agings Monthly within 20 days or weekly if the Modified Quick Ratio as of the most recent month end is less than the Asset Based Threshold Yes No [The following Intellectual Property was registered (or a registration application submitted) were previously received and executed by me (us). Authorized Signature: 2nd Signature after the Effective Date (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: EXHIBIT C COMPLIANCE CERTIFICATE TO: GOLD HILL CAPITAL 2008no registrations, L.P. Date: FROM: CHANNELADVISOR CORPORATION MERCHANDISINGADVISOR CORPORATION CA MARKETPLACES, INC. CHANNELADVISOR UK LIMITED CA WASHINGTON, LLC The undersigned authorized officer of CHANNELADVISOR CORPORATION; MERCHANDISINGADVISOR; CORPORATION; CA MARKETPLACES, INC.; CHANNELADVISOR UK LIMITED; and CA WASHINGTON, LLC (individually and collectively, jointly and severally, state “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Lender (as amended, the “Agreement”):None”)]1