0000950123-10-044720 Sample Contracts

Borrower Membership Agreement
Borrower Membership Agreement • May 6th, 2010 • LendingClub Corp • Finance services • Delaware

The following terms constitute a binding agreement (the “Agreement”) between you and LendingClub Corporation, a Delaware corporation (“LendingClub,” “we,” or “us”). BY ELECTRONICALLY SIGNING THE AGREEMENT, YOU HAVE SIGNIFIED YOUR AGREEMENT TO THESE TERMS. Under this Agreement, you agree to apply for one or more installment loans from our designated lender, WebBank, a Utah-chartered industrial bank (“WBK”), through the web site lending platform at www.Lendingclub.com, including any subdomains thereof (the “Site”), operated by us. These terms affect your rights and you should read them carefully and print a copy for your records. Your agreement to these terms means you agree to borrow and repay the money if any of your loans are funded, consent to our privacy policy, agree to transact with us electronically, and agree to have any dispute with us resolved by binding arbitration.

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Loan Agreement
Loan Agreement • May 6th, 2010 • LendingClub Corp • Finance services • Iowa

The following terms, together with your loan request on the Site, as defined herein, constitute a binding agreement (the “Agreement”) between you and WebBank, a Utah-chartered industrial bank (“WBK,” “we,” or “us”). BY ELECTRONICALLY SIGNING THE AGREEMENT, YOU HAVE SIGNIFIED YOUR AGREEMENT TO THESE TERMS. Under this Agreement, you agree to receive and repay one or more installment loans from us, through the website lending platform at www.Lendingclub.com, including any subdomains thereof (the “Site”) operated by LendingClub Corporation, a Delaware corporation (“LendingClub”). These terms affect your rights and you should read them carefully and print a copy for your records. Your agreement to these terms means you agree to borrow and repay the money if your loan is funded under the terms of this Agreement, consent to our privacy policy, agree to transact with us electronically, and agree to have any dispute with us resolved by binding arbitration.

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 6th, 2010 • LendingClub Corp • Finance services

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into this 15th day of April, 2010, by and among SILICON VALLEY BANK (“Bank”), and LENDINGCLUB CORPORATION, a Delaware corporation (“Borrower”).

SECURITY AGREEMENT: SPECIFIC RIGHTS TO PAYMENT
Security Agreement • May 6th, 2010 • LendingClub Corp • Finance services • Delaware
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 6th, 2010 • LendingClub Corp • Finance services

THIS FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into this 15th day of April, 2010, by and among GOLD HILL VENTURE LENDING 03, LP (as modified from time to time, “Lenders”), GOLD HILL VENTURE LENDING 03, LP (“Gold Hill”) in its capacity as Administrative Agent on behalf of the Lenders, SILICON VALLEY BANK (“SVB”), in its capacity as Collection Agent on behalf of the Lenders, and LENDINGCLUB CORPORATION, a Delaware corporation (“Borrower”).

SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • May 6th, 2010 • LendingClub Corp • Finance services • New York

THIS SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) is made as of May 5, 2010, by and between LendingClub Corporation, a Delaware corporation (the “Company”), and Wells Fargo Bank, National Association, a national banking association incorporated and existing under the laws of the United States of America, as trustee (the “Trustee”).

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