ADMINISTRATION AGREEMENT among PROSPER FUNDING LLC, as the Company and as the Licensor PROSPER MARKETPLACE, INC., in its capacity as the Licensee PROSPER MARKETPLACE, INC., in its separate capacity as the Corporate Administrator PROSPER MARKETPLACE,...Administration Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • New York
This ADMINISTRATION AGREEMENT executed on January 22nd, 2013 and made effective as of February 1, 2013 by and among PROSPER FUNDING LLC (the “Company” and the “Licensor”), PROSPER MARKETPLACE, INC., in its capacity as licensee (the “Licensee”), PROSPER MARKETPLACE, INC., in its separate capacity as the corporate administrator (the “Corporate Administrator”), PROSPER MARKETPLACE, INC., in its separate capacity as the Loan Platform Administrator (the “Loan Platform Administrator”) and PROSPER MARKETPLACE, INC., in its separate capacity as the Loan and Note Servicer (the “Loan and Note Servicer”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PROSPER FUNDING LLCLimited Liability Company Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Delaware
This Second Amended and Restated Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of PROSPER FUNDING LLC (the “Company”), dated as of January 10, 2013, is entered into by PROSPER MARKETPLACE, INC., a Delaware corporation as the sole equity member (the “Member”), Bernard J. Angelo and Kevin P. Burns, as Independent Directors who may become Special Members and each other Special Member who may become a party hereto from time to time. Capitalized terms used but not otherwise defined in Schedule A hereto shall have the respective meanings assigned to such terms in the Indenture or, if not defined therein, in the Administration Agreement.
CONFIDENTIAL TREATMENT REQUESTED WEBBANK and PROSPER MARKETPLACE, INC. SECOND AMENDED AND RESTATED LOAN ACCOUNT PROGRAM AGREEMENTLoan Account Program Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Utah
This SECOND AMENDED AND RESTATED LOAN ACCOUNT PROGRAM AGREEMENT (this “Agreement”), dated as of January 25, 2013 (“Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER MARKETPLACE, INC., a Delaware corporation, having its principal location in San Francisco, California (“Company”).
ASSET TRANSFER AGREEMENTAsset Transfer Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • California
This ASSET TRANSFER AGREEMENT (this “Agreement”), dated as of January 22, 2013, is entered into by and between Prosper Marketplace, Inc., a Delaware corporation (“PMI”), and Prosper Funding LLC, a Delaware limited liability company and a wholly-owned subsidiary of PMI (“Prosper Funding”). PMI and Prosper Funding are sometimes individually referred to herein as a “Party” and are sometimes collectively referred to herein as the “Parties.”
CONFIDENTIAL TREATMENT REQUESTED WEBBANK and PROSPER MARKETPLACE, INC. STAND BY LOAN PURCHASE AGREEMENT Dated as of January 25, 2013Stand by Loan Purchase Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Utah
This STAND BY LOAN PURCHASE AGREEMENT (this “Agreement”), dated as of January 25, 2013 (“Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER MARKETPLACE, INC., a Delaware corporation, having its principal location in San Francisco, California (“PMI”).
AMENDED AND RESTATED SERVICES AGREEMENTServices Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Virginia
THIS AMENDED AND RESTATED SERVICES AGREEMENT (this “Agreement”), dated as of January 24, 2013, is among FOLIOfn Investments, Inc., a Virginia corporation registered as a broker-dealer under the Securities Exchange Act of 1934, as amended (“Folio”), Prosper Marketplace, Inc. a Delaware corporation (“PMI”), and Prosper Funding LLC, a Delaware limited liability company and wholly-owned subsidiary of PMI (“PFL”). As used in this Agreement, “Party” means Folio, PMI or PFL; “Parties” means Folio, PMI and PFL; “Prosper Party” means PMI or PFL; and “Prosper Parties” means PMI and PFL
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Virginia
THIS AMENDED AND RESTATED LICENSE AGREEMENT (this “Agreement”) is made and entered into as of January 24, 2013 (the “Effective Date”), among Prosper Marketplace, Inc., a Delaware corporation, (“PMI”), Prosper Funding LLC, a Delaware limited liability company and wholly-owned subsidiary of PMI (“PFL”), and FOLIOfn Investments, Inc., a broker-dealer registered under the Securities Exchange Act of 1934, as amended, and organized under the laws of the Commonwealth of Virginia (“Licensee”).
CONFIDENTIAL TREATMENT REQUESTED WEBBANK PROSPER MARKETPLACE, INC. and PROSPER FUNDING LLC SECOND AMENDED AND RESTATED LOAN SALE AGREEMENT Dated as of January 25, 2013Loan Sale Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Utah
This SECOND AMENDED AND RESTATED LOAN SALE AGREEMENT (this “Agreement”), dated as of January 25, 2013 (“Effective Date”), is made by and among WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), PROSPER MARKETPLACE, INC., a Delaware corporation, having its principal location in San Francisco, California (“PMI”), and PROSPER FUNDING LLC, a Delaware limited liability company and a wholly-owned subsidiary of PMI, also having its principal location in San Francisco, California (“PFL”).
AMENDED AND RESTATED HOSTING SERVICES AGREEMENTHosting Services Agreement • January 28th, 2013 • Prosper Funding LLC • Finance services • Virginia
This Amended and Restated Hosting Services Agreement (the “Agreement”) among Prosper Marketplace, Inc., a Delaware corporation (“PMI”), Prosper Funding LLC, a Delaware limited liability company and wholly-owned subsidiary of PMI (“PFL”), and FOLIOfn Investments, Inc. (“Customer”) is dated January 24, 2013 (the “Effective Date”). As used in this Agreement, “Party” means PMI, PFL or Customer; “Parties” means PMI, PFL, and Customer; “Prosper Party” means PMI or PFL; and “Prosper Parties” means PMI and PFL.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • January 28th, 2013 • Prosper Funding LLC • Finance services • New York
This FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 22, 2013 and effective as of the Effective Time (as defined in Section 5(a) below), is entered into by and among Prosper Marketplace, Inc., a Delaware corporation (“PMI”), Prosper Funding LLC, a Delaware limited liability company (“Prosper Funding”), 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”).
