0001416265-24-000007 Sample Contracts

Investor Registration Agreement
Investor Registration Agreement • March 22nd, 2024 • Prosper Funding LLC • Finance services

This Investor Registration Agreement (this “Agreement”) is made and entered into among you, Prosper Funding LLC (“Prosper”, “we”, or “us”), and Prosper Marketplace, Inc. (a separate legal entity that is the parent company of Prosper). This Agreement will govern all purchases of Borrower Payment Dependent Notes (“Notes”) that you may, from time to time, make from Prosper, and all purchases of PMI Management Rights that you may, from time to time, make from Prosper Marketplace, Inc.

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indicates that certain confidential information contained in this document, marked by brackets, has been omitted because the information is (i) not material and (ii) would be competitively harmful if disclosed. FOURTH AMENDMENT TO STAND BY PURCHASE...
Stand by Purchase Agreement • March 22nd, 2024 • Prosper Funding LLC • Finance services • Utah

This FOURTH AMENDMENT TO STAND BY PURCHASE AGREEMENT (this “Amendment”), dated as of February 28, 2024 (the “Amendment Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER MARKETPLACE, INC., a Delaware corporation having its principal location in San Francisco, California (“Company”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Existing Stand By Purchase Agreement (as defined below).

indicates that certain confidential information contained in this document, marked by brackets, has been omitted because the information is (i) not material and (ii) would be competitively harmful if disclosed. SEVENTH AMENDMENT TO ASSET SALE AGREEMENT
Asset Sale Agreement • March 22nd, 2024 • Prosper Funding LLC • Finance services • Utah

This SEVENTH AMENDMENT TO ASSET SALE AGREEMENT (this “Amendment”), dated as of February 28, 2024 (the “Amendment Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER FUNDING LLC, a Delaware limited liability company having its principal location in San Francisco, California (“PFL”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Existing Asset Sale Agreement (as defined below).

indicates that certain confidential information contained in this document, marked by brackets, has been omitted because the information is (i) not material and (ii) would be competitively harmful if disclosed. SEVENTH AMENDMENT TO MARKETING AGREEMENT
Marketing Agreement • March 22nd, 2024 • Prosper Funding LLC • Finance services • Utah

This SEVENTH AMENDMENT TO MARKETING AGREEMENT (this “Amendment”), dated as of February 28, 2024 (the “Amendment Effective Date”), is made by and between WEBBANK, a Utah-chartered industrial bank having its principal location in Salt Lake City, Utah (“Bank”), and PROSPER MARKETPLACE, INC., a Delaware corporation having its principal location in San Francisco, California (“Company”). Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Existing Marketing Agreement (as defined below).

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