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Case Number: COSO-19-013179 Division: 61
Filing # 97304446 E-Filed 10/15/2019 02:24:19 PM
IN THE COUNTY COURT OF THE SEVENTEENTH JUDICIAL CIRCUIT
IN AND FOR BROWARD COUNTY, FLORIDA
VELOCITY INVESTMENTS, LLC,
PO Box 788
Wall, NJ 07719
Plaintiff, Case No.:
vs.
Division:
CHARLES GAGLIANO,
Defendant,
= /
= COMPLAINT
= Plaintiff, VELOCITY INVESTMENTS, LLC, sues the Defendant, CHARLES GAGLIANO,
= and for its Complaint states as follows:
= COUNT I - BREACH OF AGREEMENT
_= 1, This is an action for damages that do not exceed $15,000.00, exclusive of court costs.
=n
== 2. Defendant, CHARLES GAGLIANO, entered into an Agreement, a copy being attached
=
= hereto and made a part hereof.
SS
=] 3. Plaintiffs predecessor performed all conditions required by the Agreement.
B=
== 4, The account has been assigned to the Plaintiff.
5. The Defendant is in default of the Agreement by failing to make payment and Plaintiff
is entitled to the sum of, $11,349.45, by virtue of default.
REMAINDER OF PAGE LEFT BLANK INTENTIONALLY
*** FILED: BROWARD COUNTY, FL BRENDA D. FORMAN, CLERK 10/15/2019 02:24:18 PM.****WHEREFORE, Plaintiff demands judgment against the Defendant in the sum of
$11,349.45, together with court costs.
19092%E99563 maw
Respectfully submitted,
MARCADIS SINGER, P.A.
ph S. Marcadis, Esquire, FL Bar #351458
Ibert M. Singer, Esquire, FL Bar #282987
y J. Winarsky, Esquire, FL Bar #900140
nathan P. Hempfling, Esquire, FL Bar #89067
Robert J. Lindeman, Esquire, FL Bar #112608
nee H. Marcadis, Esquire, FL Bar #121587
5104 South Westshore Blvd,, Tampa, FL 33611
813/288-1881, toll free 888/547-1881
Fax: 813/288-9678
E-service: pleadings@marcadislaw.com
ATTORNEY FOR PLAINTIFF
This is a communication from a debt collector. We are attempting to collect a debt. Any information you provide may be used for that purpose.Borrower Documents and Information - Lending Club
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Charles Gagliano
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1041 Hamlin Terr
FORT LAUDERDALE , FL 33325
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Loan Issue Date
¢ Loan Issued on; 10/7/13 7:06 AM
Breakdown of Loan
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20f3
Principal Balance (Principle remaining to be paid): $10,614.64
Principal paid to date: $4,385.36
Total amount paid to date: $8,426.51 (38.33%)
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Loan Agreement
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.
1, Loan Terms. Your loan will have a principal balance between $1,000 and $35,000 in the specific amount
and on the terms set forth in the disclosures provided to you (see the disclosures at
http://www. lendingclub.com/account/truthInLending.action). You agree and acknowledge that the initial loan
disclosures made to you are estimates (other than APR) and may be as much as 40% less than the initially
requested amounts. All loans are unsecured, fully-amortizing, closed-end loans with either a three (3)-year or
five (5)-yéar term. Please see you Borrower Membership Agreement and other information provided to you
in connection with registering your loan request on the Site for additional details. Your obligations, including
your obligation to repay principal and interest, are set forth in this Agreement and in the Note or Notes that
you will make to us, as described in section 3 below.
2. Credit Decisions, Your loan request must include your annual income and such other information as we
may obtain through the Site. We will consider public assistance, alimony, child support, or separate
maintenance income as income if you choose to include such sources of income in your application and such
income is likely to continue. We reserve the right to verify any information you submit by requiring you to
produce appropriate documentation or other proof, and also reserve the right to conduct such verification
through a third party. You hereby authorize us to request and obtain data from a third party to verify any
information you provide to us in connection with your loan request. We may terminate consideration of your
application at any time in our sole discretion.
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3. Loan Funding and Closing. You may post a loan request on the Site, and LendingClub investors
("Investors") will be able to review your loan request. Investors may commit funds to purchase, in various
amounts, Member Payment Dependent Notes ("MPDNs") that LendingClub may issue to Investors who
commit funds for your loan request. You acknowledge that a Investor's commitment to purchase a MPDN
corresponding to all or a portion of your loan from us does not confer any rights to you. You understand that
individual Investors make their own decisions whether to commit funds for your loan. LendingClub may also
choose to commit funds for all or part of your loan request but is not obligated to do so.
Your loan will close and issue, unless you notify us in writing of your election to terminate your loan request
sufficiently far in advance of the loan closing for us to cancel the loan, if:
(i) within 14 days following the posting of your loan request, the aggregate amount of funding commitments
through the Site fulfills your listed loan request in full, or
(ii) at the end of the 14 days following the posting of your unsecured Ioan request, the aggregate funding
commitments through the Site are greater than or equal to 60% of your listed loan request but less than 100%.
If at the end of the posting period for your loan request, the funding commitments through the Site are less
than 60% of your original loan request, you may elect to:
(i) accept this lesser amount at which point your loan will close,
(ii) withdraw your loan request, or
(iii) withdraw your loan request and relist it on the Site.
Funding of your loan request might be available before the expiration of the 14-day period set forth above. In
no event, will we be obligated to notify you of the date upon which your loan may or will fund.
If we extend a loan to you, you agree to execute by power of attorney as described below, and be bound by
the terms set forth in, the form of promissory note attached as Exhibit A (the "Note") as to your loan. You
agree to execute multiple Notes if we request you do so, provided that the aggregate principal amounts of
such Notes shal! equal the total amount of your loan. LendingClub will execute your Note(s) on your behalf
pursuant to a power of attorney you grant to LendingClub when registering your loan request. You authorize
us to disburse the loan proceeds by Automated Clearing House ("ACH") transfer to your designated account
or on your behalf to your selected designee. Following our disbursement of the loan proceeds as set forth
above, we will assign the Note(s) and your loan to LendingClub,
BY COMPLETING YOUR APPLICATION AND SUBMITTING YOUR LOAN REQUEST, YOU ARE
COMMITTING TO OBTAIN A LOAN FROM US IN THE AMOUNT AND ON THE TERMS SET
FORTH IN YOUR AGREEMENTS WITH WBK (OR ITS ASSIGNEES) AND THE DISCLOSURES
PROVIDED TO YOU IN CONNECTION WITH YOUR REQUEST, SHOULD YOUR REQUEST BE
FUNDED. YOU HAVE NO RIGHT TO RESCIND THE LOAN ONCE MADE BUT YOU MAY PREPAY
THE LOAN AT ANY TIME WITHOUT PENALTY. We will not lend you any funds unless and until
sufficient commitments are received from Investors and/or LendingClub.
4, Making Your Loan Payments. You authorize us and our successors and assigns to debit your designated
account by ACH transfer for the amount of each payment due on each due date. You may elect to make
payments by personal check by contacting support@lendingclub.com or by regular mail at LendingClub
Corporation, 71 Stevenson St. Suite 300, San Francisco, CA 94105, Attention: Loan Processing Department.
If you elect to make payments by check, you acknowledge and agree that there will be a $15 check
processing fee per payment, subject to applicable law. If you elect to make payments by check, you must
send the check either (i) by regular mail to Lending Club Corporation, Dept #34268, P.O. Box 39000, San
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Francisco, CA 94139, or (ii) by overnight mail or UPS delivery to Wells Fargo Lock Box Services, Dept
#34268, 3440 Walnut Ave, Window H, Fremont, CA 94538. This authorization does not affect your
obligation to pay when due all amounts payable on your loan, whether or not there are sufficient funds
therefore in such accounts. The foregoing authorization is in addition to, and not in limitation of, any rights of
setoff we may have. With regard to payments made by automatic withdrawal, you have the right to stop
payment of automatic withdrawals or revoke your prior authorization for automatic withdrawals by notifying
your financial institution at least three (3) banking days before the scheduled date of transfer. You must notify
us of the exercise of your right to stop a payment or revoke your authorization for automatic withdrawals at
least three (3) banking days before the scheduled date of transfer. All payments are to be applied first to the
payment of all fees, expenses and other amounts due (excluding principal and interest), then to accrued
interest, and the balance on account of outstanding principal; provided, however, that after an Event of
Default (as defined below), payments will be applied to your obligations as we determine in our sole
discretion,
5, Other Borrower Obligations. You agree that you (A) are a US citizen or permanent resident and (B) will
not, in connection with your loan request: (i) make any false, misleading or deceptive statements or omissions
of fact in your listing, including but not limited to in the loan title, or in your loan description; (ii)
misrepresent your identity, or describe, present or portray yourself as a person other than yourself; (iii) give
to or receive from, or offer or agree to give to or receive from any LendingClub member or other person any
fee, bonus, additional interest, kickback or thing of value of any kind except in accordance with the terms of
your loan; (iv) represent yourself to any person, as a representative, employee, or agent of ours, or purport to
speak to any person on our behalf; (v) provide, in your loan request or in communications on the Site related
to your loan request, information upon which a discriminatory lending decision may be made, such as your
race, color, religion, national origin, sex, marital status, age, any exercise of your consumer rights or the
existence of alimony, child support, or separate income (unless you have included such income in your
application to be considered for loan qualification) or (vi) use any of the loan proceeds to fund any post-
secondary educational expenses, including, but not limited to, tuition, fees, books, supplies, miscellaneous
expenses, or room and board (see Section 472 of 20 U.S.C. 108711 http://www.law.cornell.edu/uscode/search
/display.html?terms=108711 &url=/uscode/html/uscode20/usc_sec_20_00001087--11000-.htm! for a complete
list), You acknowledge and agree that we may rely without independent verification on the accuracy,
authenticity, and completeness of all information you provide to us, You certify that the proceeds of the loan
will not be used for the purpose of purchasing or carrying any securities or to fund any illegal activity.
6. Fees, A non-refundable origination fee paid by you to LendingClub as provided under your
agreement with LendingClub will be deducted from your loan proceeds, so the loan proceeds delivered
to you or on your behalf will be less than the full amount of your issued loan. You acknowledge that the
origination fee will be considered part of the principal on your loan and is subject to the accrual of interest.
You agree to pay a fee of $15, if ACH transfers or checks are returned or fail due to insufficient funds in your
account or for any other reason, Each attempt to collect a payment is considered a separate transaction, so an
unsuccessful payment fee will be assessed for each failed attempt. The bank that holds your designated
account may assess its own fee in addition to the fee we assess. If Borrower's payment is more than 15 days
late, Lender may charge a late fee in an amount the greater of 5% of the outstanding payment or $15. Ifa
payment is more than 30 days late, we shall charge such late fee. We will charge only one late fee on each
late payment, These fees may be collected using ACH transfers initiated by us from your designated account.
Any such late fee assessed is immediately due and payable. Any payment received after 6:00 P.M., Mountain
time, on a banking day is deemed received on the next succeeding banking day.
7, Default and Termination. You will be deemed in default on your loan (each, an "Event of Default") if
you: (1) fail to pay timely any amount due on your loan; (2) file or have instituted against you any bankruptcy
or insolvency proceedings or make any assignment for the benefit of creditors; (3) die; (4) commit fraud or
make any material misrepresentation in this Agreement, the Note, or any other documents, applications or
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related materials delivered to us in connection with your loan; or (5) fail to abide by the terms of this
Agreement. Upon the occurrence of an Event of Default, we may exercise all remedies available to us under
applicable law, this Agreement, and the Note, including without limitation (1) demand that you immediately
pay all amounts owed on your loan or (2) terminate this Agreement. Any loans you obtain prior to the
effective date of termination resulting from listings you placed on the Site shall remain in full force and effect
in accordance with their terms.
8. Collection & Reporting of Delinquent Loans, We reserve the right to report loan payment delinquencies
at or in excess of 30 days to one or more consumer reporting agencies in accordance with applicable law. You
agree to pay all costs of collecting any delinquent payments, including reasonable attorneys’ fees, as
permitted by applicable law.
TCPA Consent: You expressly consent to receiving calls and messages, including auto-dialed and pre-
recorded message calls and SMS messages (including text messages) from us, our affiliates, marketing
partners, agents and others calling at their request or on their behalf, at any telephone numbers that you have
provided or may provide in the future (including any cellular telephone numbers). Your cellular or mobile
telephone provider will charge you according to the type of plan you carry.
9, Assignment of Your Loan. Following the closing of your loan you hereby agree that we may, without
notice to you, (i) assign all of our right, title and interest in this Agreement to LendingClub and (ii) assign
your Note(s) to LendingClub. You understand, acknowledge and agree that LendingClub may sell, assign or
transfer your Note(s) and all associated documents and information related to the Note without your consent
or notice to you.
10. NO GUARANTEE, WE DO NOT WARRANT OR GUARANTEE (1) THAT YOUR LOAN REQUEST
WILL BE FUNDED, OR (2) THAT YOU WILL RECEIVE A LOAN AS A RESULT OF POSTING A
REQUEST.
11, Entire Agreement. This Agreement and any Note represents the entire agreement between you and us
regarding the subject matter hereof and supersedes all prior or contemporaneous communications, promises
and proposals, whether oral, written or electronic, between us with respect to your loan request and loan. The
WBK Privacy Notice attached as Exhibit B is incorporated by reference into this Agreement.
12, Electronic Transactions. THIS AGREEMENT IS FULLY SUBJECT TO YOUR CONSENT TO
ELECTRONIC TRANSACTIONS AND DISCLOSURES, WHICH CONSENT IS SET FORTH IN THE
TERMS OF USE FOR THE SITE. YOU EXPRESSLY AGREE THAT THE NOTE IS A
"TRANSFERABLE RECORD" FOR ALL PURPOSES UNDER THE ELECTRONIC SIGNATURES IN
GLOBAL AND NATIONAL COMMERCE ACT AND THE UNIFORM ELECTRONIC TRANSACTIONS
ACT,
13, Notices, All notices and other communications to you hereunder may be given by email to your
registered email address or posted on the Site, and shall be deemed to have been duly given and effective
upon transmission. You acknowledge that you have sole access to such email account and your area on the
Site and that communications from us may contain sensitive, confidential, and collections-related
communications, If your registered email address changes, you must notify LendingClub of the change by
sending an email to support@lendingclub.com or calling 888-596-3157. You also agree to update your
registered residence address and telephone number on the Site if they change.
14, NO WARRANTIES, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, WE MAKE
NO REPRESENTATIONS OR WARRANTIES TO YOU, INCLUDING, BUT NOT LIMITED TO, ANY
IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
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15. LIMITATION ON LIABILITY. IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY LOST
PROFITS OR SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, EVEN IF
INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHERMORE, WE MAKE NO
REPRESENTATION OR WARRANTY TO YOU REGARDING THE EFFECT THAT THE AGREEMENT
MAY HAVE UPON YOUR FOREIGN, FEDERAL, STATE OR LOCAL TAX LIABILITY.
16. Miscellaneous, The parties acknowledge that there are no third party beneficiaries to this Agreement,
You may not assign, transfer, sublicense or otherwise delegate your rights or obligations under this
Agreement to another person without our prior written consent. Any such assignment, transfer, sublicense or
delegation in violation of this section 16 shall be null and void, We are located in the state of Utah and this
Agreement and the Note will be entered into in the state of Utah. The provisions of this Agreement will be
governed by federal laws and the laws of the state of Utah to the extent not preempted, without regard to any
principle of conflicts of laws that would require or permit the application of the laws of any other jurisdiction.
Any waiver of a breach of any provision of this Agreement will not be a waiver of any other subsequent
breach, Failure or delay by either party to enforce any term or condition of this Agreement will not constitute
a waiver of such term or condition. If at any time after the date of this Agreement, any of the provisions of
this Agreement shall be held by any court of competent jurisdiction to be illegal, void or unenforceable, such
provision shall be of no force and effect, but the illegality and unenforceability of such provision shall have
no effect upon and shall not impair the enforceability of any other provisions of this Agreement. The
headings in this Agreement are for reference purposes only and shall not affect the interpretation of this
Agreement in any way,
17. Arbitration.
a, Either party to this Agreement, or LendingClub, may, at its sole election, require that the sole and
exclusive forum and remedy for resolution of a Claim be final and binding arbitration pursuant to this section
17 (the "Arbitration Provision"), unless you opt out as provided in section 17(b) below. As used in this
Arbitration Provision, "Claim" shall include any past, present, or future claim, dispute, or controversy
involving you (or persons claiming through or connected with you), on the one hand, and us and/or
LendingClub (or persons claiming through or connected with us and/or LendingClub), on the other hand,
relating to or arising out of this Agreement, any Note, the Site, and/or the activities or relationships that
involve, lead to, or result from any of the foregoing, including (except to the extent provided otherwise in the
last sentence of section 17(f) below) the validity or enforceability of this Arbitration Provision, any part
thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from
contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or
otherwise. Claims include matters arising as initial claims, counter-claims, cross-claims, third-party claims,
or otherwise. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is
enforceable.
b. You may opt out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to
LendingClub Corporation, 71 Stevenson St., Suite 300, San Francisco CA, 94105, Attention: Loan
Processing Department, which is received at the specified address within 30 days of the date of your
electronic acceptance of the terms of this Agreement. The opt out notice must clearly state that you are
rejecting arbitration; identify the Agreement to which it applies by date; provide your name, address, and
social security number; and be signed by you. You may send the opt out notice in any manner you see fit as
long as it is received at the specified address within the specified time. No other methods can be used to opt
out of this Arbitration Provision. If the opt out notice is sent on your behalf by a third party, such third party
must include evidence of his or her authority to submit the opt out notice on your behalf.
c, The party initiating arbitration shall do so with the American Arbitration Association (the "AAA") or
JAMS. The arbitration shall be conducted according to, and the location of the arbitration shall be determined
in accordance with, the rules and policies of the administrator selected, except to the extent the rules conflict
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with this Arbitration Provision or any countervailing law. In the case of a conflict between the rules and
policies of the administrator and this Arbitration Provision, this Arbitration Provision shall control, subject to
countervailing law, unless all parties to the arbitration consent to have the rules and policies of the
administrator apply.
d, If we (or LendingClub) elect arbitration, we (or LendingClub, as the case may be) shall pay all the
administrator's filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing
costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the
administrator selected, or in accordance with countervailing law if contrary to the administrator's rules, We
(or LendingClub, as the case may be) shall pay the administrator's hearing fees for one full day of arbitration
hearings. Fees for hearings that exceed one day will be paid by the party requesting the hearing, unless the
administrator's rules or applicable law require otherwise, or you request that we (or LendingClub) pay them
and we agree (or LendingClub agrees) to do so. Each party shall bear the expense of its own attorneys' fees,
except as otherwise provided by law, Ifa statute gives you the right to recover any of these fees, these
statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein,
e. Within 30 days of a final award by the arbitrator, any party may appeal the award for reconsideration by a
three-arbitrator panel selected according to the rules of the arbitrator administrator. In the event of such an
appeal, any opposing party may cross-appeal within 30 days after notice of the appeal. The panel will
reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal shall be
governed by this Arbitration Provision and the administrator's rules, in the same way as the initial arbitration
proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on
appeal, shall be final and binding, except for any appeal right under the Federal Arbitration Act ("FAA"), and
may be entered as a judgment in any court of competent jurisdiction.
f. We agree not to invoke our right to arbitrate an individual Claim you may bring in Small Claims Court or
an equivalent court, if any, so long as the Claim is pending only in that court. NO ARBITRATION SHALL
PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE
ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM OR CLAIMS THAT ARE
THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE
BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A.
COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join,
consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate
entities in the same arbitration unless those persons are patties to a single transaction. Unless consented to in
writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of
the named parties only, and only with respect to the claims in arbitration, and shall not (a) determine the
rights, obligations, or interests of anyone other than a named party, or resolve any Claim of anyone other than
a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party, No
administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this section
17(f), and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and
unenforceable. Any challenge to the validity of this section 17(f} shall be determined exclusively by a court
and not by the administrator or any arbitrator.
g. This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be
governed by and enforceable under the FAA. The arbitrator will apply substantive law consistent with the
FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief
permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The
arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The
arbitrator shall take steps to reasonably protect confidential information.
h. This Arbitration Provision shall survive (i) suspension, termination, revocation, closure, or amendments to
this Agreement and the relationship of the parties and/or LendingClub; (ii) the bankruptcy or insolvency of
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any party or other person; and (iii) any transfer of any loan or Note or any other promissory note(s) which
you owe, or any amounts owed on such loans or notes, to any other person or entity. If any portion of this
Arbitration Provision other than section 17(f) is deemed invalid or unenforceable, the remaining portions of
this Arbitration Provision shall nevertheless remain valid and in force. If an arbitration is brought on a class,
representative, or collective basis, and the limitations on such proceedings in section 17(f) are finally
adjudicated pursuant to the last sentence of section 17(f) to be unenforceable, then no arbitration shall be had.
In no event shall any invalidation be deemed to authorize an arbitrator to determine Claims or make awards
beyond those authorized in this Arbitration Provision.
THE PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A
COURT BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS
ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY
KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A
COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.
Exhibit A
PROMISSORY NOTE
Borrower name and address: (not visible to
investors)
$
»20_
For value received, I ("Borrower") promise to pay to the order of WebBank or any subsequent holder ("you"
or "Lenders") of this Promissory Note (the "Note") the principal sum of &
Dollars with interest as set forth below. 1 intend to be legally bound by this Note. I have read, understood, and
agreed to all of the terms of this Note.
Interest. This Note bears interest during each calendar month from the date hereof until paid, at a fixed rate of
(%). Interest is calculated on a monthly basis upon the unpaid balance with each payment
representing 1/12th of a year.
Payments. Principal and interest is to be paid during and throughout the period of months in the
following manner:
Payments of principal and interest in the amount of ($. Dollars are to be made by
the Borrower to the Lender commencing 20_, and on the same day of each successive
month thereafter until 20__, when the full amount of unpaid principal, together with unpaid
accrued interest is due and payable. If the monthly anniversary is on the 29th, 30th, or 31st of the month, and
the following month does not have a 29th, 30th, or 31st day, the monthly payment will be due on the last day
of the month in which the payment was due. The last payment might be of a slightly different amount to
adjust for rounding.
All payments on this Note are to be made in immediately available lawful money of the United States.
Borrower authorizes Lender to debit Borrower's designated account by Automated Clearing House ("ACH")
transfer for the amount of each payment due on each due date. Borrower may elect to make payments by
personal check by contacting support@lendingclub.com or by regular mail at LendingClub Corporation, 71
Stevenson St., Suite 300, San Francisco CA, 94105, Attention: Loan Processing Department. If Borrower
elects to make payments by check, borrower acknowledges and agrees that there will be a $15 check
7/9/2019, 8:15 AM.Loan Agreement - Lending Club file:///F:/ETP MEDIA/Velocity/299563/ I - LoanAgreement.html
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processing fee per payment, subject to applicable law. This authorization does not affect Borrower's
obligations to pay when due all amounts payable under this Note, whether or not there are sufficient funds
therefore in such accounts, The foregoing authorization is in addition to, and not in limitation of, any rights of
setoff Lender may have. With regard to payments made by automatic withdrawal, Borrower has the right to
stop payment of automatic withdrawals or revoke Borrower's prior authorization for automatic withdrawals
by notifying Borrower's financial institution at least three (3) banking days before the scheduled date of
transfer. Borrower will notify Lender of the exercise of Borrower's right to stop a payment or revoke
Borrower's authorization for automatic withdrawals at least three (3) banking days before the scheduled date
of transfer, All payments are to be applied first to the payment of all fees, expenses and other amounts due to
Lender (excluding principal and interest), then to accrued interest, and the balance on account of outstanding
principal; provided, however, that after an Event of Default (as defined below), payments will be applied to
Borrower's obligations as Lender determines in its sole discretion.
Fees and Charges. A non-refundable origination fee paid by Borrower to LendingClub Corporation, in the
amount and on the terms set forth in Borrower's agreement with LendingClub Corporation, will be deducted
from Borrower's loan proceeds, so the loan proceeds delivered to Borrower or Borrower's designee will be
less than the full amount of Borrower's loan request. Borrower acknowledges that the origination fee will be
considered part of the principal of Borrower's loan and is subject to the accrual of interest. Borrower agrees to
pay a fee of $15 if ACH transfers or checks are returned or fail due to insufficient funds in Borrower's
account or for any other reason, Borrower acknowledges that the bank that holds Borrower's designated
account may charge a fee in addition to this fee. Each attempt to collect a payment is considered a separate
transaction, so an unsuccessful payment fee will be assessed for each failed attempt. If Borrower's payment is
more than 15 days late, Lender may charge a late fee in an amount the greater of 5% of the outstanding
payment or $15. If Borrower's payment is more than 30 days late, Lender shall charge such late fee. These
fees may be collected using ACH transfers initiated by us from Borrower's designated account, Any such late
fee assessed is immediately due and payable. Any payment received after 6:00 P.M., Mountain time, on a
banking day is deemed received on the next succeeding banking day.
Prepayments and Partial Payments. Borrower may make any payment early, in whole or in part, without
penalty or premium at any time. Any partial prepayment is to be applied against the principal amount
outstanding and does not postpone the due date of any subsequent monthly installments, unless Lender
otherwise agrees in writing, If Borrower prepays this Note in part, Borrower agrees to continue to make
regularly scheduled payments until all amounts due under this Note are paid. Lender may accept late
payments or partial payments, even though marked "paid in full", without losing any rights under this Note.
Use of Funds. Borrower certifies that the proceeds of the loan will not be used for the purpose of purchasing
or carrying any securities or to fund any illegal activity.
Default. Borrower will be deemed in default (each, an "Event of Default") of Borrower's obligations under
this Note if Borrower: (i) fails to pay timely any amount due under this Note; (ii) files or has instituted
against Borrower any bankruptcy or insolvency proceedings or makes any assignment for the benefit of
creditors; (iii) dies; (iv) commits fraud or makes any material misrepresentation in this Note; or (v) fails to
abide by the terms of this Note, Upon the occurrence of an Event of Default, Lender may exercise all
remedies available to it under applicable law, including demand upon Borrower to immediately pay all
amounts due under this Note. Lender reserves the right to report loan payment delinquencies of 30 days or
longer to one or more consumer reporting agencies in accordance with applicable law. Borrower agrees to
pay all costs of collecting any delinquent payments, including reasonable attorneys’ fees, as permitted by
applicable law.
Miscellaneous.
The terms of this note are not subject to negotiation. Notwithstanding the foregoing, Lender may assign this
7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/E99563 IM - LoanAgreement.himl
9 of 13
Note, including without limitation, to LendingClub Corporation, without notice to Borrower. Borrower may
not assign this Note without the prior written consent of Lender. This Note inures to the successors, permitted
assigns, heirs and representatives of Borrower and Lender.
Borrower hereby waives demand, notice of non-payment, protest, and all other notices or demands
whatsoever, and hereby consents that without notice to and without releasing the liability of any party, the
obligations evidenced by this Note may from time to time, in whole or part, be renewed, extended, modified,
accelerated, compromised, settled or released by Lender.
Any changes to this Note must be in writing signed by Borrower and Lender. Notices will be mailed
electronically to the addresses provided.
Controlling Law. Lender is located in the State of Utah and this Note has been executed and delivered in the
State of Utah and is deemed a contract made under such state's law. The provisions of this Note will be
governed by federal laws and the laws of the State of Utah to the extent not preempted, without regard to any
principle of conflicts of law. The unenforceability of any provision of this Note shall not affect the
enforceability or validity of any other provision of this Note.
STATE LAW NOTICES:
CALIFORNIA RESIDENTS ONLY: A married applicant may apply for a separate account. If Lender takes
any adverse action as defined by § 1785.3 of the California Civil Code and the adverse action is based, in
whole or in part, on any information contained in a consumer credit report, Borrower has the right to obtain
within 60 days a free copy of Borrower's consumer credit report from the consumer reporting agency who
furnished the consumer credit report and from any other consumer credit reporting agency that complies and
maintains files on consumers on a nationwide basis,
CALIFORNIA AND UTAH RESIDENTS: As required by California and Utah law, Borrower is hereby
notified that a negative credit report reflecting on Borrower's credit record may be submitted to a credit
reporting agency if Borrower fails to fulfill the terms of Borrower's credit obligations.
KANSAS (and IOWA residents if the principal amount of this loan exceeds $20,000): IMPORTANT:
READ BEFORE SIGNING. THE TERMS OF THIS AGREEMENT SHOULD BE READ
CAREFULLY BECAUSE ONLY THOSE TERMS IN WRITING ARE ENFORCEABLE. NO
OTHER TERMS OR ORAL PROMISES NOT CONTAINED IN THIS WRITTEN CONTRACT
MAY BE LEGALLY ENFORCED. LENDER MAY CHANGE THE TERMS OF THIS AGREEMENT
ONLY BY ANOTHER WRITTEN AGREEMENT.
MARYLAND RESIDENTS ONLY: Lender elects to make this loan pursuant to Subtitle 10 (Credit Grantor
Closed End Credit provisions) of Title 12 of the Maryland Commercial Law Article only to the extent that
such provisions are not inconsistent with Lender's authority under federal law (12 U.S.C. § 85, § 1463(g), or
§ 18314, as appropriate) and related regulations and interpretations, which authority Lender expressly
reserves.
MASSACHUSETTS RESIDENTS ONLY: Massachusetts law prohibits discrimination based upon marital
status or sexual orientation,
MISSOURI AND NEBRASKA RESIDENTS: ORAL LOAN AGREEMENTS OR COMMITMENTS TO
LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF SUCH
DEBT, INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT, ARE NOT ENFORCEABLE.
TO PROTECT BORROWER(S) AND THE LENDER AND ANY HOLDER OF THIS NOTE FROM
MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING
7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F JETP MEDIA/Velocity/E99563/ EM - LoanAgreement. html
SUCH MATTERS ARE CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND
EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER
AGREE IN WRITING TO MODIFY IT.
NEW JERSEY RESIDENTS: The section headings of the Note are a table of contents and not contract terms.
Portions of this Note with references to actions taken to the extent of applicable law apply to acts or practices
that New Jersey law permits or requires. In this Note, actions or practices (i) by which Lender is or may be
permitted by "applicable law" are permitted by New Jersey law, and (ii) that may be or will be taken by
Lender unless prohibited by “applicable law" are permitted by New Jersey law.
NEW YORK, RHODE ISLAND and VERMONT RESIDENTS: Borrower understands and agrees that
Lender may obtain a consumer credit report in connection with this application and in connection with any
update, renewals for extension of any credit as a result of this application, If Borrower asks, Borrower will be
‘ informed whether or not such a report was obtained, and if so, the name and address of the agency that
furnished the report. Borrower also understands and agrees that Lender may obtain a consumer credit report
in connection with the review or collection of any loan made to Borrower as a result of this application or for
other legitimate purposes related to such loans.
OHIO RESIDENTS ONLY: The Ohio laws against discrimination require that all creditors make credit
equally available to all credit-worthy customers, and that credit reporting agencies maintain separate credit
histories on each individual upon request. The Ohio Civil Rights Commission administers compliance with
the law.
WISCONSIN RESIDENTS ONLY: For married Wisconsin residents, Borrower's signature confirms that this
loan obligation is being incurred in the interest of Borrower's marriage ot family. No provision of any marital
property agreement (pre-marital agreement), unilateral statement under § 766.59 of the Wisconsin statutes or
court decree under § 766.70 adversely affects Lender's interest unless, prior to the time that the loan is
approved, Lender is furnished with a copy of the marital property agreement, statement, or decree or have
actual knowledge of the adverse provision. If this loan for which Borrower is applying is granted, Borrower
will notify Lender if Borrower has a spouse who needs to receive notification that credit has been extended to
Borrower,
SCREEN NAME OF BORROWER,
BY: LENDINGCLUB CORPORATION
ATTORNEY-IN-FACT FOR BORROWER
(SIGNED ELECTRONICALLY)
Exhibit B
WBK PRIVACY NOTICE
FACTS WHAT DOES WEBBANK DO WITH YOUR PERSONAL INFORMATION IN
CONNECTION WITH YOUR LENDINGCLUB ACCOUNT?
Why? Financial companies choose how they share your personal information. Federal law gives
consumers the right to limit some but not all sharing. Federal law also requires us to tell
you how we collect, share, and protect your personal information. Please read this notice
carefully to understand what we do.
10 of 13 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/E99563/ EE - LoanAgreement.html
eRepenie iebiee hare custpxofeg ERRES WEB ormal at? vot hi
emer a teh In the aso int below, we list at ae jons financial cor Hane nha? * it this
| thei ‘Personal information; the reasofs' WebBank chooses to s
For our ever yt! ibabis shaningto
Inces ana Bayinene nistory
process your a ry. 4 si scores YES NO
account(s), respond {6
investigations yop cERPSh (RES AWSF Bir customer, we continue to share your information as described
For our markbihis BAY Bbses - to offer our
products and services to you
| YES | NO
For joint marketing with other financial
NO We don't share
companies
For our affiliates' everyday business purposes -
information about your transactions and NO We don't share
experiences
For our affiliates’ everyday business purposes - : 1
information about your creditworthiness No ‘We don't share
For our affiliates to market to you NO We don't share
For non-affiliates to market to you NO We don't share
Question Cll (888) 596-3157
What we do
To protect your personal information from
unauthorized access and use, we use security
measures that comply with federal law. These
measures include computer safeguards and
secured files and buildings.
How does WebBank protect my personal
information?
We collect your personal information, for
example, when you
© Open an account or pay us by check
¢ Provide account information or give us your
contact information
¢ Show your driver's license
How does WebBank collect my personal
information?
We also collect your personal information from
others, such as credit bureaus, affiliates, or other
companies.
Federal law gives you the right to limit only
Why can't I limit all sharing? Sharing for affiliates' everyday business
purposes-information about your
creditworthiness
11 of 13 7/9/2019, 8:15 AMLoan Agreement - Lending Club
file://F-/FTP MEDIA/Velocity/E99563/ EM - LoanAgreement, html
What we do
Affiliates from using your information to
market to you
© Sharing for non-affiliates companies to
market to you
State laws and individual companies may give you
additional rights to limit sharing.
What happens when I limit sharing for an
‘WebBank does not offer joint LendingClub
account I hold jointly with someone else? accounts,
Definitions
Companies related by common ownership or
control, They can be financial and nonfinancial
Affiliates companies.
* WebBank does not share with our affiliates
Non-affiliates
Companies not related by common ownership or
control. They can be financial and nonfinancial
companies,
* WebBank does not share with non-affiliates
so they can market to you
Joint marketing
A formal agreement between nonaffiliated
financial companies that together market financial
products or services to you.
¢ WebBank doesn't jointly market
71 Stevenson Street, Suite 300
San Francisco, CA 94105, USA
¢ Home
© About Us
© Careers
Follow us:
© Privacy
« Affiliates
@ Risks
* Developers
« Agreements
© Prospectus
12 of 13
7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///E:/FTP MEDIA/Velocity/£99563/ IM - LoanAgreement,hum!
« Terms of Use
* SEC Filings
© Statistics
* View Full Site
© Copyright 2006-2016. All rights reserved. Equal Housing Lender
tc_unknown
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1/9/2019, 8:15 AM‘Truth in Lending Disclosure - Lending Club filev///F:/ETP MEDIA/Velocity/E99563/ EE - TruthinLendingDisclo...
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Lending Club
Utilities
* Welcome Anthony!
« Account
* Settings
* Sign Out
« Hel
¢ View Full Site
© Investing
¢ Personal Loans
* How It Works
« About Us
Truth in Lending Disclosure
Truth in Lending Disclosure Statement
Lender
WebBank
215 South State Street
Suite 800
Salt Lake City, UT 84111
Borrower
Charles Gagliano
1041 Hamlin Terr
FORT LAUDERDALE, FL 33325
Annual Percentage Rate
The cost of your credit as a yearly rate
18.58%
Finance Charge
The dollar amount the credit will cost you
$7,732
Amount Financed
The amount of credit provided to you or on your behalf
$14,250
Total of Payments
1 of 3 71912019, 8:16 AM‘Truth in Lending Disclosure - Lending Club file:///F:/FTP MEDIA/Velocity/E99563/ GMMR - TruthinLendingDisclo...
20f3
The amount you will have paid when you have made all scheduled payments
$21,982
Your payment schedule will be as follows:
Number of
payments Amount When payments are due
59 $366.37 First payment is due on 11/7/13, and each subsequent payment is due monthly
~" thereafter on the same day of each month
1 $366.17 Last payment is due on 10/7/18
Late charges: If your payment arrives after your 15 day grace period, you will be charged a la
Preview
Case Number: COSO-19-013179 Division: 61 Filing # 97304446 E-Filed 10/15/2019 02:24:19 PM IN THE COUNTY COURT OF THE SEVENTEENTH JUDICIAL CIRCUIT IN AND FOR BROWARD COUNTY, FLORIDA VELOCITY INVESTMENTS, LLC, PO Box 788 Wall, NJ 07719 Plaintiff, Case No.: vs. Division: CHARLES GAGLIANO, Defendant, = / = COMPLAINT = Plaintiff, VELOCITY INVESTMENTS, LLC, sues the Defendant, CHARLES GAGLIANO, = and for its Complaint states as follows: = COUNT I - BREACH OF AGREEMENT _= 1, This is an action for damages that do not exceed $15,000.00, exclusive of court costs. =n == 2. Defendant, CHARLES GAGLIANO, entered into an Agreement, a copy being attached = = hereto and made a part hereof. SS =] 3. Plaintiffs predecessor performed all conditions required by the Agreement. B= == 4, The account has been assigned to the Plaintiff. 5. The Defendant is in default of the Agreement by failing to make payment and Plaintiff is entitled to the sum of, $11,349.45, by virtue of default. REMAINDER OF PAGE LEFT BLANK INTENTIONALLY *** FILED: BROWARD COUNTY, FL BRENDA D. FORMAN, CLERK 10/15/2019 02:24:18 PM.****WHEREFORE, Plaintiff demands judgment against the Defendant in the sum of $11,349.45, together with court costs. 19092%E99563 maw Respectfully submitted, MARCADIS SINGER, P.A. ph S. Marcadis, Esquire, FL Bar #351458 Ibert M. Singer, Esquire, FL Bar #282987 y J. Winarsky, Esquire, FL Bar #900140 nathan P. Hempfling, Esquire, FL Bar #89067 Robert J. Lindeman, Esquire, FL Bar #112608 nee H. Marcadis, Esquire, FL Bar #121587 5104 South Westshore Blvd,, Tampa, FL 33611 813/288-1881, toll free 888/547-1881 Fax: 813/288-9678 E-service: pleadings@marcadislaw.com ATTORNEY FOR PLAINTIFF This is a communication from a debt collector. We are attempting to collect a debt. Any information you provide may be used for that purpose.Borrower Documents and Information - Lending Club 1 of3 file///F:/FTP MEDIA/Velocity/E99563/ EE - BorrowerDocsPage.html This website does not support this version of Internet Explorer. Please upgrade to the latest version for a better experience. Upgrade Now Lending Club Utilities * Welcome Anthony! ¢ Account Settings * Sign Out ° Hel ¢ View Full Site Borrower Documents and Information Loan Id Submit Enter a new Loan TD Current Loan Id: Contact Information Full Real Name Charles Gagliano Screen Name Email Address 1041 Hamlin Terr FORT LAUDERDALE , FL 33325 Home Phone Loan Issue Date ¢ Loan Issued on; 10/7/13 7:06 AM Breakdown of Loan 7912019, 8:15 AMBorrower Documents and Information - Lending Club file:///E:/ETP MEDIA/Velocity/E£99563 EE - BorrowerDocsPage.html 20f3 Principal Balance (Principle remaining to be paid): $10,614.64 Principal paid to date: $4,385.36 Total amount paid to date: $8,426.51 (38.33%) Loan Documents « Borrower Agreement « * » | have read and agree to the Borrower Agreement « Loan Agreement e * © Thave read and agree to the Loan Agreement © Truth in Lending Disclosure (Estimated) Truth in Lending Disclosure (Final. * Credit Score Notice e * -- [have received my credit score notice Document that were signed to join LendingClub ¢ Terms of Use and Consent to Electronic Transactions and Disclosures « * . Lagree to the Terms of Use and Consent to Electronic Transactions and Disclosures Documents that were signed to request a loan. © Credit Profile Authorization « * . Thave read and agree to the Credit Profile Authorization. I understand that no credit data is actually transferred to Lending Club, and that this process will not impact my credit score. * Bank Account Verification & Debit Authorization e * © | have read and agree to the terms of the Bank Account Verification Financial Innovation Companies like Lending Club are cutting out the middle man — banks — to offer consumers the opportunity to lend money directly to others and obtain a higher return. Market Watch See what others are saying about us Featured Borrower Dan « Dan ¢ Jacksonville, FL * Major Purchase © $10,000 at 14.57% APR "My loan was 100% funded within 12 hours, and I had funds in my account within 4 days, It was ridiculously fast..." Browse more personal loans 7/9/2019, 8:15 AMBorrower Documents and Information - Lending Club 71 Stevenson Street, Suite 300 San Francisco, CA 94105, USA * Home * About Us * Careers Follow us; * Privacy * Affiliates * Risks e Developers * Agreements * Prospectus * Terms of Use * SEC Filings © Statistics © View Full Site file//E:/ETP MEDIA/Velocity/E99563/ El - BorrowerDocsPage. html © Copyright 2006-2016. All rights reserved. Equal Housing Lender te_unknown 3o0f3 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/£99563/ EE - LoanAgreement. html 1 of 13 This website does not support this version of Internet Explorer, Please upgrade to the latest version for a better experience. Upgrade Now Lending Club Utilities * Welcome Anthony! * Account * Settings ¢ Sign Out + Help © View Full Site * Investing * Personal Loans « How It Works ¢ About Us Loan Agreement 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. 1, Loan Terms. Your loan will have a principal balance between $1,000 and $35,000 in the specific amount and on the terms set forth in the disclosures provided to you (see the disclosures at http://www. lendingclub.com/account/truthInLending.action). You agree and acknowledge that the initial loan disclosures made to you are estimates (other than APR) and may be as much as 40% less than the initially requested amounts. All loans are unsecured, fully-amortizing, closed-end loans with either a three (3)-year or five (5)-yéar term. Please see you Borrower Membership Agreement and other information provided to you in connection with registering your loan request on the Site for additional details. Your obligations, including your obligation to repay principal and interest, are set forth in this Agreement and in the Note or Notes that you will make to us, as described in section 3 below. 2. Credit Decisions, Your loan request must include your annual income and such other information as we may obtain through the Site. We will consider public assistance, alimony, child support, or separate maintenance income as income if you choose to include such sources of income in your application and such income is likely to continue. We reserve the right to verify any information you submit by requiring you to produce appropriate documentation or other proof, and also reserve the right to conduct such verification through a third party. You hereby authorize us to request and obtain data from a third party to verify any information you provide to us in connection with your loan request. We may terminate consideration of your application at any time in our sole discretion. 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA Velocity/E99563/ EM - LoanAgreement.html 2 of 13 3. Loan Funding and Closing. You may post a loan request on the Site, and LendingClub investors ("Investors") will be able to review your loan request. Investors may commit funds to purchase, in various amounts, Member Payment Dependent Notes ("MPDNs") that LendingClub may issue to Investors who commit funds for your loan request. You acknowledge that a Investor's commitment to purchase a MPDN corresponding to all or a portion of your loan from us does not confer any rights to you. You understand that individual Investors make their own decisions whether to commit funds for your loan. LendingClub may also choose to commit funds for all or part of your loan request but is not obligated to do so. Your loan will close and issue, unless you notify us in writing of your election to terminate your loan request sufficiently far in advance of the loan closing for us to cancel the loan, if: (i) within 14 days following the posting of your loan request, the aggregate amount of funding commitments through the Site fulfills your listed loan request in full, or (ii) at the end of the 14 days following the posting of your unsecured Ioan request, the aggregate funding commitments through the Site are greater than or equal to 60% of your listed loan request but less than 100%. If at the end of the posting period for your loan request, the funding commitments through the Site are less than 60% of your original loan request, you may elect to: (i) accept this lesser amount at which point your loan will close, (ii) withdraw your loan request, or (iii) withdraw your loan request and relist it on the Site. Funding of your loan request might be available before the expiration of the 14-day period set forth above. In no event, will we be obligated to notify you of the date upon which your loan may or will fund. If we extend a loan to you, you agree to execute by power of attorney as described below, and be bound by the terms set forth in, the form of promissory note attached as Exhibit A (the "Note") as to your loan. You agree to execute multiple Notes if we request you do so, provided that the aggregate principal amounts of such Notes shal! equal the total amount of your loan. LendingClub will execute your Note(s) on your behalf pursuant to a power of attorney you grant to LendingClub when registering your loan request. You authorize us to disburse the loan proceeds by Automated Clearing House ("ACH") transfer to your designated account or on your behalf to your selected designee. Following our disbursement of the loan proceeds as set forth above, we will assign the Note(s) and your loan to LendingClub, BY COMPLETING YOUR APPLICATION AND SUBMITTING YOUR LOAN REQUEST, YOU ARE COMMITTING TO OBTAIN A LOAN FROM US IN THE AMOUNT AND ON THE TERMS SET FORTH IN YOUR AGREEMENTS WITH WBK (OR ITS ASSIGNEES) AND THE DISCLOSURES PROVIDED TO YOU IN CONNECTION WITH YOUR REQUEST, SHOULD YOUR REQUEST BE FUNDED. YOU HAVE NO RIGHT TO RESCIND THE LOAN ONCE MADE BUT YOU MAY PREPAY THE LOAN AT ANY TIME WITHOUT PENALTY. We will not lend you any funds unless and until sufficient commitments are received from Investors and/or LendingClub. 4, Making Your Loan Payments. You authorize us and our successors and assigns to debit your designated account by ACH transfer for the amount of each payment due on each due date. You may elect to make payments by personal check by contacting support@lendingclub.com or by regular mail at LendingClub Corporation, 71 Stevenson St. Suite 300, San Francisco, CA 94105, Attention: Loan Processing Department. If you elect to make payments by check, you acknowledge and agree that there will be a $15 check processing fee per payment, subject to applicable law. If you elect to make payments by check, you must send the check either (i) by regular mail to Lending Club Corporation, Dept #34268, P.O. Box 39000, San 19/2019, 8:15 AMLoan Agreement - Lending Club file:///8:/ETP MEDIA/Velocity/299563/3R§ - Loan Agreement. htm! 3 of 13 Francisco, CA 94139, or (ii) by overnight mail or UPS delivery to Wells Fargo Lock Box Services, Dept #34268, 3440 Walnut Ave, Window H, Fremont, CA 94538. This authorization does not affect your obligation to pay when due all amounts payable on your loan, whether or not there are sufficient funds therefore in such accounts. The foregoing authorization is in addition to, and not in limitation of, any rights of setoff we may have. With regard to payments made by automatic withdrawal, you have the right to stop payment of automatic withdrawals or revoke your prior authorization for automatic withdrawals by notifying your financial institution at least three (3) banking days before the scheduled date of transfer. You must notify us of the exercise of your right to stop a payment or revoke your authorization for automatic withdrawals at least three (3) banking days before the scheduled date of transfer. All payments are to be applied first to the payment of all fees, expenses and other amounts due (excluding principal and interest), then to accrued interest, and the balance on account of outstanding principal; provided, however, that after an Event of Default (as defined below), payments will be applied to your obligations as we determine in our sole discretion, 5, Other Borrower Obligations. You agree that you (A) are a US citizen or permanent resident and (B) will not, in connection with your loan request: (i) make any false, misleading or deceptive statements or omissions of fact in your listing, including but not limited to in the loan title, or in your loan description; (ii) misrepresent your identity, or describe, present or portray yourself as a person other than yourself; (iii) give to or receive from, or offer or agree to give to or receive from any LendingClub member or other person any fee, bonus, additional interest, kickback or thing of value of any kind except in accordance with the terms of your loan; (iv) represent yourself to any person, as a representative, employee, or agent of ours, or purport to speak to any person on our behalf; (v) provide, in your loan request or in communications on the Site related to your loan request, information upon which a discriminatory lending decision may be made, such as your race, color, religion, national origin, sex, marital status, age, any exercise of your consumer rights or the existence of alimony, child support, or separate income (unless you have included such income in your application to be considered for loan qualification) or (vi) use any of the loan proceeds to fund any post- secondary educational expenses, including, but not limited to, tuition, fees, books, supplies, miscellaneous expenses, or room and board (see Section 472 of 20 U.S.C. 108711 http://www.law.cornell.edu/uscode/search /display.html?terms=108711 &url=/uscode/html/uscode20/usc_sec_20_00001087--11000-.htm! for a complete list), You acknowledge and agree that we may rely without independent verification on the accuracy, authenticity, and completeness of all information you provide to us, You certify that the proceeds of the loan will not be used for the purpose of purchasing or carrying any securities or to fund any illegal activity. 6. Fees, A non-refundable origination fee paid by you to LendingClub as provided under your agreement with LendingClub will be deducted from your loan proceeds, so the loan proceeds delivered to you or on your behalf will be less than the full amount of your issued loan. You acknowledge that the origination fee will be considered part of the principal on your loan and is subject to the accrual of interest. You agree to pay a fee of $15, if ACH transfers or checks are returned or fail due to insufficient funds in your account or for any other reason, Each attempt to collect a payment is considered a separate transaction, so an unsuccessful payment fee will be assessed for each failed attempt. The bank that holds your designated account may assess its own fee in addition to the fee we assess. If Borrower's payment is more than 15 days late, Lender may charge a late fee in an amount the greater of 5% of the outstanding payment or $15. Ifa payment is more than 30 days late, we shall charge such late fee. We will charge only one late fee on each late payment, These fees may be collected using ACH transfers initiated by us from your designated account. Any such late fee assessed is immediately due and payable. Any payment received after 6:00 P.M., Mountain time, on a banking day is deemed received on the next succeeding banking day. 7, Default and Termination. You will be deemed in default on your loan (each, an "Event of Default") if you: (1) fail to pay timely any amount due on your loan; (2) file or have instituted against you any bankruptcy or insolvency proceedings or make any assignment for the benefit of creditors; (3) die; (4) commit fraud or make any material misrepresentation in this Agreement, the Note, or any other documents, applications or 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/E99563/qMM - LoanAgreement.html 4o0f 13 related materials delivered to us in connection with your loan; or (5) fail to abide by the terms of this Agreement. Upon the occurrence of an Event of Default, we may exercise all remedies available to us under applicable law, this Agreement, and the Note, including without limitation (1) demand that you immediately pay all amounts owed on your loan or (2) terminate this Agreement. Any loans you obtain prior to the effective date of termination resulting from listings you placed on the Site shall remain in full force and effect in accordance with their terms. 8. Collection & Reporting of Delinquent Loans, We reserve the right to report loan payment delinquencies at or in excess of 30 days to one or more consumer reporting agencies in accordance with applicable law. You agree to pay all costs of collecting any delinquent payments, including reasonable attorneys’ fees, as permitted by applicable law. TCPA Consent: You expressly consent to receiving calls and messages, including auto-dialed and pre- recorded message calls and SMS messages (including text messages) from us, our affiliates, marketing partners, agents and others calling at their request or on their behalf, at any telephone numbers that you have provided or may provide in the future (including any cellular telephone numbers). Your cellular or mobile telephone provider will charge you according to the type of plan you carry. 9, Assignment of Your Loan. Following the closing of your loan you hereby agree that we may, without notice to you, (i) assign all of our right, title and interest in this Agreement to LendingClub and (ii) assign your Note(s) to LendingClub. You understand, acknowledge and agree that LendingClub may sell, assign or transfer your Note(s) and all associated documents and information related to the Note without your consent or notice to you. 10. NO GUARANTEE, WE DO NOT WARRANT OR GUARANTEE (1) THAT YOUR LOAN REQUEST WILL BE FUNDED, OR (2) THAT YOU WILL RECEIVE A LOAN AS A RESULT OF POSTING A REQUEST. 11, Entire Agreement. This Agreement and any Note represents the entire agreement between you and us regarding the subject matter hereof and supersedes all prior or contemporaneous communications, promises and proposals, whether oral, written or electronic, between us with respect to your loan request and loan. The WBK Privacy Notice attached as Exhibit B is incorporated by reference into this Agreement. 12, Electronic Transactions. THIS AGREEMENT IS FULLY SUBJECT TO YOUR CONSENT TO ELECTRONIC TRANSACTIONS AND DISCLOSURES, WHICH CONSENT IS SET FORTH IN THE TERMS OF USE FOR THE SITE. YOU EXPRESSLY AGREE THAT THE NOTE IS A "TRANSFERABLE RECORD" FOR ALL PURPOSES UNDER THE ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT AND THE UNIFORM ELECTRONIC TRANSACTIONS ACT, 13, Notices, All notices and other communications to you hereunder may be given by email to your registered email address or posted on the Site, and shall be deemed to have been duly given and effective upon transmission. You acknowledge that you have sole access to such email account and your area on the Site and that communications from us may contain sensitive, confidential, and collections-related communications, If your registered email address changes, you must notify LendingClub of the change by sending an email to support@lendingclub.com or calling 888-596-3157. You also agree to update your registered residence address and telephone number on the Site if they change. 14, NO WARRANTIES, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, WE MAKE NO REPRESENTATIONS OR WARRANTIES TO YOU, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F\/FTP MEDIA/Velocity/E99563/ EI - LoanA greement.html 5 of 13 15. LIMITATION ON LIABILITY. IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY LOST PROFITS OR SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHERMORE, WE MAKE NO REPRESENTATION OR WARRANTY TO YOU REGARDING THE EFFECT THAT THE AGREEMENT MAY HAVE UPON YOUR FOREIGN, FEDERAL, STATE OR LOCAL TAX LIABILITY. 16. Miscellaneous, The parties acknowledge that there are no third party beneficiaries to this Agreement, You may not assign, transfer, sublicense or otherwise delegate your rights or obligations under this Agreement to another person without our prior written consent. Any such assignment, transfer, sublicense or delegation in violation of this section 16 shall be null and void, We are located in the state of Utah and this Agreement and the Note will be entered into in the state of Utah. The provisions of this Agreement will be governed by federal laws and the laws of the state of Utah to the extent not preempted, without regard to any principle of conflicts of laws that would require or permit the application of the laws of any other jurisdiction. Any waiver of a breach of any provision of this Agreement will not be a waiver of any other subsequent breach, Failure or delay by either party to enforce any term or condition of this Agreement will not constitute a waiver of such term or condition. If at any time after the date of this Agreement, any of the provisions of this Agreement shall be held by any court of competent jurisdiction to be illegal, void or unenforceable, such provision shall be of no force and effect, but the illegality and unenforceability of such provision shall have no effect upon and shall not impair the enforceability of any other provisions of this Agreement. The headings in this Agreement are for reference purposes only and shall not affect the interpretation of this Agreement in any way, 17. Arbitration. a, Either party to this Agreement, or LendingClub, may, at its sole election, require that the sole and exclusive forum and remedy for resolution of a Claim be final and binding arbitration pursuant to this section 17 (the "Arbitration Provision"), unless you opt out as provided in section 17(b) below. As used in this Arbitration Provision, "Claim" shall include any past, present, or future claim, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us and/or LendingClub (or persons claiming through or connected with us and/or LendingClub), on the other hand, relating to or arising out of this Agreement, any Note, the Site, and/or the activities or relationships that involve, lead to, or result from any of the foregoing, including (except to the extent provided otherwise in the last sentence of section 17(f) below) the validity or enforceability of this Arbitration Provision, any part thereof, or the entire Agreement. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise. Claims include matters arising as initial claims, counter-claims, cross-claims, third-party claims, or otherwise. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable. b. You may opt out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to LendingClub Corporation, 71 Stevenson St., Suite 300, San Francisco CA, 94105, Attention: Loan Processing Department, which is received at the specified address within 30 days of the date of your electronic acceptance of the terms of this Agreement. The opt out notice must clearly state that you are rejecting arbitration; identify the Agreement to which it applies by date; provide your name, address, and social security number; and be signed by you. You may send the opt out notice in any manner you see fit as long as it is received at the specified address within the specified time. No other methods can be used to opt out of this Arbitration Provision. If the opt out notice is sent on your behalf by a third party, such third party must include evidence of his or her authority to submit the opt out notice on your behalf. c, The party initiating arbitration shall do so with the American Arbitration Association (the "AAA") or JAMS. The arbitration shall be conducted according to, and the location of the arbitration shall be determined in accordance with, the rules and policies of the administrator selected, except to the extent the rules conflict 71912019, 8:15 AM.Loan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/E99563/ EE - LoanAgreement.html 1 6 of 13 with this Arbitration Provision or any countervailing law. In the case of a conflict between the rules and policies of the administrator and this Arbitration Provision, this Arbitration Provision shall control, subject to countervailing law, unless all parties to the arbitration consent to have the rules and policies of the administrator apply. d, If we (or LendingClub) elect arbitration, we (or LendingClub, as the case may be) shall pay all the administrator's filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing costs and administrative fees (other than hearing fees) shall be paid in accordance with the rules of the administrator selected, or in accordance with countervailing law if contrary to the administrator's rules, We (or LendingClub, as the case may be) shall pay the administrator's hearing fees for one full day of arbitration hearings. Fees for hearings that exceed one day will be paid by the party requesting the hearing, unless the administrator's rules or applicable law require otherwise, or you request that we (or LendingClub) pay them and we agree (or LendingClub agrees) to do so. Each party shall bear the expense of its own attorneys' fees, except as otherwise provided by law, Ifa statute gives you the right to recover any of these fees, these statutory rights shall apply in the arbitration notwithstanding anything to the contrary herein, e. Within 30 days of a final award by the arbitrator, any party may appeal the award for reconsideration by a three-arbitrator panel selected according to the rules of the arbitrator administrator. In the event of such an appeal, any opposing party may cross-appeal within 30 days after notice of the appeal. The panel will reconsider de novo all aspects of the initial award that are appealed. Costs and conduct of any appeal shall be governed by this Arbitration Provision and the administrator's rules, in the same way as the initial arbitration proceeding. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, shall be final and binding, except for any appeal right under the Federal Arbitration Act ("FAA"), and may be entered as a judgment in any court of competent jurisdiction. f. We agree not to invoke our right to arbitrate an individual Claim you may bring in Small Claims Court or an equivalent court, if any, so long as the Claim is pending only in that court. NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE CLAIM OR CLAIMS THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A. COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are patties to a single transaction. Unless consented to in writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and shall not (a) determine the rights, obligations, or interests of anyone other than a named party, or resolve any Claim of anyone other than a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party, No administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this section 17(f), and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable. Any challenge to the validity of this section 17(f} shall be determined exclusively by a court and not by the administrator or any arbitrator. g. This Arbitration Provision is made pursuant to a transaction involving interstate commerce and shall be governed by and enforceable under the FAA. The arbitrator will apply substantive law consistent with the FAA and applicable statutes of limitations. The arbitrator may award damages or other types of relief permitted by applicable substantive law, subject to the limitations set forth in this Arbitration Provision. The arbitrator will not be bound by judicial rules of procedure and evidence that would apply in a court. The arbitrator shall take steps to reasonably protect confidential information. h. This Arbitration Provision shall survive (i) suspension, termination, revocation, closure, or amendments to this Agreement and the relationship of the parties and/or LendingClub; (ii) the bankruptcy or insolvency of 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/ETP MEDIA/Velocity/299563/M - LoanAgreement. html 7 of 13 any party or other person; and (iii) any transfer of any loan or Note or any other promissory note(s) which you owe, or any amounts owed on such loans or notes, to any other person or entity. If any portion of this Arbitration Provision other than section 17(f) is deemed invalid or unenforceable, the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force. If an arbitration is brought on a class, representative, or collective basis, and the limitations on such proceedings in section 17(f) are finally adjudicated pursuant to the last sentence of section 17(f) to be unenforceable, then no arbitration shall be had. In no event shall any invalidation be deemed to authorize an arbitrator to determine Claims or make awards beyond those authorized in this Arbitration Provision. THE PARTIES ACKNOWLEDGE THAT THEY HAVE A RIGHT TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH CLAIMS IN A COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY. Exhibit A PROMISSORY NOTE Borrower name and address: (not visible to investors) $ »20_ For value received, I ("Borrower") promise to pay to the order of WebBank or any subsequent holder ("you" or "Lenders") of this Promissory Note (the "Note") the principal sum of & Dollars with interest as set forth below. 1 intend to be legally bound by this Note. I have read, understood, and agreed to all of the terms of this Note. Interest. This Note bears interest during each calendar month from the date hereof until paid, at a fixed rate of (%). Interest is calculated on a monthly basis upon the unpaid balance with each payment representing 1/12th of a year. Payments. Principal and interest is to be paid during and throughout the period of months in the following manner: Payments of principal and interest in the amount of ($. Dollars are to be made by the Borrower to the Lender commencing 20_, and on the same day of each successive month thereafter until 20__, when the full amount of unpaid principal, together with unpaid accrued interest is due and payable. If the monthly anniversary is on the 29th, 30th, or 31st of the month, and the following month does not have a 29th, 30th, or 31st day, the monthly payment will be due on the last day of the month in which the payment was due. The last payment might be of a slightly different amount to adjust for rounding. All payments on this Note are to be made in immediately available lawful money of the United States. Borrower authorizes Lender to debit Borrower's designated account by Automated Clearing House ("ACH") transfer for the amount of each payment due on each due date. Borrower may elect to make payments by personal check by contacting support@lendingclub.com or by regular mail at LendingClub Corporation, 71 Stevenson St., Suite 300, San Francisco CA, 94105, Attention: Loan Processing Department. If Borrower elects to make payments by check, borrower acknowledges and agrees that there will be a $15 check 7/9/2019, 8:15 AM.Loan Agreement - Lending Club file:///F:/ETP MEDIA/Velocity/299563/ I - LoanAgreement.html 8 of 13 processing fee per payment, subject to applicable law. This authorization does not affect Borrower's obligations to pay when due all amounts payable under this Note, whether or not there are sufficient funds therefore in such accounts, The foregoing authorization is in addition to, and not in limitation of, any rights of setoff Lender may have. With regard to payments made by automatic withdrawal, Borrower has the right to stop payment of automatic withdrawals or revoke Borrower's prior authorization for automatic withdrawals by notifying Borrower's financial institution at least three (3) banking days before the scheduled date of transfer. Borrower will notify Lender of the exercise of Borrower's right to stop a payment or revoke Borrower's authorization for automatic withdrawals at least three (3) banking days before the scheduled date of transfer, All payments are to be applied first to the payment of all fees, expenses and other amounts due to Lender (excluding principal and interest), then to accrued interest, and the balance on account of outstanding principal; provided, however, that after an Event of Default (as defined below), payments will be applied to Borrower's obligations as Lender determines in its sole discretion. Fees and Charges. A non-refundable origination fee paid by Borrower to LendingClub Corporation, in the amount and on the terms set forth in Borrower's agreement with LendingClub Corporation, will be deducted from Borrower's loan proceeds, so the loan proceeds delivered to Borrower or Borrower's designee will be less than the full amount of Borrower's loan request. Borrower acknowledges that the origination fee will be considered part of the principal of Borrower's loan and is subject to the accrual of interest. Borrower agrees to pay a fee of $15 if ACH transfers or checks are returned or fail due to insufficient funds in Borrower's account or for any other reason, Borrower acknowledges that the bank that holds Borrower's designated account may charge a fee in addition to this fee. Each attempt to collect a payment is considered a separate transaction, so an unsuccessful payment fee will be assessed for each failed attempt. If Borrower's payment is more than 15 days late, Lender may charge a late fee in an amount the greater of 5% of the outstanding payment or $15. If Borrower's payment is more than 30 days late, Lender shall charge such late fee. These fees may be collected using ACH transfers initiated by us from Borrower's designated account, Any such late fee assessed is immediately due and payable. Any payment received after 6:00 P.M., Mountain time, on a banking day is deemed received on the next succeeding banking day. Prepayments and Partial Payments. Borrower may make any payment early, in whole or in part, without penalty or premium at any time. Any partial prepayment is to be applied against the principal amount outstanding and does not postpone the due date of any subsequent monthly installments, unless Lender otherwise agrees in writing, If Borrower prepays this Note in part, Borrower agrees to continue to make regularly scheduled payments until all amounts due under this Note are paid. Lender may accept late payments or partial payments, even though marked "paid in full", without losing any rights under this Note. Use of Funds. Borrower certifies that the proceeds of the loan will not be used for the purpose of purchasing or carrying any securities or to fund any illegal activity. Default. Borrower will be deemed in default (each, an "Event of Default") of Borrower's obligations under this Note if Borrower: (i) fails to pay timely any amount due under this Note; (ii) files or has instituted against Borrower any bankruptcy or insolvency proceedings or makes any assignment for the benefit of creditors; (iii) dies; (iv) commits fraud or makes any material misrepresentation in this Note; or (v) fails to abide by the terms of this Note, Upon the occurrence of an Event of Default, Lender may exercise all remedies available to it under applicable law, including demand upon Borrower to immediately pay all amounts due under this Note. Lender reserves the right to report loan payment delinquencies of 30 days or longer to one or more consumer reporting agencies in accordance with applicable law. Borrower agrees to pay all costs of collecting any delinquent payments, including reasonable attorneys’ fees, as permitted by applicable law. Miscellaneous. The terms of this note are not subject to negotiation. Notwithstanding the foregoing, Lender may assign this 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/E99563 IM - LoanAgreement.himl 9 of 13 Note, including without limitation, to LendingClub Corporation, without notice to Borrower. Borrower may not assign this Note without the prior written consent of Lender. This Note inures to the successors, permitted assigns, heirs and representatives of Borrower and Lender. Borrower hereby waives demand, notice of non-payment, protest, and all other notices or demands whatsoever, and hereby consents that without notice to and without releasing the liability of any party, the obligations evidenced by this Note may from time to time, in whole or part, be renewed, extended, modified, accelerated, compromised, settled or released by Lender. Any changes to this Note must be in writing signed by Borrower and Lender. Notices will be mailed electronically to the addresses provided. Controlling Law. Lender is located in the State of Utah and this Note has been executed and delivered in the State of Utah and is deemed a contract made under such state's law. The provisions of this Note will be governed by federal laws and the laws of the State of Utah to the extent not preempted, without regard to any principle of conflicts of law. The unenforceability of any provision of this Note shall not affect the enforceability or validity of any other provision of this Note. STATE LAW NOTICES: CALIFORNIA RESIDENTS ONLY: A married applicant may apply for a separate account. If Lender takes any adverse action as defined by § 1785.3 of the California Civil Code and the adverse action is based, in whole or in part, on any information contained in a consumer credit report, Borrower has the right to obtain within 60 days a free copy of Borrower's consumer credit report from the consumer reporting agency who furnished the consumer credit report and from any other consumer credit reporting agency that complies and maintains files on consumers on a nationwide basis, CALIFORNIA AND UTAH RESIDENTS: As required by California and Utah law, Borrower is hereby notified that a negative credit report reflecting on Borrower's credit record may be submitted to a credit reporting agency if Borrower fails to fulfill the terms of Borrower's credit obligations. KANSAS (and IOWA residents if the principal amount of this loan exceeds $20,000): IMPORTANT: READ BEFORE SIGNING. THE TERMS OF THIS AGREEMENT SHOULD BE READ CAREFULLY BECAUSE ONLY THOSE TERMS IN WRITING ARE ENFORCEABLE. NO OTHER TERMS OR ORAL PROMISES NOT CONTAINED IN THIS WRITTEN CONTRACT MAY BE LEGALLY ENFORCED. LENDER MAY CHANGE THE TERMS OF THIS AGREEMENT ONLY BY ANOTHER WRITTEN AGREEMENT. MARYLAND RESIDENTS ONLY: Lender elects to make this loan pursuant to Subtitle 10 (Credit Grantor Closed End Credit provisions) of Title 12 of the Maryland Commercial Law Article only to the extent that such provisions are not inconsistent with Lender's authority under federal law (12 U.S.C. § 85, § 1463(g), or § 18314, as appropriate) and related regulations and interpretations, which authority Lender expressly reserves. MASSACHUSETTS RESIDENTS ONLY: Massachusetts law prohibits discrimination based upon marital status or sexual orientation, MISSOURI AND NEBRASKA RESIDENTS: ORAL LOAN AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF SUCH DEBT, INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT, ARE NOT ENFORCEABLE. TO PROTECT BORROWER(S) AND THE LENDER AND ANY HOLDER OF THIS NOTE FROM MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F JETP MEDIA/Velocity/E99563/ EM - LoanAgreement. html SUCH MATTERS ARE CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING TO MODIFY IT. NEW JERSEY RESIDENTS: The section headings of the Note are a table of contents and not contract terms. Portions of this Note with references to actions taken to the extent of applicable law apply to acts or practices that New Jersey law permits or requires. In this Note, actions or practices (i) by which Lender is or may be permitted by "applicable law" are permitted by New Jersey law, and (ii) that may be or will be taken by Lender unless prohibited by “applicable law" are permitted by New Jersey law. NEW YORK, RHODE ISLAND and VERMONT RESIDENTS: Borrower understands and agrees that Lender may obtain a consumer credit report in connection with this application and in connection with any update, renewals for extension of any credit as a result of this application, If Borrower asks, Borrower will be ‘ informed whether or not such a report was obtained, and if so, the name and address of the agency that furnished the report. Borrower also understands and agrees that Lender may obtain a consumer credit report in connection with the review or collection of any loan made to Borrower as a result of this application or for other legitimate purposes related to such loans. OHIO RESIDENTS ONLY: The Ohio laws against discrimination require that all creditors make credit equally available to all credit-worthy customers, and that credit reporting agencies maintain separate credit histories on each individual upon request. The Ohio Civil Rights Commission administers compliance with the law. WISCONSIN RESIDENTS ONLY: For married Wisconsin residents, Borrower's signature confirms that this loan obligation is being incurred in the interest of Borrower's marriage ot family. No provision of any marital property agreement (pre-marital agreement), unilateral statement under § 766.59 of the Wisconsin statutes or court decree under § 766.70 adversely affects Lender's interest unless, prior to the time that the loan is approved, Lender is furnished with a copy of the marital property agreement, statement, or decree or have actual knowledge of the adverse provision. If this loan for which Borrower is applying is granted, Borrower will notify Lender if Borrower has a spouse who needs to receive notification that credit has been extended to Borrower, SCREEN NAME OF BORROWER, BY: LENDINGCLUB CORPORATION ATTORNEY-IN-FACT FOR BORROWER (SIGNED ELECTRONICALLY) Exhibit B WBK PRIVACY NOTICE FACTS WHAT DOES WEBBANK DO WITH YOUR PERSONAL INFORMATION IN CONNECTION WITH YOUR LENDINGCLUB ACCOUNT? Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. 10 of 13 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///F:/FTP MEDIA/Velocity/E99563/ EE - LoanAgreement.html eRepenie iebiee hare custpxofeg ERRES WEB ormal at? vot hi emer a teh In the aso int below, we list at ae jons financial cor Hane nha? * it this | thei ‘Personal information; the reasofs' WebBank chooses to s For our ever yt! ibabis shaningto Inces ana Bayinene nistory process your a ry. 4 si scores YES NO account(s), respond {6 investigations yop cERPSh (RES AWSF Bir customer, we continue to share your information as described For our markbihis BAY Bbses - to offer our products and services to you | YES | NO For joint marketing with other financial NO We don't share companies For our affiliates' everyday business purposes - information about your transactions and NO We don't share experiences For our affiliates’ everyday business purposes - : 1 information about your creditworthiness No ‘We don't share For our affiliates to market to you NO We don't share For non-affiliates to market to you NO We don't share Question Cll (888) 596-3157 What we do To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. How does WebBank protect my personal information? We collect your personal information, for example, when you © Open an account or pay us by check ¢ Provide account information or give us your contact information ¢ Show your driver's license How does WebBank collect my personal information? We also collect your personal information from others, such as credit bureaus, affiliates, or other companies. Federal law gives you the right to limit only Why can't I limit all sharing? Sharing for affiliates' everyday business purposes-information about your creditworthiness 11 of 13 7/9/2019, 8:15 AMLoan Agreement - Lending Club file://F-/FTP MEDIA/Velocity/E99563/ EM - LoanAgreement, html What we do Affiliates from using your information to market to you © Sharing for non-affiliates companies to market to you State laws and individual companies may give you additional rights to limit sharing. What happens when I limit sharing for an ‘WebBank does not offer joint LendingClub account I hold jointly with someone else? accounts, Definitions Companies related by common ownership or control, They can be financial and nonfinancial Affiliates companies. * WebBank does not share with our affiliates Non-affiliates Companies not related by common ownership or control. They can be financial and nonfinancial companies, * WebBank does not share with non-affiliates so they can market to you Joint marketing A formal agreement between nonaffiliated financial companies that together market financial products or services to you. ¢ WebBank doesn't jointly market 71 Stevenson Street, Suite 300 San Francisco, CA 94105, USA ¢ Home © About Us © Careers Follow us: © Privacy « Affiliates @ Risks * Developers « Agreements © Prospectus 12 of 13 7/9/2019, 8:15 AMLoan Agreement - Lending Club file:///E:/FTP MEDIA/Velocity/£99563/ IM - LoanAgreement,hum! « Terms of Use * SEC Filings © Statistics * View Full Site © Copyright 2006-2016. All rights reserved. Equal Housing Lender tc_unknown 13 of 13 1/9/2019, 8:15 AM‘Truth in Lending Disclosure - Lending Club filev///F:/ETP MEDIA/Velocity/E99563/ EE - TruthinLendingDisclo... ‘ This website does not support this version of Internet Explorer. Please upgrade to the latest version for a better experience. Upgrade Now Lending Club Utilities * Welcome Anthony! « Account * Settings * Sign Out « Hel ¢ View Full Site © Investing ¢ Personal Loans * How It Works « About Us Truth in Lending Disclosure Truth in Lending Disclosure Statement Lender WebBank 215 South State Street Suite 800 Salt Lake City, UT 84111 Borrower Charles Gagliano 1041 Hamlin Terr FORT LAUDERDALE, FL 33325 Annual Percentage Rate The cost of your credit as a yearly rate 18.58% Finance Charge The dollar amount the credit will cost you $7,732 Amount Financed The amount of credit provided to you or on your behalf $14,250 Total of Payments 1 of 3 71912019, 8:16 AM‘Truth in Lending Disclosure - Lending Club file:///F:/FTP MEDIA/Velocity/E99563/ GMMR - TruthinLendingDisclo... 20f3 The amount you will have paid when you have made all scheduled payments $21,982 Your payment schedule will be as follows: Number of payments Amount When payments are due 59 $366.37 First payment is due on 11/7/13, and each subsequent payment is due monthly ~" thereafter on the same day of each month 1 $366.17 Last payment is due on 10/7/18 Late charges: If your payment arrives after your 15 day grace period, you will be charged a la