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Prosper is in a quiet period and is not accepting any new Borrower or Lender registrations until our registration statement with the SEC becomes effective.
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Legal Compliance


The Prosper marketplace is a peer-to-peer online credit auction platform operated by Prosper Marketplace CA, Inc. ("Prosper"). Prosper handles the registration of borrowers, lenders, loan sellers and group leaders; the receipt, display and matching of listings and bids on listings; the issuance and sale of Borrower Payment Dependent Notes (“Notes”) to our lender members; and the origination, servicing and collection of principal and interest and other charges payable on loans.

  • Our borrower members can post listings on the platform to request and obtain loans, which we call “Prosper borrower loans.”
  • Our loan seller members can post listings on the platform to offer loans they own for sale; we call these “open market loans.”
  • Our lender members can bid on listings and purchase from Prosper Notes that are dependent for payment on payments we receive on the corresponding borrower loans described in the listing.
  • Our group leader members can form groups of borrowers with common interests.
All loans originated through the platform to California residents are made by Prosper. All loans originated to residents of states other than California are made by WebBank, a Utah-chartered Industrial Bank and sold and assigned to Prosper. Prosper provides services to WebBank in connection with the origination of such loans. Prosper services all loans made to Prosper borrowers on behalf of Prosper lender members who purchase Notes dependent for payment on such loans.

All Prosper borrower loans are fixed rate, unsecured, 3-year, fully amortizing with simple interest. All loans are obligations of individual borrowers and not of corporations or businesses. Borrowers who obtain a loan to be used for business purposes, are personally obligated to repay the loan, regardless of the success or failure of the business for which the loan may be used. The following limits and fees apply:

Borrower Limits and Fees
Map of the United States Loan amount: $1,000 - $25,000
Maximum interest rate: 36%, except that for loans between $1,000 and $2,550 to California residents, rate limit is 19.2%
Closing fee: 3%, subject to $75 minimum; except for loans of $1,000 to $2,550 to California borrowers the closing fee is $50
Late fee:
15-day grace period
California borrowers: $15 Non-California borrowers: The greater of 5.00% of the unpaid installment amount, or $15
Failed payment fee: $15
Loans to California residents are made by Prosper Marketplace CA, Inc. under a Department of Corporations California Finance Lenders License. Equal opportunity lender.

Open Market Loans
Open market loans have a fixed interest rate, maturities of at least three months and may be unsecured or secured by personal property. Open market loans are existing loans that are owned by the loan seller that posted the listing, whether or not such loan seller originally made the loan. Open market loans may include existing consumer loans or retail installment sale contracts. Open market loan listings set forth a description of the loan or conditional sale contract being offered for sale, including the collateral, if any, securing the loan, and certain credit, income and employment information about the borrower.

Lender Requirements
Your role as a Prosper "Lender" is that of a purchaser of Notes issued by Prosper. Although you are referred to on the Prosper website as a "Lender," you are not actually lending your money directly to Prosper borrowers, but are, instead, acting as an investor and making purchase commitments for Notes and purchasing Notes from Prosper, that are dependent for payment on payments we receive on borrower loans.

A bid by a Lender is the Lender's commitment to purchase a Note issued by Prosper, with the proceeds of the sale of the Note used by Prosper to make or purchase the specific borrower loan described in the listing on which the bid was made.

Your rights and obligations as a Prosper Lender are set forth in the Lender Registration Agreement.
Residence: Individuals:
California residents only; individuals must have their primary residence in California

Institutions:
Must have their principal place of business in California

Suitability: Individuals:
There are no suitability requirements for individuals who purchase $2,500 or less of Notes in the past 12 months.

To purchase more than $2,500 of Notes, your investment must not exceed 10 percent of your net worth, and either:

(1) you must have a minimum net worth of at least $75,000 and had minimum gross income of $75,000 during the last tax year and will have (based on a good faith estimate) minimum gross income of $75,000 during the current tax year; or

(2) in the alternative, you must have a minimum net worth, exclusive of homes, home furnishings and automobiles, of $200,000. Assets included in the computation of net worth shall be valued at not more than fair market value. For the purpose of this net worth requirement, both a husband and wife may be counted as a single individual.

Institutions:
There are no suitability requirements for institutional lenders.
Minimum bid: $50
Maximum bid (per listing): the requested loan amount or sale price set forth in the listing
Maximum aggregate bid: $5,000,000 for individuals
$50,000,000 for institutions
Loan servicing fee: For Notes corresponding to Prosper borrower loans:
an annual rate of 1.0% of the outstanding principal balance of the borrower loan

For Notes corresponding to Open Market loans:
an annual rate of 0.5% of the outstanding principal balance of the borrower loan, plus the servicing fee rate specified in the open market listing charged by the loan seller/servicer

Collection agency fee rate: For Notes corresponding to Prosper borrower loans:
17%

For Notes corresponding to open market loans:
set forth in description of loan seller

Notes and returns on Notes are not FDIC-insured and have no Prosper or bank guarantee. Notes may lose value.

Notes purchased by Prosper Lenders are currently non-transferable. Notes may be transferable through the Note Trader platform in the future, subject to regulatory approval.

THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA DOES NOT RECOMMEND OR ENDORSE THE PURCHASE OF THESE SECURITIES

IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT — To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for you: When you open an account, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver's license or other identifying documents.

Prosper holds the State consumer lending licenses and registrations shown below.

State Licenses
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Arizona
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California
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Colorado
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District of Columbia
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Florida
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Idaho
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Illinois
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Iowa
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Kansas
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Maine
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Maryland
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Massachusetts
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Michigan
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Missouri
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Montana
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North Dakota
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Ohio
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Oklahoma
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Oregon
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Texas
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Utah
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Vermont
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Washington
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Wisconsin
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Wyoming
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Prosper Marketplace, Inc holds


Last Updated: April 28, 2009

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