UPFUND.IO – SECURITY AGREEMENT

THIS SECURITY AGREEMENT (the “Agreement”) dated as of [[ DATE ]], is made by and between
Upfund, Inc. (“Secured Party”) and [[ SELLER NAME ]] (“Debtor”), as a condition
of the Unfund.io Consignment Agreement between the parties dated [[ DATE ]].

1) Defined Terms

Unless the context otherwise requires, capitalized terms used in this Security Agreement
have the following meanings:

“Accounts”, “Chattel Paper”, “Deposit Account”, “Electronic Chattel Paper”, “General Intangibles”,
“Goods”, “Instruments”, “Inventory”, and “Tort Claim” have the meaning assigned to such terms in the Code.

“Code” means Article 9 of the Uniform Commercial Code,
as adopted by the state of {state.name}, as amended.

“Consignment Agreement” means the UpFund Consignment Agreement dated [[ DATE ]] signed
by Debtor in connection with a consignment-based fundraising campaign hosted on UpFund’s site,
and all renewals, modifications, and extensions of such agreement, and all notes or other instruments
executed in substitution for such agreement.

“Debtor Laws” means all applicable liquidation, conservatorship, bankruptcy, moratorium, arrangement,
receivership, insolvency, reorganization or similar laws from time to time in effect affecting the rights
of creditors generally.

“Guarantor” means [[ SELLER NAME ]], and any other person or entity who or
which guarantees all or any part of the Secured Indebtedness.

“Insurance Claim” means, to the extent of the value of the Collateral and to the extent payable to Debtor
or Secured Party, insurance payable by reason of the loss or nonconformity of, defects or infringement of
rights in, or damage to the Collateral.

“Location” means the state of formation of Debtor if Debtor was required to register
to come into existence.

2) Grant of Security Interest

For value received and as collateral security for the Secured Indebtedness,
Debtor hereby grants to Secured Party a security interest, lien and mortgage in and to,
and agrees and acknowledges that Secured Party has, and will continue to have, a security interest,
lien and mortgage in and to, and assigns to Secured Party its rights in,
and all of Debtor’s power to transfer greater title than it has to, all assets of Debtor,
including without limitation those assets and properties of Debtor of the types described below,
wherever located, however arising or created and whether now owned or existing or hereafter arising,
created or acquired:

a) all Inventory and all accessions, attachments and other additions to, substitutes for,
replacements for, improvements to and returns of such Inventory, including up to the amount
of the funding amount of $[[ AMOUNT ]]}.

b) all Instruments, documents, Chattel Paper, Electronic Chattel Paper, Goods, moneys, securities,
drafts, and other property of Debtor now in the possession of and at any time and from time to time
hereafter delivered to Secured Party or its agents, whether for safekeeping, pledge, custody,
transmission, collection or otherwise, and all of Debtor’s deposits (general or special), balances, sums,
proceeds and credits with, and any of its claims against, Secured Party, at any time existing together
with the increases and profits received therefrom and the proceeds thereof, including insurance payable
because of loss or damage thereto and all deposit accounts, as such term is defined in the Code;

c) all General Intangibles, Accounts, Deposit Accounts, investment property, letter-of-credit rights,
Tort Claims, Insurance Claims;

d) all books, records, files, computer programs, data processing records, computer software,
documents and other information, property, or general intangibles, at any time evidencing,
describing, or pertaining to, and all containers and packages for, the property described or
referred to in Sections 2.1 through 2.9 above (the “Books and Records”); and

e) all products and proceeds (as defined in the Code) of any of the property described above in any form,
and all proceeds of such proceeds, including without limitation all cash and credit balances, all payments
under any indemnity, warranty or guaranty with respect to any of such property,
all awards for taking by eminent domain, all proceeds of fire or other insurance,
including any refunds of unearned premiums in connection with any cancellation, adjustment,
or termination of any insurance policy, all proceeds obtained as a result of any
legal action or proceeding with respect to any of such property,
and claims by Debtor against third parties for loss or damage to,
or destruction of, any of such property.

The property described or referred to in subsections 2.1 through 2.5 above is referred to
collectively as the “Collateral.”

3) Indebtedness Secured

The security interest and assignment of rights contained herein is granted to secure the
payment and performance of:

(a) any and all liens, advances (including, without limitation, future advances), indebtedness,
obligations and liabilities of Debtor to Secured Party however evidenced, whether as principal or
guarantor or otherwise, whether now existing or hereafter arising, whether direct or indirect,
absolute or contingent, joint or several, due or not due, primary or secondary,
liquidated or unliquidated, secured or unsecured, original, renewed or extended
(the “Indebtedness”), including, without limitation,
Indebtedness arising in connection with, or evidenced by the Consignment Agreement;

(b) all costs and expenses reasonably incurred by Secured Party to obtain, preserve,
perfect and enforce the security interest granted in this Agreement and all other liens and
security interests securing payment of the Secured Indebtedness,
to collect the Secured Indebtedness and to maintain, preserve and collect the Collateral,
including but not limited to taxes, assessments, insurance premiums, repairs,
reasonable attorneys’ fees and legal expenses, rent, storage charges, advertising costs,
brokerage fees and expenses of sale; and

(c) all renewals, extensions and modifications of the Indebtedness or any part of the Indebtedness.

The Indebtedness and costs mentioned in this Section 3 are collectively referred
to herein as the “Secured Indebtedness.”

4) Debtor’s Warranties and Representations

Debtor represents and warrants to Secured Party that:

(a) Debtor has the authority to execute, deliver and perform this Security Agreement;
the execution and performance hereof have been authorized by all necessary action of Debtor;
and this Security Agreement is the legal and binding obligation of Debtor,
enforceable in accordance with its terms, except as limited by Debtor Laws;

(b) there is no financing statement or other document creating or evidencing a lien now on
file in any public office covering any of the Collateral,
or any lien or encumbrance on any of the Collateral, whether such Collateral be real or personal,
tangible or intangible, or whether Debtor is named or signed as Debtor,
except as heretofore disclosed to Secured Party in writing;

(c) Debtor has, and, as to after-acquired Collateral, will have when such Collateral becomes
subject to this Security Agreement, good, indefeasible and merchantable title to and ownership
of the Collateral, subject only to liens for taxes not yet due and payable;

(d) All Collateral consisting of Goods and Inventory is located within ANY
and all of Amazon’s fulfillment facilities.

(e) no dispute, right of setoff, counterclaim or defenses exist with respect
to the Collateral or any part of the Collateral;

(f) all of the representations and warranties made by Debtor in all instruments
and documents evidencing and securing the Secured Indebtedness or any part thereof,
including without limitation this Security Agreement, are true and correct in all material respects;

(g) there has been no change in the name of Debtor or the name under which Debtor conducts its
business within the three years preceding the date of execution of this Security Agreement;
if there has been such a change, Debtor has notified Secured Party of such change; and

(h) neither the execution and delivery of this Security Agreement and the other documents
executed in connection with this Agreement, nor consummation of any of the transactions
contemplated in this Agreement, nor compliance with the terms and provisions of this Agreement,
will contravene or conflict with any provision of law,
statute or regulation to which Debtor is subject or any judgment, license,
order or permit applicable to Debtor or any indenture, mortgage, deed of trust,
agreement or other instrument to which Debtor is a party or by which Debtor may be bound,
or to which Debtor may be subject, or violate or contravene any provision of the bylaws of
Debtor or the instruments of incorporation forming Debtor (if Debtor is a corporation) or
the partnership or joint venture agreement, as appropriate,
forming Debtor (if Debtor is a partnership or joint venture).

5) Debtor’s Covenants and Agreements

Debtor covenants and agrees with Secured Party that:

(a) Debtor shall, at its expense, make, procure, execute and deliver such financing statement
or statements, or amendments of such statements or supplements of such statements,
or other instruments, certificates, assignments, passbooks and supplemental writings,
and do and deliver all acts, things, writings and assurances as Secured Party may from time
to time reasonably require in order to comply with the Code or any other applicable law,
and to preserve and protect the security interest hereby granted. In the event, for any reason,
that the law of any jurisdiction other than the State of {state.name} becomes or is
applicable to the Collateral, or any part thereof or to any of the obligations of Debtor
under this Agreement, Debtor agrees to execute and deliver all such instruments and to do all
such other things as may be reasonably necessary or appropriate to preserve,
protect and enforce the security interest or lien of Secured Party,
under the law of such other jurisdiction to at least the same extent as
such security interest would be protected under the Code;

(b) until the termination of this Security Agreement, Debtor will not authorize and there will
not be on file in any public office any financing statement or statements creating or
evidencing a lien covering any of the Collateral, except as may have been or may hereafter be
granted to Secured Party, and Debtor further agrees that it will keep the Collateral free from any lien,
attachment, security interest, sequestration, encumbrance or any other legal or equitable process,
or any encumbrance of any kind or character, except as may be granted to Secured Party or of
which Secured Party has actual knowledge and to which it otherwise consents in writing;

(c) Debtor shall keep the Collateral in good repair and condition, and shall use reasonable care
to prevent the Collateral from being damaged or depreciated, ordinary wear and tear excepted,
and Secured Party and its agents shall have the right to examine, audit, inspect and copy,
as the case may be, the Collateral, including, without limitation, the Books and Records
(which Debtor agrees to keep in complete and accurate form), at any reasonable time and
from time to time;

(d) unless and until notified to the contrary by Secured Party, Debtor shall promptly,
at its expense: (i) deliver to Secured Party, with appropriate endorsement or assignment,
all instruments, chattel paper, monies, checks, notes, drafts and other evidence of indebtedness,
or other property in the nature of items of payment representing proceeds of any of the Collateral,
or arising from an account, which are then in, or may thereafter come into,
Debtor’s possession; provided, however, proceeds from the sale of property0
that has been replaced by new property of value equal to or greater than the value of
the replaced property when new may be retained by Debtor; and (ii) upon the request
of Secured Party, direct all parties obligated on any of the Collateral to make all
payments due or to become due thereon directly to Secured Party or to such other
person or officer as may be specified by Secured Party;

(e) Debtor shall perform, at its sole cost and expense, all steps, and shall pay
the amount of all reasonable expenses necessary to obtain, preserve, perfect,
defend and enforce the security interest in the Collateral and to preserve,
defend, enforce and collect the Collateral;

(f) none of the Collateral shall be removed from its present location or disposed
of by Debtor without the prior written consent of Secured Party, except Debtor may
sell Inventory in the ordinary course of business. All risk and liability for safekeeping
of the Collateral shall at all times, either before or after possession thereof by Secured Party,
remain that of Debtor;

(g) Debtor hereby agrees to indemnify and hold Secured Party harmless from and against
any and all present and future claims, actions, liabilities and damages arising in
connection with this Security Agreement, the Secured Indebtedness, or the Collateral,
except for any of the foregoing arising out of the willful misconduct of Secured Party and
all costs and expenses (including reasonable attorneys’ fees) incurred by Secured Party
in respect thereof;

(h) Debtor will immediately notify Secured Party of any material change occurring in or to
the Collateral, of any change in Debtor’s location, principal place of business, chief
executive office or principal residence, as appropriate, of any material change in any
fact or circumstance warranted or represented by Debtor to Secured Party, or if any Event
of Default occurs; and

(i) Debtor will not use the Collateral illegally and, whenever any of the Collateral
includes obligations of third parties to the Debtor, such Collateral shall conform in
all respects to the applicable requirements of any state or federal consumer credit law,
and Debtor shall hold Secured Party harmless and indemnify Secured Party for any costs,
losses or expenses incurred by Secured Party, including attorney’s fees, arising from any
illegality in connection with the Collateral.

(j) Debtor shall make payments to Secured on the dates and of the amounts shown below
in the PAYMENT SCHEDULE section

6) Events of Default

Debtor is in default under this Security Agreement upon the happening of any of the
following events or conditions (each an “Event of Default”):

(a) if Debtor fails to pay the Secured Indebtedness, or any part thereof, when it becomes due,
whether according to the terms of the Consignment Agreement or otherwise;

(b) if Debtor or any Guarantor fails promptly to keep and perform any covenant or agreement
contained in this or any other agreement, deed of trust, mortgage or instrument executed as
security for or in connection with the Secured Indebtedness, or any part thereof;

(c) the occurrence of a default or event of default under any agreement, assignment,
deed of trust, security agreement or any other instrument or document executed as security for,
evidence of, or in connection with the Secured Indebtedness, or any part thereof;

(d) any statement, representation or warranty in this Security Agreement, or any agreement,
assignment, deed of trust, security agreement or any other instrument or document executed
as security for, evidence of, or in connection with the Secured Indebtedness, or any part thereof,
is false, misleading or erroneous in any material respect;

(e) Debtor or any Guarantor (i) executes a general assignment for the benefit of its creditors,
or (ii) becomes the subject, voluntarily or involuntarily, of any bankruptcy,
insolvency or reorganization proceeding, or (iii) admits in writing its inability to pay its
debts generally as they become due or fail to pay its debts as they become due, or (iv) applies
for or consent to the appointment of a custodian, receiver, trustee or liquidator of itself or of
all or a substantial part of its assets, or (v) files a voluntary petition seeking protection
under any debtor’s relief, or other insolvency law now or hereafter existing, or (vi) files an
answer admitting the material allegations of, or consenting to, or default in filing an answer to,
a petition filed against it in any bankruptcy, reorganization or other insolvency proceedings,
or (vii) institutes or voluntarily is or becomes a party to any other judicial proceedings intended
to effect a discharge of its debts, in whole or in part, or a postponement of the maturity or
the collection thereof, or a suspension of any of the rights or powers of Secured Party granted
in the Consignment Agreement or this Security Agreement;

(f) an order, judgment, or decree is entered by any court of competent
jurisdiction appointing a custodian, receiver, trustee or liquidator of Debtor or
any Guarantor or of all or any substantial part of its assets;

(g) the failure to have discharged within a period of 10 days after the
commencement thereof any attachment, sequestration or similar proceedings
against any of Debtor’s or any Guarantor’s assets;

(h) the ownership of the Collateral or any of the Collateral, except for Inventory sold in the
ordinary course of business, or any legal or equitable interest of the
Collateral or any of the Collateral, becomes vested in a person or entity other than Debtor;

(i) the loss, theft, destruction, reduction in value, damage to or condemnation of the Collateral,
or any material part of the Collateral, unless such loss is fully covered by insurance proceeds,
and such proceeds are promptly received by Debtor or Secured Party under the terms of this Agreement;

(j) default occurs in the payment of any material indebtedness of Debtor or any guarantor of such
indebtedness or any part thereof, or of the Secured Indebtedness or any part of the Secured Indebtedness,
or any such indebtedness becomes due before its stated maturity by acceleration of the maturity of
such indebtedness or otherwise, and such default or acceleration, as the case may be, in the
reasonable determination of Secured Party, impairs Debtor’s or any such guarantor’s ability to pay
the Secured Indebtedness;

(k) Secured Party’s liens, mortgages or security interests in any of the Collateral become
unenforceable, or cease to be first priority liens, mortgages or security interests; or

(l) the dissolution, liquidation, merger, or termination of Debtor or of any Guarantor
(or if a Guarantor is an individual, the death of such Guarantor).

7) Secured Party’s Rights and Remedies

Secured Party, at any time, either before or after an Event of Default:

(a) may require Debtor to deposit in a special account at a bank to be designated by
Secured Party in the name of Secured Party and referred to as the “Collateral Account,”
any and all payments received by Debtor with respect to the Collateral. Funds in such
account are hereby assigned to Secured Party and shall be impressed with the lien in this
Agreement to secure the Secured Indebtedness;

(b) may, at the sole option of Secured Party, discharge taxes, liens and interest,
perform or cause to be performed, for and on behalf of Debtor, any actions and conditions,
obligations or covenants that Debtor has failed or refused to perform, and may pay for the repair,
maintenance or preservation of any of the Collateral, and may do all other things deemed
necessary by Secured Party to perfect the security interest granted hereby and to preserve,
collect, enforce and protect the Collateral and any insurance proceeds thereof, and may exercise
all rights of Debtor in the Collateral, and Debtor hereby appoints Secured Party its
attorney-in-fact for such purposes, and all sums expended for such purposes, including but
limited to attorneys’ fees, court costs, agents’ fees or commissions or any other costs or
expenses, will become part of the Secured Indebtedness, will bear interest from the date of
payment at the highest lawful rate and will be payable at the place designated for payment
of the Secured Indebtedness and will be secured by this Security Agreement; and

(c) may, in its sole discretion, require Debtor to give possession or control of the Collateral
to Secured Party; endorse as Debtor’s agent any instruments, documents or accounts relating to
the Collateral; contact account debtors directly to verify accounts; notify account debtors and
any other parties liable under the Collateral to make payment directly to Secured Party;
take control of the Collateral or proceeds of the Collateral, including without limitation
stock or cash dividends or stock splits, and use cash proceeds to reduce any part of the
Secured Indebtedness; exchange any of the Collateral for any other property upon any merger,
consolidation, reorganization, recapitalization, or other readjustment of the issuer of the Collateral,
and, in connection with such event, deposit any of the Collateral with any committee,
depositary, transfer agent, registrar or other designated agency upon such terms as Secured Party
may determine; and may require Debtor to use its best efforts to cause the issuer of the Collateral
to register any or all of the Collateral under applicable securities laws, at the expense of Debtor
or such issuer.

In the event of the occurrence of any Event of Default, Secured Party may, at its option,
in addition to the rights and remedies provided in Section 7 of this Agreement, without demand,
presentment, notice of intention to accelerate, notice of acceleration or any
other notice (which are fully waived):

(a) declare the entire unpaid balance of the principal of the Secured Indebtedness to be in
default and immediately due and payable, together with all accrued and unpaid interest thereon,
reasonable attorneys’ fees and all other collection charges;

(b) in addition to the rights and remedies provided in this Security Agreement, or in any other agreement,
instrument or undertaking executed by Debtor, invoke the rights and remedies of a
secured party under the Code and any and all other laws;

(c) open and dispose of all mail addressed to Debtor and notify postal authorities to change
the address for delivery of all mail addressed to Debtor to such address as Secured Party may designate;

(d) take possession and dispose of all or any portion of the Collateral, at public or private sale,
as a unit or in parcels, upon any terms and prices and in any order, free from any claim or right
of any kind including any equity of redemption of Debtor, ANY SUCH DEMAND, RIGHT OR EQUITY BEING
EXPRESSLY WAIVED AND RELEASED; and for such purpose Secured Party may maintain all or any part of
the Collateral on Debtor’s premises for such period of time as may be reasonably necessary without
any charge whatsoever. Upon Secured Party’s demand, Debtor will take all steps necessary to prepare
the Collateral (including without limitation making any repairs to the
Collateral requested by Secured Party) for and otherwise assist in any proposed disposition
of the Collateral; and assemble the Collateral and make it available to Secured Party
at a reasonably convenient location. Any disposition of the Collateral may be made
by way of one or more contracts, and at any such disposition it will
not be necessary to exhibit the Collateral.

In addition:

(a) Secured Party will not be liable for any act or omission on the part of Secured Party,
its officers, agents or employees, except for willful misconduct. All rights and
remedies of Secured Party under this Agreement are cumulative and may be exercised
singly or concurrently. The exercise of any right or remedy will not be a waiver of any other;

(b) the rights, titles, interests, liens and securities of Secured Party under
this Agreement are cumulative of all of the securities, rights, titles,
interests or liens that Secured Party may now or at any time in the future
hold securing the payment of the Secured Indebtedness, or any part of
the Secured Indebtedness;

(c) Secured Party is hereby expressly authorized to apply by appropriate
judicial proceedings for appointment of a receiver for the Collateral,
or any part of the Collateral, and Debtor hereby expressly consents
to any such appointment;

(d) Secured Party is entitled to apply the proceeds of any sale or other
disposition of the Collateral, and the payments received by Secured Party
with respect to any of the Collateral, first to the payment of all its reasonable expenses,
including attorneys’ fees and legal expenses, incurred in holding and
preparing the Collateral, or any part of the Collateral, for sale or other disposition,
in arranging for such sale or other disposition, and in actually selling the same,
and next toward payment of the balance of the Secured Indebtedness in such
order and manner as Secured Party in its sole discretion may deem advisable.
Secured Party will account to the Debtor for any surplus.
If the proceeds are not sufficient to pay the Secured Indebtedness in full,
the Debtor will remain liable for any deficiency.

8) Miscellaneous

a) THIS SECURITY AGREEMENT IS EXECUTED AND DELIVERED IN, AND THE VALIDITY,
ENFORCEABILITY AND INTERPRETATION OF THIS AGREEMENT WILL BE GOVERNED BY
AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA AND THE LAWS OF,
THE UNITED STATES OF AMERICA.

b) This Security Agreement is binding upon and shall inure to the benefit of
the parties hereto and their respective heirs, executors, representatives, administrators,
successors and assigns.

c) This Security Agreement is binding upon and shall inure to the benefit of
the parties hereto and their respective heirs, executors, representatives,
administrators, successors and assigns.

d) Any notice of sale, disposition or other action by Secured Party required
by the Code and sent to Debtor at Debtor’s address shown above, or at such
other address of Debtor as may from time to time be shown on the records of
Secured Party, at least 10 days prior to such action, will constitute reasonable
notice to Debtor. Notice will be deemed given or sent when mailed postage
prepaid to Debtor’s address.

e) No failure on the part of Secured Party to exercise, and no delay in exercising,
any right, power or remedy hereunder will operate as a waiver thereof, nor will
any single or partial exercise by Secured Party of any right, power or remedy
under this Agreement preclude any other or further exercise of such right, power,
or remedy, or the exercise of any other right, power or remedy. The remedies
herein provided are cumulative and are not exclusive of any remedies provided by law.

f) This Security Agreement may not be amended in any way except by a
written agreement signed by the parties to this Agreement.

g) If any provision of this Security Agreement is found to be unlawful
or unenforceable, that provision will be deleted from this Agreement
and the remaining provisions will, insofar as possible, be given full force and effect.

9) PAYMENT SCHEDULE

[[ PAYMENT SCHEDULE ]]