on the date first set forth above.
PLEDGOR:
GWG DLP FUNDING V, LLC
By:
Name:
Title:
LENDER:
HCLP NOMINEES, L.L.C.
By:
Name:
Title:
[Signature Page to Pledge and Security Agreement (Borrower)]
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SCHEDULE I
NOTICE INFORMATION
Pledgor:
325 North St. Paul Street Dallas, TX 75201
Attention: Lennie Nicolson, General Counsel and Secretary Email:

Lender:
David Wickline
17575 Fitzpatrick Lane
Occidental, CA 95465
Email: 
With a copy to:
c/o ThompsonKnight 1722 Routh Street
Suite 1500
Dallas, TX 75201 Attention: Bill Banowsky
Email: 
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EXHIBIT D-4
Form of GWG Borrower Note
Exhibit D-4
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EXHIBIT D-4
THIS PROMISSORY NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE
SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN FOURTH
AMENDED AND RESTATED SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED,
RESTATED, AMENDED AND RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO
TIME, THE "SUBORDINATION AGREEMENT"), DATED AS OF [ ], 2020, AMONG HCLP
NOMINEES, L.L.C., A DELAWARE LIMITED LIABILITY COMPANY (TOGETHER WITH ITS
SUCCESSORS AND PERMITTED ASSIGNS), INDIVIDUALLY AS A SUBORDINATED CREDITOR AND
AS SUBORDINATED CREDITOR REPRESENTATIVE, AND HCLP NOMINEES, L.L.C., A DELAWARE
LIMITED LIABILITY COMPANY, INDIVIDUALLY AS A SENIOR CREDITOR AND AS SENIOR
CREDITOR REPRESENTATIVE AND IN SUCH CAPACITY AS AGENT FOR THE SENIOR LENDERS
REFERRED TO THEREIN (AND ITS SUCCESSORS AND ASSIGNS IN SUCH CAPACITY), TO THE
SENIOR DEBT DESCRIBED IN THE SUBORDINATION AGREEMENT, AND EACH HOLDER OF THIS
INSTRUMENT, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE
SUBORDINATION AGREEMENT. IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS OF THE
SUBORDINATION AGREEMENT AND THE TERMS OF THIS PROMISSORY NOTE, THE TERMS OF THE
SUBORDINATION AGREEMENT SHALL GOVERN AND CONTROL.
PROMISSORY NOTE (GWG NOTE)
[ ], 2020
FOR VALUE RECEIVED, the undersigned, GWG DLP FUNDING V, LLC (the "Borrower"),
HEREBY PROMISES TO PAY to HCLP Nominees, L.L.C., a Delaware limited liability
company (the "Lender"), or its registered assigns, (i) $[
_]1 (as increased
by the capitalization of interest in accordance with the provisions hereof, the
"Principal Amount"), together with all accrued and unpaid interest thereon and
all other amounts due under this Promissory Note (this "Note") on or before
April 10, 2021, unless extended to March 30, 2022 (as permitted under the Credit
Agreement (defined below) (either date, as applicable, the "Maturity Date"), at
such place as the Lender may designate in writing to the Borrower, and (ii)
interest on the Principal Amount remaining unpaid hereunder, from the date
hereof until paid in full, at a rate per annum equal to [ ]%2 (the "Interest
Rate"). This Note is the "Note" as defined in that certain Third Amended and
Restated Second Lien Credit Agreement (as amended, restated or replaced from
time to time, the "Credit Agreement") dated of even date herewith by and among
the Borrower, the Lender, GWG Holdings, Inc., GWG Life, L.L.C. and Beneficient
Capital Company, L.L.C. Capitalized terms not defined herein have the meanings
given in the Credit Agreement.
The Borrower will make each interest payment quarterly in arrears on