13G Filing: Park West Asset Management and Upland Software Inc. (UPLD)

* Beneficial
ownership percentage is based upon 20,775,731 shares of Common Stock
of the Company, issued and outstanding as of November 3, 2017, as reported by the Company in its Quarterly Report on Form
10-Q (File No. 001-36720), filed with the Securities and Exchange Commission on November 14, 2017. PWAM is the investment manager
to  the PW Funds, and Mr. Park is the sole member and manager of PWAM.  As of December 14, 2017, PWIMF held 1,819,162
shares of Common Stock and PWPI held 221,358 shares of Common Stock. As a result of the foregoing, for purposes of Reg. Section
240.13d-3, Mr. Park may be deemed to beneficially own the 2,040,520 shares of Common Stock held in the aggregate by the PW Funds
for an aggregate beneficial ownership percentage of approximately 9.8% of the shares of Common Stock deemed issued and outstanding
as of December 14, 2017.