Preview
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
AFFIDAVIT OF FACTS AND SALE OF ACCOUNT BY ORIGINAL CREDITOR
(Debt Buyer Actions)
The undersigned, being duly sworn, deposes and says:
1. I am an employee of CreditOne Bank, N.A. ("CreditOne Bank") and an authorized representativeof its as
affiliates,
described inthe Supplemental Affidavitattached hereto "Original
(collectively, Creditor"),and I havepersonal knowledge of
and access to OriginalCreditor'sbooks and records ("Business Records"),including electronicrecords, relatingtoa pool of
charged-off consumer creditaccounts sold orassigned by Original Creditorto Sherman Originator IIILLC ("Debt Buyer"), on
06/18/2019 (the"Sale"),which included theaccount ("Account") ofthe consumer ("Consumer") as identifiedinthe exhibits
attached heretoand incorporated herein. As part ofthe Sale,Original Creditorassigned allof itsinterest
in theAccounts,
including therightto any proceeds from the Accounts, to Debt Buyer, and ittransferredBusiness Records relatingtothe
Accounts toDebt Buyer. A trueand correct copy of thebillof saleorwritten assignment of theAccount is attachedas an exhibit
to thisaffidavit.
2. In my position, I alsohave personalknowledge ofOriginal Creditor'sprocedures for creatingand maintaining itsBusiness
Records, including itsprocedures relatingtothe saleand assignment ofconsumer creditaccounts. Original Creditor'sBusiness
Records were made inthe regularcourse of businessand it wastheregular courseof such business to make the Business
Records. The Business Records were made at ornear the timeof theevents recorded. Based on my knowledge of Original
Creditor'sBusiness Records, I havepersonal knowledge ofthe factsset forthinthisaffidavit.
3. Credit One Bank and Consumer were partiesto a credit
agreement ("Agreement"). Consumer agreed to payCredit One
Bank forallgoods, services and cashadvances provided pursuant to theAgreement. The date and theamount of thelast
payment, ifany,made by Consumer areset forthinan exhibitattached hereto and made a parthereof. Consumer defaulted and a
demand for payment was made by CreditOne Bank. A trueand correctcopy ofa document provided to Consumer evidencing
the Agreement is attachedas an exhibittothis affidavit.
4. I have personal knowledge ofOriginal Creditor'sprocedures for generatingand mailingaccount statements to customers.It
is theregularpracticeof Original Creditor'sbusinesstoprovide periodicaccount statementsto itscustomers.Original Creditor
sent one ormore account statements relatingtothe Consumer's Account toConsumer on the date(s)and for theamount(s) due
set forthinan exhibitattached hereto and made a parthereof. The account statement(s)were mailed toConsumer's lastknown
address and OriginalCreditor's Business Records do notreflectthatthe statement(s)were returned by the postofficeor thatthe
Consumer objected to them. A trueand correct copy of the mostrecent account statement(s)generated and mailed by Original
Creditoris attachedas an exhibittothis affidavit.
5. At the time ofSale, Consumer owed the amount set forth
inthe exhibitsattached heretoand made a parthereof, which also
set forththename of theConsumer; the lastfour digits
of the Account number; thedate and amount of thecharge-off balance;
the dateand amount of thelastpayment, ifany; thetotalamounts, if
applicable, of post-charge-off interest
and post-charge-
any
offfees and charges; any post-charge-offcreditsor payments made by or on behalf ofthe Consumer; and the balance due at the
time of theSale.The above statements are trueand correctto thebest ofmy personalknowledge.
Employee of CreditOne Ban , N.A.
Dated: s//2 /
ACKNOWLEDGMENT OF SIGNATURE BY LICENSED NOTARY
STATE OF NEVADA )
) ss.
COUNTY OF CLARK )
This instrumentwas acknowledged before me on the of /JJ , 20 Trvssa Noyes
day y
Employee of CreditOne Bank, N.A.
Notary Public
CRYSTAL OFFORD
NOTARY PUBLIC
STATE OF NEVADA
. Appt. No. 20-5948-01
683568872 : My Appt. E7pires June 4, 2024
Page: 1 of 7
1 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
CERTIFICATE OF CONFORMITY
STATE OF NV
CITY OF LAS VEGAS
The undersigned does hereby certifythathe/she is an attorney at lawduly ad=lned topractice in theState of NV
and is a resident ofLas Vegas, in theState of Nevada; thathe/she is a personduly qualified to make thiscertificate
of conformity pursuant to the laws of theState of NV; thatthe foregoing acknowledgment by Tryssa Noves named
in theforegoing instrument taken before Crystal Offord notary in the Stateof NV was taken inthe manner
prescribed by such laws of the Stateof NV, being the Statein which itwas taken; and that itduly conforms with
such laws and isin allrespects valid and effectivein such state.
May 12, 2021 ,
Date Timothy J. Bellamy
Nevada StateBar # 14973C
CreditOne Bank, N.A.
6801 S. Cimmaron Rd
Las Vegas, NV 89113
2 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
SUPPLEMENTAL AFFIDAVIT OF FACTS AND SALE OF ACCOUNT BY ORIGINAL
CREDITOR
(Debt Buyer Actions)
Stateof: Nevada
Cotmty of:Clark
Account Holder: Jason Peck
Social SecurityNo:
Original CreditorAccount No: XXXXXXXXXXXXI228
Tryssa Noyes deposes and says:
, beingduly sworn,
1. I am over 18 and not a partytothisaction. I am an employee ofCredit One Bank, N.A. ("Credit One"). In thatcapacity,I
have access tocertain businessrecords of Credit One. I am aware ofthe processof thesale and assignment ofelectronically
stored businessrecords of CreditOne.
2. I aman authorized representativeof FNBM, LLC ("FNB.M"), and an authorized representativeofMHC Receivables, LLC
("MHC") and have been duly authorized by both entitiestomake the statementsand representationsincluded in thisaffidavit.
The statements set forthherein aretrueand correct,basedon eitherpersonal knowledge or review of thebusiness records, or
both, ofone or more of Credit One, MHC, orFNBM.
3. CreditOne originatesconsumer creditcard accounts ("Accounts") and is entitled
to allamounts due under such Accounts
("Receivables") from the time theReceivable is createduntilsuch rightsaresold ortransferred. At alltimes thatCredit One, or
MHC, orFNBM owns any Account orReceivable, Credit One services such Accounts and Receivables whether initsown right,
or as an agentof MHC orof FNBM. Such servicingincludes maintaining and recording informationrelated tothe origination,
servicing,transactionhistory,and ownership of such accounts and Receivables ("Business Records") whether such Business
Records relatetoCredit One, toMHC, or toFNBM. Itis intheregular course ofbusiness ofCredit One for an employee or
representativewith personal knowledge of theact,event, condition,or opinion recorded to be recordedinthe Business Records
to:(i)make memorandum or records;or to transmit
(ii) information thereofto be included insuch memorandum or records;and
that
(iii) the records be made at ornearthe time ofthe actand/or event recorded orreasonably soon thereafter.
4. As an authorized representativeofMHC, and of FNBM, my duties include having knowledge of,and access to,business
records relatingtothe Accounts and Receivables owned by MHC and FNBM, respectively.These recordsinclude Business
Records receivedfrom CreditOne, as thebusiness recordsof CreditOne, and incorporatedand maintained by MHC and by
FNBM. as thebusiness recordsof MHC and FNBM, respectively.
5.Such Business Records include those maintained by or on behalfof Credit One, ofMHC and ofFNBM inthe ordinarycourse
of its
business with regard tothe saleand assignment ofCredit One, of MHC, and ofFNBM's Accounts and Receivables.
6. From time to time,Credit One transfers
certain Business Records to MHC and to FNBM relatedtothe Accounts and
Receivables serviced by Credit One. These Business Records aretransmitted to FNBM and to MHC in thenormal course of
Credit One's business. Both FNBM and MHC accept theseBusiness Records as thebusiness recordsof Credit One and
incorporated these BusinessRecords intotheirown.
7. Forsuch Business Records, it wasin theregular courseof MHC and FNBM's business foran employee or representativewith
personal knowledge of theact,event, condition,or opinion recorded to:(i)make memorandum or records;or to
(ii) transmit
information thereofto be included insuch memorandum or records;and (iii)thattherecords be made at ornearthe time ofthe
actand/or event recorded or reasonably soon thereafter.
Page: 3 of 7
3 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
8. The Business Records indicate thataccount XXXXXXXXXXXX1228 (the"Account") was opened by Credit One on
01/07/2016 (the"Origination inthe name ofJason Peck witha Social Number with thelastfour digits
M
Date") Security ending
in (the"Consumer").
9. Under the terms and conditions ofthe Account, the Consumer agreed topay Credit One forallgoods, services,and cash
advances provided pursuant theterms and conditions of theAccount. As shown in theBusiness Records, theConsumer failedto
make allthepayments as required by theterms and conditions ofthe Account. Under the terms and conditions ofthe Account
referencedby the Business Records, the fullbalance under theAccount was charged offon May 05, 2019 with a balance
immediately due and owing of $1,329.43.
10. On or about June 18, 2019 (the"Sale Date"), MHC and FNBM, as applicable,
sold a pool ofcharged-off accounts and their
associatedreceivables to Sherman Originator IH LLC ("Debt Buyer"). The Account was includedwithin the pool soldto Debt
Buyer on the Sale Date. I am not aware of any errorsin theBusiness Records, account documents, orany other document
evidencing the ownership and statusof theAccount.
1 1. For
the periodfrom the OriginationDate to theSale Date, CreditOne, in theregular course ofbusiness, caused periodic
billingstatementstobe delivered each month to theConsumer, unless such statementswere notrequired by law. Such
statementswere a trueand accurate reflectionof the Business Records and were sent each month from thedate the Account was
opened untilthe SaleDate (otherthan where no statement may have been required by law).
12. The Business Records ofCredit One indicatethatas ofthe datethe Account was sold,therewas due and payable on the
Account of $1,329.43. The records indicate thattherewere no uncredited payments againstsuch amount at thetime ofsale.
13. The Business Records ofCredit One indicatethatthe last
payment received on theAccount prior to theSaleDate was posted
to the Account on 10/20/2018 in the amount of $45.00. The unpaid balance does notinclude any interestorfees ofany kind
accrued or otherwise charged tothe Customer afterthe Charge-off Date.
14. Pursuantto thesale,both MHC and FNBM, as applicable,
sold,transferred,assigned, conveyed, granted,bargained, set over
and deliveredto Debt Buyer and itssuccessors and assigns,good and marketable titletothe Account and allassociatedunpaid
Receivables freeand clear ofany encumbrance, lien,pledge, charge,claim or securityinterest.
15. Inconnection with the saleof the Account, Business Records, including butnot limitedto electroniccopies ofbilling
statements,were transferredtoor otherwise made availableto theDebt Buyer (the"Transferred Records"). The Transferred
Records were kept by CreditOne, MHC, and/or FNBM in the
regular course ofbusiness, and itwas inthe regularcourse of
business foran employee or representativewith personal knowledge ofthe act,event,condition,or opinion recorded : (i)
make
memorandum or records;or to
(ii) transmitinformation thereof tobe included in suchmemorandum or records;and that
(iii) the
recordsbe made at ornear thetime of theact and/or event recorded orreasonably soon thereafter.To theextent thatthe
TransferredRecords include records thatwere prepared by a thirdparty,including but notlimited toany creditcard association,
they arerecords thatwere incorporated intotherecords of CreditOne, MHC, and/or FNBM as a businessrecord and the
accuracy of such recordsare reliedupon byCredit One, MHC, and/or FNBM inthe regularcourse of business. The relevant
Business Records pertainingto theAccount described about is herebyattached and made a part hereof.
The remainder of the pageis intentionallyleftblank.
Page: 4 of 7
4 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
I6.The above statements are truetothe bestof my knowledge.
FURTHER AFFIANT SAYETH NOT.
Signed this_ g_ day of yef.au , 202
Tryssa oyes
Employee of CreditOne Bank, N.A.
Authorized Representative of MHC Receivables, LLC
Authorized Representative of FNBM, LLC
ACKNOWLEDGMENT OF SIGNATURE BY LICENSED NOTARY
STATE OF NEVADA )
) ss.
COUNTY OF CLARK )
This instrument was acknowledged before me on the day of d4l_, 20Ê by Tryssa Noyes ,
Authorized Representative of FNBM, LLC, Authorized Representative of9HC Receivables, LLC, and Employee of CreditOne
Bank, N.A.
Notary Pubho
CRYSTAL OFFORD
NOTARY PUBLIC
STATE OF NEVADA
Appt. No. 20-5948-01
My Appt. Expires June 4, 2024
Page: 5 of 7
5 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
CERTIFICATE OF CONFORMITY
STATE OF NV
CITY OF LAS VEGAS
The undersigned does hereby certifythat he/she is anattorney at law duly admitted topractice in theState of NV
and is a residentofLas Vegas, in the Stateof Nevada; thathe/she is a person duly qualifiedto make thiscertificate
of conformity pursuant to the laws of the Stateof NV; thatthe foregoing acknowledgment by Tryssa Noves named
in theforegoing instrument taken before Crystal Offord notary in the Stateof NV was taken inthe manner
prescribed by such laws of the Stateof NV, being the Statein which itwas taken; and that itduly conforms with
such laws and isin allrespects valid and effectivein such state.
May 12. 2021
Date Timothy J. Bellamy
Nevada StateBar # 14973C
Credit One Bank, N.A.
6801 S. Cimmaron Rd
Las Vegas, NV 89113
6 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
Original CreditorSellerData Sheet
Orig. Creditor Acet Number:
Orig. Creditor Cross Ref number:
Account Open Date: 01/07/2016
Charge-off Amount: $1,329.43
Charge-off Date: 05/05/2019
Consumer Last fourdigitsof SSN:
Consumer FirstName: Jason
Consumer Middle Name
Consumer Last.Name: Peck
Consumer Suffix:
Consumer Residence Addrs 1: 11342 State Route 38
Consumer Residence Addrs 2: Lot 50
Consumer City: Berkshire
Consumer State: NY
Consumer Zip Code: 13736
Post-Charge-off Interest:
Post-Charge-off Fees: $ .00
Post-Charge-off Credits or Payments Made: $ .00
Last Payment Amount: $45.00
Last Payment Date: 10/20/2018
.Balance Due at timeof Sale: $1,329.43
Page: 7 of 7
7 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
BILL OF SALE AND ASSIGNMENT OF ACCOUNTS
FROM CREDIT ONE BANK, N.A. TO MHC RECE1VABLES, LLC
As of May 31, 2019, forgood and valuable consideration,thereceiptand sufficiencyof which is hereby
acknowledged, CreditOne Bank, N.A. ("Assignor")has transferred,
has sold, has conveyed,
has assigned, has granted
and has otherwisedeliveredto MHC Receivables,LLC ("Assignee"),allof Assignor'sright, and interest
title in and
to (i) the charged-off credit card accounts identifiedon an account level basis in the data file named
CreditOne-Sherman_062019 (the"Computer File"),a copy of which is attached
heretoand incorporatedherein by
referenceas "ExhibitA";and, certain
(ii) relatedaccount levelmedia or electronic
copies thereof but
(including, not
limitedto applications,
statements,termsand condition),and all
(iii) claimsor rights
arisingout ofor relating
to each
accountreferenced on theComputer File hereinafter,
(collectively the "Accounts")including,but notlimited to,all
claimsand rightsaffordedeach Account by virtueofthatAccount's correspondingterms and conditions.
The Accounts transferredunder the terms of this Bill of Saleand Assignment of Accounts were each
transferred
to Assigneeimmediately following charge offforeach applicableAccount,as shown in the Computer File.
With respectto information
for the Accounts,Assignor representsand warrantsto Assigneethat the business
recordsconveyed toAssignee relatingto:(i)theAccounts issued by Assignor;and (ii)thesale and assignment of
Accounts by Assignor the "Business
(collectively, Records"), arekept by Assignorin the regular
course business.
of its
Itis intheregular course ofbusiness of Assignor foran cmpisyec or an authorizedrepresentativewith personal
knowledge of the act,event,condition,or opinion (collectively"Event")to be recorded,to make theappropriate
memorandum or recordingof the Event
at or reasonably
near thetime of the Event.
Furthermore, Assignor represents
and warrantsto Assigneethat the Business
Records are materially
complete and accurate,and thoroughlyembody the
informationin Assignor's custody and controlfor the Accounts from theircreationuntilthe time of transferto
Assignee. Theserepresentationsand warrantiesare intendedtoaugment any otherrepresentations
and warrantiesthe
parties
may have in place
and not supplantany otherexistingwarrantiesand representations.
This Billof Sale and Assignment of Accounts shall serve as evidenceof ownership forthe Accounts
conveyed hereby and shallserveas an acknowledgment, and as evidence
as ratification, ofthe intentofthe parties
to
transfer
the Accounts.
CREDIT ONE BANK, N.A.
Gar ood
Vice President
8 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts that identified
are specifically in the electronic
filenamed CreditOne-Sherman_062019 with such
electronic
fileincorporatedhereinby reference.
9 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM CREDIT ÖNE BANK, N.A. TO MHC RECEIVABLEStLLC
As of May 31, 2019, forgood and valuable consideration,thereceiptand sufficiencyof which ishereby
acknowledged, CreditOne Bank,N.A. ("Assignor")has transferred,
has sold, has conveyed,
has assigned, has granted
and has otherwisedeliveredto MHC Receivables,LLC ("Assignee"),allof Assignor'sright, and interest
title in and
to (i) the receivables associated with each and every account referenced in the data file named
CreditOne-Siicrmagi_062019 (the "ComputerFile"),a copyof which is attached
heretoand incorporatedherein by
referenceas "Exhibit
A"; all claims
and, (ii) or rights
arisingoutof or relating
to each of those
Receivables (hereinafter,
the "Receivables").
The Receivables transferred
under the termsof thisBillof Sale and Assignment of Receivables were each
to Assignee
transferred priorto the charge
offofthe associatedaccounts,as shown in the Computer File.ThisBillof
Sale and Assignment ofReceivables evidencesthe intent
between the parties
forthe transfer
of the Receivables,
acts
as an acknowledgement of those and, to
transfers, the extentnecessary,ratification
of the transfers.
With respect to information
for theReceivables, Assignor representsand warrants to Assignee thatthe
businessrecordsconveyed to Assigneerelatingtothe Receivables(the"Business Records"), are keptby Assignorin
the regular
course ofitsbusiness. course
It is in the regular of businessof Assignor foran employee or an authorized
representative
with personalknowledge ofthe act, event,
condition,or opinion "Event")
(collectively to be recorded,
to make theappropriatememorandum or recording of the Event at orreasonably near thetime of theEvent.
Furthermore, Assignor representsand warrantsto Assignee thatthe Business Records are materiallycomplete and
accurate,and thoroughlyembody theinformationin Assignor's custody and controlforthe Receivables from their
creation the time
until of transfer
to Assignee.These representationsand warranties
are intendedto augment any other
representations
and warrantiesthe partiesmay have inplace and not supplantany other existingwarranties and
representations.
This Billof Saleand Assignment ofReceivables shallserve as evidenceof ownership for theReceivables
conveyed hereby and shallserveas an acknowledgment, as ratification,
and as evidenceof the intent
ofthe parties
to
transfer
the Receivables.
CRE IT ONE BANK, N.A.
"arw d
Vice President
10 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts that identified
are specifically inthe electronicfilenamed CreditOne_Sherman_062019 with such
electronic
fileincorporatedhereinby reference.
11 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM MHC RECEIVABLES. LLC. TO FNBM, LLC
As of June 18, 2019, MHC Receivables, LLC ("Assignor"),forgood and valuableconsideration,the receipt
and sufficiency ofwhich ishereby acknowledged, has periodicallytransferred,hassold, hasassigned, has conveyed,
has granted and has otherwise delivered toFNBM, LLC, ("Assignee") allof its
rights,title
and interestin and to(i)
the receivablesidentifiedand specificallyreferencedforeach of theaccounts on an account levelbasison the datafile
A"
titledCreditOne_Sherman_062019 attachedhereto and incorporatedby referenceas "Exhibit ; and all
(ii) claims
or rightsarisingout ofor relatingto theaccount levelreceivables (hereinafter
the "Receivables").
With respect to information for the Receivables, Assignor represents and warrants to Assignee that the
business records conveyed to Assignee relatingto theReceivables (the"Business Records"), are keptby Assignor in
the regularcourse of its
business. Itisin theregular course ofbusiness of Assignor foran employee or an authorized
representative with personalknowledge of theact,event,condition, oropinion (collectively"Event") to be recorded,
to make the appropriate memorandum or recording of the Event at or reasonably near the time of the Event.
Furthermore, Assignor represents and warrants to Assignee that theBusiness Records are materiallycomplete and
accurate, and thoroughly embody the informationin Assignor's custody and controlfor theReceivables from their
creationuntilthe time of transfer
to Assignee. These representationsand warrantiesare intandadto augment any other
representations and warranties the partiesmay have in place and not supplant any other existingwarranties and
representations.
This Bill of Saleand Assignment of Receivables shallserve as an acknowledgment, as ratification,
and as evidence
of theintent of thepartiesto transfer
the Released Receivables referenced herein.
MHC Receivables, LC
Mark Rufail,Authorized Representative
12 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts thatare specificallyidentifiedinthe electronicfilenamed CreditOne_Sherman_062019 , withsuch
electronicfileincorporated herein by reference.
13 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM FNBM, LLC, TO SHERMAN ORIGINATOR IIILL.£
On June 18, 2019, FNBM, LLC ("Assignor"), forgood and valuableconsideration, thereceipt ofwhich is
hereby acknowledged, hereby transfers,
sells,assigns,conveys, grants and deliversto Sherman Originator IIILLC
("Assignee"), allof itsrights,title
and interestinand to(i)the receivablesidentifiedand specificallyreferenced for
each of theaccounts on an account levelbasis on thedata filetitledCreditOne_Shariaâu_062019 attachedhereto
and incorporated by reference as "ExhibitA"; and (ii)allclaims or rights
arisingout ofor relating tothe receivables
(hereinafterthe "Receivables").
With respect to information for the Receivables, Assignor represents and warrants to Assignee that the
business records relatingtothe Receivables (the"Business Records") are kept
by Assignor inthe regularcourse of its
business. Itis in theregular course of business of Assignor foran employee or an authorized representative with
personal knowledge of the act,event, condition, or opinion (collectively
"Event") to be recorded, to make the
appropriate memorandum or recordingat orrassonably near thetime ofthe Event. Furthermore, Assignor represents
and warrants toAssignee thatthe Business Records are materiallycomplete and accurate and thoroughly embody the
information in Assignor'scustody and controlforthe Receivables from Assignor's receiptof those Receivables until
the time of transfer to Assignee. These representations and warranties are intcaded to augment any other
represente+lons and warrantiesthe partiesmay have in place and not supplant any other existingwarranties and
representations.
This Bill of Sale and A=ignment of Receivables shall serve as evidence of ownership for any of the
Receivables conveyed hereby.
FNBM, LLC
Jon M oli,Autho d epresentative
14 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts thatare specifically in
identified the electronicfilename CreditOne_Sheriüãñ_062019 , withsuch
electronicfileincorporated hereinby reference.
15 of 20
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787
NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021
BILL OF SALE AND ASSIGNMENT OF_ACCO
Preview
FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 AFFIDAVIT OF FACTS AND SALE OF ACCOUNT BY ORIGINAL CREDITOR (Debt Buyer Actions) The undersigned, being duly sworn, deposes and says: 1. I am an employee of CreditOne Bank, N.A. ("CreditOne Bank") and an authorized representativeof its as affiliates, described inthe Supplemental Affidavitattached hereto "Original (collectively, Creditor"),and I havepersonal knowledge of and access to OriginalCreditor'sbooks and records ("Business Records"),including electronicrecords, relatingtoa pool of charged-off consumer creditaccounts sold orassigned by Original Creditorto Sherman Originator IIILLC ("Debt Buyer"), on 06/18/2019 (the"Sale"),which included theaccount ("Account") ofthe consumer ("Consumer") as identifiedinthe exhibits attached heretoand incorporated herein. As part ofthe Sale,Original Creditorassigned allof itsinterest in theAccounts, including therightto any proceeds from the Accounts, to Debt Buyer, and ittransferredBusiness Records relatingtothe Accounts toDebt Buyer. A trueand correct copy of thebillof saleorwritten assignment of theAccount is attachedas an exhibit to thisaffidavit. 2. In my position, I alsohave personalknowledge ofOriginal Creditor'sprocedures for creatingand maintaining itsBusiness Records, including itsprocedures relatingtothe saleand assignment ofconsumer creditaccounts. Original Creditor'sBusiness Records were made inthe regularcourse of businessand it wastheregular courseof such business to make the Business Records. The Business Records were made at ornear the timeof theevents recorded. Based on my knowledge of Original Creditor'sBusiness Records, I havepersonal knowledge ofthe factsset forthinthisaffidavit. 3. Credit One Bank and Consumer were partiesto a credit agreement ("Agreement"). Consumer agreed to payCredit One Bank forallgoods, services and cashadvances provided pursuant to theAgreement. The date and theamount of thelast payment, ifany,made by Consumer areset forthinan exhibitattached hereto and made a parthereof. Consumer defaulted and a demand for payment was made by CreditOne Bank. A trueand correctcopy ofa document provided to Consumer evidencing the Agreement is attachedas an exhibittothis affidavit. 4. I have personal knowledge ofOriginal Creditor'sprocedures for generatingand mailingaccount statements to customers.It is theregularpracticeof Original Creditor'sbusinesstoprovide periodicaccount statementsto itscustomers.Original Creditor sent one ormore account statements relatingtothe Consumer's Account toConsumer on the date(s)and for theamount(s) due set forthinan exhibitattached hereto and made a parthereof. The account statement(s)were mailed toConsumer's lastknown address and OriginalCreditor's Business Records do notreflectthatthe statement(s)were returned by the postofficeor thatthe Consumer objected to them. A trueand correct copy of the mostrecent account statement(s)generated and mailed by Original Creditoris attachedas an exhibittothis affidavit. 5. At the time ofSale, Consumer owed the amount set forth inthe exhibitsattached heretoand made a parthereof, which also set forththename of theConsumer; the lastfour digits of the Account number; thedate and amount of thecharge-off balance; the dateand amount of thelastpayment, ifany; thetotalamounts, if applicable, of post-charge-off interest and post-charge- any offfees and charges; any post-charge-offcreditsor payments made by or on behalf ofthe Consumer; and the balance due at the time of theSale.The above statements are trueand correctto thebest ofmy personalknowledge. Employee of CreditOne Ban , N.A. Dated: s//2 / ACKNOWLEDGMENT OF SIGNATURE BY LICENSED NOTARY STATE OF NEVADA ) ) ss. COUNTY OF CLARK ) This instrumentwas acknowledged before me on the of /JJ , 20 Trvssa Noyes day y Employee of CreditOne Bank, N.A. Notary Public CRYSTAL OFFORD NOTARY PUBLIC STATE OF NEVADA . Appt. No. 20-5948-01 683568872 : My Appt. E7pires June 4, 2024 Page: 1 of 7 1 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 CERTIFICATE OF CONFORMITY STATE OF NV CITY OF LAS VEGAS The undersigned does hereby certifythathe/she is an attorney at lawduly ad=lned topractice in theState of NV and is a resident ofLas Vegas, in theState of Nevada; thathe/she is a personduly qualified to make thiscertificate of conformity pursuant to the laws of theState of NV; thatthe foregoing acknowledgment by Tryssa Noves named in theforegoing instrument taken before Crystal Offord notary in the Stateof NV was taken inthe manner prescribed by such laws of the Stateof NV, being the Statein which itwas taken; and that itduly conforms with such laws and isin allrespects valid and effectivein such state. May 12, 2021 , Date Timothy J. Bellamy Nevada StateBar # 14973C CreditOne Bank, N.A. 6801 S. Cimmaron Rd Las Vegas, NV 89113 2 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 SUPPLEMENTAL AFFIDAVIT OF FACTS AND SALE OF ACCOUNT BY ORIGINAL CREDITOR (Debt Buyer Actions) Stateof: Nevada Cotmty of:Clark Account Holder: Jason Peck Social SecurityNo: Original CreditorAccount No: XXXXXXXXXXXXI228 Tryssa Noyes deposes and says: , beingduly sworn, 1. I am over 18 and not a partytothisaction. I am an employee ofCredit One Bank, N.A. ("Credit One"). In thatcapacity,I have access tocertain businessrecords of Credit One. I am aware ofthe processof thesale and assignment ofelectronically stored businessrecords of CreditOne. 2. I aman authorized representativeof FNBM, LLC ("FNB.M"), and an authorized representativeofMHC Receivables, LLC ("MHC") and have been duly authorized by both entitiestomake the statementsand representationsincluded in thisaffidavit. The statements set forthherein aretrueand correct,basedon eitherpersonal knowledge or review of thebusiness records, or both, ofone or more of Credit One, MHC, orFNBM. 3. CreditOne originatesconsumer creditcard accounts ("Accounts") and is entitled to allamounts due under such Accounts ("Receivables") from the time theReceivable is createduntilsuch rightsaresold ortransferred. At alltimes thatCredit One, or MHC, orFNBM owns any Account orReceivable, Credit One services such Accounts and Receivables whether initsown right, or as an agentof MHC orof FNBM. Such servicingincludes maintaining and recording informationrelated tothe origination, servicing,transactionhistory,and ownership of such accounts and Receivables ("Business Records") whether such Business Records relatetoCredit One, toMHC, or toFNBM. Itis intheregular course ofbusiness ofCredit One for an employee or representativewith personal knowledge of theact,event, condition,or opinion recorded to be recordedinthe Business Records to:(i)make memorandum or records;or to transmit (ii) information thereofto be included insuch memorandum or records;and that (iii) the records be made at ornearthe time ofthe actand/or event recorded orreasonably soon thereafter. 4. As an authorized representativeofMHC, and of FNBM, my duties include having knowledge of,and access to,business records relatingtothe Accounts and Receivables owned by MHC and FNBM, respectively.These recordsinclude Business Records receivedfrom CreditOne, as thebusiness recordsof CreditOne, and incorporatedand maintained by MHC and by FNBM. as thebusiness recordsof MHC and FNBM, respectively. 5.Such Business Records include those maintained by or on behalfof Credit One, ofMHC and ofFNBM inthe ordinarycourse of its business with regard tothe saleand assignment ofCredit One, of MHC, and ofFNBM's Accounts and Receivables. 6. From time to time,Credit One transfers certain Business Records to MHC and to FNBM relatedtothe Accounts and Receivables serviced by Credit One. These Business Records aretransmitted to FNBM and to MHC in thenormal course of Credit One's business. Both FNBM and MHC accept theseBusiness Records as thebusiness recordsof Credit One and incorporated these BusinessRecords intotheirown. 7. Forsuch Business Records, it wasin theregular courseof MHC and FNBM's business foran employee or representativewith personal knowledge of theact,event, condition,or opinion recorded to:(i)make memorandum or records;or to (ii) transmit information thereofto be included insuch memorandum or records;and (iii)thattherecords be made at ornearthe time ofthe actand/or event recorded or reasonably soon thereafter. Page: 3 of 7 3 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 8. The Business Records indicate thataccount XXXXXXXXXXXX1228 (the"Account") was opened by Credit One on 01/07/2016 (the"Origination inthe name ofJason Peck witha Social Number with thelastfour digits M Date") Security ending in (the"Consumer"). 9. Under the terms and conditions ofthe Account, the Consumer agreed topay Credit One forallgoods, services,and cash advances provided pursuant theterms and conditions of theAccount. As shown in theBusiness Records, theConsumer failedto make allthepayments as required by theterms and conditions ofthe Account. Under the terms and conditions ofthe Account referencedby the Business Records, the fullbalance under theAccount was charged offon May 05, 2019 with a balance immediately due and owing of $1,329.43. 10. On or about June 18, 2019 (the"Sale Date"), MHC and FNBM, as applicable, sold a pool ofcharged-off accounts and their associatedreceivables to Sherman Originator IH LLC ("Debt Buyer"). The Account was includedwithin the pool soldto Debt Buyer on the Sale Date. I am not aware of any errorsin theBusiness Records, account documents, orany other document evidencing the ownership and statusof theAccount. 1 1. For the periodfrom the OriginationDate to theSale Date, CreditOne, in theregular course ofbusiness, caused periodic billingstatementstobe delivered each month to theConsumer, unless such statementswere notrequired by law. Such statementswere a trueand accurate reflectionof the Business Records and were sent each month from thedate the Account was opened untilthe SaleDate (otherthan where no statement may have been required by law). 12. The Business Records ofCredit One indicatethatas ofthe datethe Account was sold,therewas due and payable on the Account of $1,329.43. The records indicate thattherewere no uncredited payments againstsuch amount at thetime ofsale. 13. The Business Records ofCredit One indicatethatthe last payment received on theAccount prior to theSaleDate was posted to the Account on 10/20/2018 in the amount of $45.00. The unpaid balance does notinclude any interestorfees ofany kind accrued or otherwise charged tothe Customer afterthe Charge-off Date. 14. Pursuantto thesale,both MHC and FNBM, as applicable, sold,transferred,assigned, conveyed, granted,bargained, set over and deliveredto Debt Buyer and itssuccessors and assigns,good and marketable titletothe Account and allassociatedunpaid Receivables freeand clear ofany encumbrance, lien,pledge, charge,claim or securityinterest. 15. Inconnection with the saleof the Account, Business Records, including butnot limitedto electroniccopies ofbilling statements,were transferredtoor otherwise made availableto theDebt Buyer (the"Transferred Records"). The Transferred Records were kept by CreditOne, MHC, and/or FNBM in the regular course ofbusiness, and itwas inthe regularcourse of business foran employee or representativewith personal knowledge ofthe act,event,condition,or opinion recorded : (i) make memorandum or records;or to (ii) transmitinformation thereof tobe included in suchmemorandum or records;and that (iii) the recordsbe made at ornear thetime of theact and/or event recorded orreasonably soon thereafter.To theextent thatthe TransferredRecords include records thatwere prepared by a thirdparty,including but notlimited toany creditcard association, they arerecords thatwere incorporated intotherecords of CreditOne, MHC, and/or FNBM as a businessrecord and the accuracy of such recordsare reliedupon byCredit One, MHC, and/or FNBM inthe regularcourse of business. The relevant Business Records pertainingto theAccount described about is herebyattached and made a part hereof. The remainder of the pageis intentionallyleftblank. Page: 4 of 7 4 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 I6.The above statements are truetothe bestof my knowledge. FURTHER AFFIANT SAYETH NOT. Signed this_ g_ day of yef.au , 202 Tryssa oyes Employee of CreditOne Bank, N.A. Authorized Representative of MHC Receivables, LLC Authorized Representative of FNBM, LLC ACKNOWLEDGMENT OF SIGNATURE BY LICENSED NOTARY STATE OF NEVADA ) ) ss. COUNTY OF CLARK ) This instrument was acknowledged before me on the day of d4l_, 20Ê by Tryssa Noyes , Authorized Representative of FNBM, LLC, Authorized Representative of9HC Receivables, LLC, and Employee of CreditOne Bank, N.A. Notary Pubho CRYSTAL OFFORD NOTARY PUBLIC STATE OF NEVADA Appt. No. 20-5948-01 My Appt. Expires June 4, 2024 Page: 5 of 7 5 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 CERTIFICATE OF CONFORMITY STATE OF NV CITY OF LAS VEGAS The undersigned does hereby certifythat he/she is anattorney at law duly admitted topractice in theState of NV and is a residentofLas Vegas, in the Stateof Nevada; thathe/she is a person duly qualifiedto make thiscertificate of conformity pursuant to the laws of the Stateof NV; thatthe foregoing acknowledgment by Tryssa Noves named in theforegoing instrument taken before Crystal Offord notary in the Stateof NV was taken inthe manner prescribed by such laws of the Stateof NV, being the Statein which itwas taken; and that itduly conforms with such laws and isin allrespects valid and effectivein such state. May 12. 2021 Date Timothy J. Bellamy Nevada StateBar # 14973C Credit One Bank, N.A. 6801 S. Cimmaron Rd Las Vegas, NV 89113 6 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 Original CreditorSellerData Sheet Orig. Creditor Acet Number: Orig. Creditor Cross Ref number: Account Open Date: 01/07/2016 Charge-off Amount: $1,329.43 Charge-off Date: 05/05/2019 Consumer Last fourdigitsof SSN: Consumer FirstName: Jason Consumer Middle Name Consumer Last.Name: Peck Consumer Suffix: Consumer Residence Addrs 1: 11342 State Route 38 Consumer Residence Addrs 2: Lot 50 Consumer City: Berkshire Consumer State: NY Consumer Zip Code: 13736 Post-Charge-off Interest: Post-Charge-off Fees: $ .00 Post-Charge-off Credits or Payments Made: $ .00 Last Payment Amount: $45.00 Last Payment Date: 10/20/2018 .Balance Due at timeof Sale: $1,329.43 Page: 7 of 7 7 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 BILL OF SALE AND ASSIGNMENT OF ACCOUNTS FROM CREDIT ONE BANK, N.A. TO MHC RECE1VABLES, LLC As of May 31, 2019, forgood and valuable consideration,thereceiptand sufficiencyof which is hereby acknowledged, CreditOne Bank, N.A. ("Assignor")has transferred, has sold, has conveyed, has assigned, has granted and has otherwisedeliveredto MHC Receivables,LLC ("Assignee"),allof Assignor'sright, and interest title in and to (i) the charged-off credit card accounts identifiedon an account level basis in the data file named CreditOne-Sherman_062019 (the"Computer File"),a copy of which is attached heretoand incorporatedherein by referenceas "ExhibitA";and, certain (ii) relatedaccount levelmedia or electronic copies thereof but (including, not limitedto applications, statements,termsand condition),and all (iii) claimsor rights arisingout ofor relating to each accountreferenced on theComputer File hereinafter, (collectively the "Accounts")including,but notlimited to,all claimsand rightsaffordedeach Account by virtueofthatAccount's correspondingterms and conditions. The Accounts transferredunder the terms of this Bill of Saleand Assignment of Accounts were each transferred to Assigneeimmediately following charge offforeach applicableAccount,as shown in the Computer File. With respectto information for the Accounts,Assignor representsand warrantsto Assigneethat the business recordsconveyed toAssignee relatingto:(i)theAccounts issued by Assignor;and (ii)thesale and assignment of Accounts by Assignor the "Business (collectively, Records"), arekept by Assignorin the regular course business. of its Itis intheregular course ofbusiness of Assignor foran cmpisyec or an authorizedrepresentativewith personal knowledge of the act,event,condition,or opinion (collectively"Event")to be recorded,to make theappropriate memorandum or recordingof the Event at or reasonably near thetime of the Event. Furthermore, Assignor represents and warrantsto Assigneethat the Business Records are materially complete and accurate,and thoroughlyembody the informationin Assignor's custody and controlfor the Accounts from theircreationuntilthe time of transferto Assignee. Theserepresentationsand warrantiesare intendedtoaugment any otherrepresentations and warrantiesthe parties may have in place and not supplantany otherexistingwarrantiesand representations. This Billof Sale and Assignment of Accounts shall serve as evidenceof ownership forthe Accounts conveyed hereby and shallserveas an acknowledgment, and as evidence as ratification, ofthe intentofthe parties to transfer the Accounts. CREDIT ONE BANK, N.A. Gar ood Vice President 8 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 EXHIBIT A ACCOUNT SCHEDULE The Accounts that identified are specifically in the electronic filenamed CreditOne-Sherman_062019 with such electronic fileincorporatedhereinby reference. 9 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM CREDIT ÖNE BANK, N.A. TO MHC RECEIVABLEStLLC As of May 31, 2019, forgood and valuable consideration,thereceiptand sufficiencyof which ishereby acknowledged, CreditOne Bank,N.A. ("Assignor")has transferred, has sold, has conveyed, has assigned, has granted and has otherwisedeliveredto MHC Receivables,LLC ("Assignee"),allof Assignor'sright, and interest title in and to (i) the receivables associated with each and every account referenced in the data file named CreditOne-Siicrmagi_062019 (the "ComputerFile"),a copyof which is attached heretoand incorporatedherein by referenceas "Exhibit A"; all claims and, (ii) or rights arisingoutof or relating to each of those Receivables (hereinafter, the "Receivables"). The Receivables transferred under the termsof thisBillof Sale and Assignment of Receivables were each to Assignee transferred priorto the charge offofthe associatedaccounts,as shown in the Computer File.ThisBillof Sale and Assignment ofReceivables evidencesthe intent between the parties forthe transfer of the Receivables, acts as an acknowledgement of those and, to transfers, the extentnecessary,ratification of the transfers. With respect to information for theReceivables, Assignor representsand warrants to Assignee thatthe businessrecordsconveyed to Assigneerelatingtothe Receivables(the"Business Records"), are keptby Assignorin the regular course ofitsbusiness. course It is in the regular of businessof Assignor foran employee or an authorized representative with personalknowledge ofthe act, event, condition,or opinion "Event") (collectively to be recorded, to make theappropriatememorandum or recording of the Event at orreasonably near thetime of theEvent. Furthermore, Assignor representsand warrantsto Assignee thatthe Business Records are materiallycomplete and accurate,and thoroughlyembody theinformationin Assignor's custody and controlforthe Receivables from their creation the time until of transfer to Assignee.These representationsand warranties are intendedto augment any other representations and warrantiesthe partiesmay have inplace and not supplantany other existingwarranties and representations. This Billof Saleand Assignment ofReceivables shallserve as evidenceof ownership for theReceivables conveyed hereby and shallserveas an acknowledgment, as ratification, and as evidenceof the intent ofthe parties to transfer the Receivables. CRE IT ONE BANK, N.A. "arw d Vice President 10 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 EXHIBIT A ACCOUNT SCHEDULE The Accounts that identified are specifically inthe electronicfilenamed CreditOne_Sherman_062019 with such electronic fileincorporatedhereinby reference. 11 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM MHC RECEIVABLES. LLC. TO FNBM, LLC As of June 18, 2019, MHC Receivables, LLC ("Assignor"),forgood and valuableconsideration,the receipt and sufficiency ofwhich ishereby acknowledged, has periodicallytransferred,hassold, hasassigned, has conveyed, has granted and has otherwise delivered toFNBM, LLC, ("Assignee") allof its rights,title and interestin and to(i) the receivablesidentifiedand specificallyreferencedforeach of theaccounts on an account levelbasison the datafile A" titledCreditOne_Sherman_062019 attachedhereto and incorporatedby referenceas "Exhibit ; and all (ii) claims or rightsarisingout ofor relatingto theaccount levelreceivables (hereinafter the "Receivables"). With respect to information for the Receivables, Assignor represents and warrants to Assignee that the business records conveyed to Assignee relatingto theReceivables (the"Business Records"), are keptby Assignor in the regularcourse of its business. Itisin theregular course ofbusiness of Assignor foran employee or an authorized representative with personalknowledge of theact,event,condition, oropinion (collectively"Event") to be recorded, to make the appropriate memorandum or recording of the Event at or reasonably near the time of the Event. Furthermore, Assignor represents and warrants to Assignee that theBusiness Records are materiallycomplete and accurate, and thoroughly embody the informationin Assignor's custody and controlfor theReceivables from their creationuntilthe time of transfer to Assignee. These representationsand warrantiesare intandadto augment any other representations and warranties the partiesmay have in place and not supplant any other existingwarranties and representations. This Bill of Saleand Assignment of Receivables shallserve as an acknowledgment, as ratification, and as evidence of theintent of thepartiesto transfer the Released Receivables referenced herein. MHC Receivables, LC Mark Rufail,Authorized Representative 12 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 EXHIBIT A ACCOUNT SCHEDULE The Accounts thatare specificallyidentifiedinthe electronicfilenamed CreditOne_Sherman_062019 , withsuch electronicfileincorporated herein by reference. 13 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM FNBM, LLC, TO SHERMAN ORIGINATOR IIILL.£ On June 18, 2019, FNBM, LLC ("Assignor"), forgood and valuableconsideration, thereceipt ofwhich is hereby acknowledged, hereby transfers, sells,assigns,conveys, grants and deliversto Sherman Originator IIILLC ("Assignee"), allof itsrights,title and interestinand to(i)the receivablesidentifiedand specificallyreferenced for each of theaccounts on an account levelbasis on thedata filetitledCreditOne_Shariaâu_062019 attachedhereto and incorporated by reference as "ExhibitA"; and (ii)allclaims or rights arisingout ofor relating tothe receivables (hereinafterthe "Receivables"). With respect to information for the Receivables, Assignor represents and warrants to Assignee that the business records relatingtothe Receivables (the"Business Records") are kept by Assignor inthe regularcourse of its business. Itis in theregular course of business of Assignor foran employee or an authorized representative with personal knowledge of the act,event, condition, or opinion (collectively "Event") to be recorded, to make the appropriate memorandum or recordingat orrassonably near thetime ofthe Event. Furthermore, Assignor represents and warrants toAssignee thatthe Business Records are materiallycomplete and accurate and thoroughly embody the information in Assignor'scustody and controlforthe Receivables from Assignor's receiptof those Receivables until the time of transfer to Assignee. These representations and warranties are intcaded to augment any other represente+lons and warrantiesthe partiesmay have in place and not supplant any other existingwarranties and representations. This Bill of Sale and A=ignment of Receivables shall serve as evidence of ownership for any of the Receivables conveyed hereby. FNBM, LLC Jon M oli,Autho d epresentative 14 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 EXHIBIT A ACCOUNT SCHEDULE The Accounts thatare specifically in identified the electronicfilename CreditOne_Sheriüãñ_062019 , withsuch electronicfileincorporated hereinby reference. 15 of 20 FILED: TIOGA COUNTY CLERK 09/20/2021 10:06 AM INDEX NO. 2021-00061787 NYSCEF DOC. NO. 8 RECEIVED NYSCEF: 12/30/2021 BILL OF SALE AND ASSIGNMENT OF_ACCO