Preview
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
BILL OF SALE AND ASSIGNMENT OF ACCOUNTS
li'ROM CREDIT ONE BANK, N.A. TO MHC RECEIVABLES, LLC
As of February 29,2020,,for good and valuable the receipt
consideration, and sufficiency
of whichis li
reby
acknowledged, CreditOne Bank, N.A. ("Assignor")has transferred,
has sold, has assigned,
has conveyed,has granted
and has otherwisedeliveredto MHCReceivables, LLC ("Assignee"),allof Assignor's
right,title
and interest
in ánd
to (i) the charged-off credit card accounts identifiedon an account level basis iji tiiedata filenatned
Creditone_LegalRecall032020 (the"Computer a copy
File"), of which is attached
heretoanfl incorpõrated
herein
by referenceas "ExhibitA"; and,(ii)certain
relatedaccount levelmedia or electronia
copiesthereof but
(including,
not limiiedto statements,
applications, terms and condition), all claims
and (iii) or tights
grisingentöf errelatingto
each account referencedon the Contputer
File the "Accounts")
hereinafter,
(collectively but not
inulading, limitedto,
allclaimsand rightsaffordedeach Account by virtueof that
Account'scorrespon?Ãingtermsand conditioñs,
The Accounts transferred
under the terms ofthis Billof Sale8ñ4 Assigninentof Accounts Veg ëá h
transferred
to Assignee.irnmediately
followingchargeofffor each applicableAccount,as sh6wnin the Cornputet
File.
With respect for
to information the Accounts,Assignorrepresentsand warrantsto Assigne thát the busiriess
records conveyed to Assigneerelatingto:(i)the accounts issnedby Assignun and the sale änd assignment
(ii) of
Accounts.by Assignor the "Business.Records"),
(collectively, are kept by Assignor
iD thtegulard.ouragofits business.
Itis inthe regularcourse ofbusiness of Assignor foran employee or.anauthorized.represe_nintive
with p.ersonal
knowledge of theact,event,condition,or opinion (collectively
dEvejit")tobe febbrded,to: make th.e sppropriate
memorandurn or recordingof the Event
at or teasoñábly
near ths titite
of the £vent.
Furthermore,Assignor represents
and warrantsto Assigneethat the Business
Records gre mâterially
coinplete
aiidacq räte and thoroughlyembody the
inforntationinAssignor's custody ánd controlfor the Accoutitsfrom Theifcreation untilthetime of transferto
Assignee. These representations
and warrantiesare intentled
to augmentany other4pf s ntg(ións_and warranties
the
partiesniayhave in placeund not supplant
any 6therexistingwátrantiesand reprsenttioñs.
This Bill of Sale: andAssignment of Accounts shallserve as evidence of ownership forthe. Accounts
conveyed hereby and shallserve as an ncknowl.édgment, and as 6videne.
as ra.tification, of the intent
of the parties
to
transfer Accounts.
tlie
CREDIT ONE flAÑIgNA.
. y Harood
Vice1)rsident
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts that are specifically
identified
in the electronic
file
named
such electronic
file CreditOne_.Lega1Recall032020 with
incorporated hereinby reference.
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
BILL OrBALE AND ASSIGNMENT OF RECEIVABLES
FROM CREDIT ONE BANK, N.A. TOMHC RECEIVABLES, LLC
As of Febtpary29,2020,forgoodand valuable the receipt
consideration, and sufficiency
of which is hereby
ackn6wletlged,Credit OneBank, N.A. ("Assignor") has transferred,
has sold, has assigned,
has gonveyed,has granted
gñd has otherwisedeliveredto MHC Receivables,LLC ("Assignee"),allof Assigno s right, gnd interest
title in and
in (i) the receivables associated with each and every account referenced in the d(ita file named
Creditone-L!alRecall 2020 (the "Computer a copy
File"), of whichis attached
hereto andinegrporatedherein
by reference as ˆxhibit A"; and, all
(ii). claimsor rightsarisingout ofor relatingto each ofthose Receivables
the
(hereinafter, "Receivables").
The Receivables transferredunder the termsof this
Billof Sale and Assignment efReceivables were each
transferredto Assigneepriorto the charge
offof the associated
accounts,as shown in the
Computer File.
This Billof
Sale and Assignment of Receivablesevidencesthe intent
between the parties
for the transfet
of the Receiv.ábles,
acts
as an acknowledgement and, to the.extent
of those transfers, necessary,ratification
ofthe transfers.
With respectto informationfor the Receivables,Assignor representsand warrants to Assigrieøsat the
businessrecords conveyed to Assigneerelatingto the Receivables.(the
"BusinessRec.ords"),gre kèpt
b^ Assignor in
the regular
course of business.
its Itis;in the regular
courseof businessofAssigitorforañ einployeáor an authorized
representative knowledge
with.personal ofthe act, event,
condition,or opinion "$v6nt")
(colientively to be recorded,
to make the appropriateInemorandum or tecordingof the Event at er reasònably near thetime at the Events
Furthermore, Assignor representsand warrantsto Assignee thntthe BusinessRecords are materiällynomplete and
accurate,and thoroughly embody the informationinAisignor's ostpayand controlfor the Receivablesfrom their
creationuntilthe timeof transfer
to Assignee.Theserepresentationtand warrantlesareintendedtoaugmentanyother
representationsand warrantiesthe partiesmay have inplace and not supplant any õtherexistingwarranties and
representations.
This Billof Saleand Assignment ofReceivables shallserveas evidene of.ownership forthe Receivables
conveyed hereby and shallserve as an acknowledginent, and as evidence
as ratifiqátion, of the intent
of the parties
to
the Receivables.
transfer
C TTONEBANN,N.A.
arý Na co.d
Vice President
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts that are specifically
identified
in the electronic
file
named CreditOne-LegalRecalL032020
such with
electronic
fileincorporatedhereinby reference.
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM MHCRECEIVABLES.LLC, TO FNBM. LLC
As ofMarch 18,2020, MHC Receivables, LLC ("Assignor"),forgo_od and valuableconsideration,the
and
receipt. sufficiencyof which ishereby acknowledged, has periodically has
transferred, sold,hasassigned, has
conveyed, has grantedand has otherwisedelivered
to FNBM, LLC, ("Assignee")all of
its rights,
title
and interest
in
and to (i) identified
the receivables and specifically
referenced foreach ofthe accountson an acc:ount
levelbasis on
A"
the datafiletitled
CreditOne-LegalRecall_632020 attadhedheretoand incorporatedby referenceas "Exhibit ,
and or rights
all claitñs
(ii) out
arising of or relating
to the account
levelrecéivables(hereinafter
the "Receivables").
With respectto informationfor theReceivables, Assignor representsand warrants toAssignee thatthe
business recordsconveyed to Assigneerelatingtothe Receivables(the"BusinessRecords"), are keptby Assignorin
the regularcourseof its business.
Itis in the regular
courseof businessofAssigner foran employee or an authorized
representativewithpersonalknowledge ofthe act, event,
condition,or opinion "Event")
(collectively to be recorded,
to make the appropriatememorandum orrecording of the Event at or reasonably nearthe time of the Event.
Furthermore, Assignor representsand warrantstoAssignee thattheBusiness Records are contplete
materially and
accurate,and thoroughly embody the information
in Assignor'scustody and controlfor the Receivablesfrds their
creationuntil of transfer
the time to Assignee.These warranties
representations.and are intended
to attgmentskyother
representations
and warranties.the partiesmay have inplace and not supplantany other existingwarrantiesand
representations.
This Billof SaleandAssignment ofReceivablesshallserve as an scknowledgment,as ratification,
and as evidence
of the intent¾f to transfer
the parties the Released Receivnblesreferenc6dherein.
IV0iICReceivnbles,LLC
Mark Autjlorised
ufall, Represeñtative
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts thatare specifically
identified
in the electronic
file
named Creditone_LegalRecall_032020
such electronic
fileincorporated , with
hereinby reference.
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM FNBM, LLC. TO SI1ERMAN ORIGINATOR m LLC
On March 18, 2020.FNBM, LLC ("Assignor"),for goodand valuable the receipt
consideration, of which is
hereby acknowledged, hereby transfers,
sells,
assigns.conveys, grantsand deliverstoSherman Originator
("Assignee"),allof its 111LLC
title
rights, and interest
in and to (i)
the receivables
identified
and referenced
specifically for
each ofthe accountson an accountlevelbasis on the data file
titledCreditOne-LegalRecall_032020
and incorporated attachedhereto
by referenceas "ExhibitA"; and (ii)
all claims
or rights out
arising of or relating
to the receivables
(hereinafter
the "Receivables").
With respect toinformation for theReceivables,Assignor representsand warrantsto
businessrecords Assignee that the
relatingto the Receivables
(the"BusinessRecords") are kept
by Assignor in the regular
business.Itisin theregular course ofits
course of businessof Assigner foran employee oran nuthorized representative
with
personal knowledge of the act,event, or
condition, opinion "Event to
(collectively ) be recorded, to make the
appropriatememorandum or recordingat or reasonably
near the time
of the Event,
and warrants to Assignee Furthermore,Assignor represents
that the Business
Records are materially
complete and accurateand thoroughly
infbrnation in Assignor's embody the
custody and controlforthe Receivablesfrom Assignor·sreceiptofthoseReceivables until
the time of transferto Assignee. These representationsand warranties are intended to
representationsand augment any other
warrantiesthe partiesmay have inplace and not supplantany other warranties and
representations. existing
This Billof Sale and Assignment of Receivables shallserve as evidence of
Receivables ownership for any of the
conveyed hereby.
FNBM, LLC
/
Jon Ma; zr i, Authorize(. epresentative
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts that are specifically
identifiedin the electronic
filename CreditOne_LegalRecall_032020 , with
such electronic
file
incorporatedherein by reference.
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
MLL OF SALE AND ASSIGNMENT OF ACCOUNTS
FROM MNC RE EIVABLES, LLC TO SNERMAN ORIGINATOR IH LLC
On March 18, 2020, forgood and valuable the receipt
consideration, and sufficiency
of which is hereby
äcknovdedgéd, MFIC Redeivables,LLC ("Assignor"),hereby transfers, grants
assigns..conveys,
sells, and otherwise
deliversto Shermãn Ofi!inatorIn LLC ("Assignee"), allofAssignor's, rights and
title interestinand to (i)the
charged-óff áccøüntsidentifiedon an accountlevel the
basis in data file
named CreditOne_LegalRecall_032020
0he 'tomputer File"),a copyof which is attached
heretoand incorporatedhereinby referenceas "ExhibitA"; and,
(ii)certainrelatedadé¬unt level media or electron;ic
copies thereof but
(including, no.tlimited toapplications,
stâtérñgts,terms and condition),and all
(iii) claimsor rightsarisingoutof or relating
to each referencedaccount
hereinafter
.(calledtivei^ the "Accounts")including,but not limited
to,allclaims and rights
affordedeach account by
vir.tue
orthataccount'sc.orrespondingterms and conditions.
Vrithrespectto informationforthe Accotmtsdescribedin the related
Computer Assignor
File, representsánd
warrants to Assigneethatthe businessrecordsrelatingto&i)the Accounts owned by Assignor; and (ii)
the seleand
assignment ofAccounts by the
Assigner.(collectively, "Business Records"),arekeptby Assigner intheregularcourse
ofitsbusiness. course
It is in the regular of businessofAssignorfor an employee or an authorized
representátive
with
personal imowledge of theact, event,condition,or opinion .(collectively
"Event") to .be recorded,
to make the
appropriatememorandum or recordingat or reasonably of
near the time the Event, Furthermore,Assignor repres¢nts
and warrantsto Assignee that the Business
Records complete
are materially and accurateund thoro'ughly
etubgdy the
informationin Assigner'scustody and controlforthe Accounts listedinthe Computer Filefrom Assignors receipt
ofthose Accounts the time
until to.Assignee.
of transfer These representations
and warranties
are.intendedN augment
any otherrepresentationsand warranties
the parties
may havein placeand not supplantany other warranfies
existing
and representations.
This Billof Saleand Assignment of Accountsshallserveas evidenceof ownership forany of the Accounts
conveyetihereby.
MHC Recéiya les, LLC
Mark Authorjzed
Rufail, Representative
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
EXHIBIT A
ACCOUNT SCHEDULE
The Accounts thatare speci&callyidentified
in the electronic
filenamed
such electronic
file Credit0ne_LegalRecall_032020 , with
incorporatedhereinby reference.
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
Declaration of Account Transfer
Shennan Originator IIILLC ("SOLLC III"),without recourse, to the extent permitted by
applicable law, transferred, sold, assigned, conveyed, granted and delivered to Shennan
Originator LLC ("SOLLC") allof itsright, titleand interest in and to the receivables and other
assets (the "Assets") identified on Exhibit A, in the Receivable File dated March 04, 2020
delivered by MHC Receivables, LLC and FNBM, LLC on March 18, 2020 for purchase by
SOLLC III on March 18, 2020. The transfer of the Assets included electronically stored
business records.
SOLLC, subsequent to the above mentioned transfer, transferred, sold, assigned, conveyed,
granted and delivered to LVNV Funding LLC ("LVNV"), the above mentioned Assets. The
transfer of the Assets included electronically stored business records.
Sherman Originator III LLC
a Delaware Limited Liability Company
By:
Nan : Jon Maz *
Titl : Director
Sherman Originator LLC
a Delaware Limited Liability Company
By: MJ
ne: Jackson Walker
itle: Authorized Representative
LVNV Funding LLC
a Delaware Limited Liability Company
Name: Daniel Picciano
Title: Authorized Representative
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
Exhibit A
Receivables File
03.18.20 CreditOne_Fresh_LegalRecall_032020
Transfer Group Portfolio Transfer Batch
646114 36801 N/A
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
AFFIDAVIT OF PURCHASE AND SALE OF ACCOUNT BY DEBT SELLER
(Debt Buyer Actions)
The undersigned, being duly sworn, deposes and says:
1. I am an authorized representative of Sherman Originator IllLLC ("Debt Seller")and I have personal knowledge of and
access to Debt Seller'sbooks and records ("Business Records"), including electronic records, relatingto a pool of charged-off
consumer credit accounts purchased by or assigned to the Debt Seller from MHC Receivables, LLC and FNBM, LLC on or about
3/18/2020 (the "Purchase"), which included the account ("Account") of the consumer ("Consumer") identified inthe exhibits
attached· hereto and incorporated herein. As part of the MHC LLC and LLC assigned allof its
Purchase, Receivables, FNBM,
interest in the Account, including the right to any proceeds from the Account, to Debt Seller,and ittransferred Business
Records relating to the Account to Debt Seller.
2. In my position, I also have personal knowledge of Debt Seller'sprocedures for creating and maintaining itsBusiness
Records, including itsprocedures relating to the purchase, sale and assignment of consumer credit accounts. Debt Seller's
Business Records were made inthe regular course of business, and it wasthe regular course of such business to make the
Business Records. The Business Records were made at or near the time of the events recorded. Based on my knowledge of
Debt Seller'sBusiness Records, I have personal knowledge of the facts set forth in thisaffidavit.
3. On or about 3/18/2020 Debt Sellersold or assigned a pool of charged-off consumer credit accounts to Sherman
Originator LLC (the "Sale"),which included the Account of the Consumer. At that time, Debt Seller assigned allof itsinterestin
the Account, including the rightto any proceeds from the Account, to Sherman Originator LLC. As part of the Sale, Business
Records relating to the Account were transferred to Sherman Originator LLC. Priorto the Sale, those Business Records had
been created and maintained inthe ordinary course of Debt Seller'sbusiness. A true and correct copy of the billofsale or
written assignment of the Account isattached as an exhibit to thisaffidavit.
4. At the time of Sale,Consumer owed the amount set forthin an exhibit attached hereto and made a part hereof, which
also sets forth the amount of the charge-off balance and, the total amounts, ifa pplicable,of any post-charge-off interest and
post-charge-off fees and charges, less any post-charge-off credits or payments made by or on behalf of the Consumer.
The above statements are true and correct to the best of my personal knowledge.
Heather Bailey
Authorized Representative of
Sherman Originator IllLLC
Dated: 03/01/2022
STATEMENT BY LICENSED NOTARY
STATE OF SOUTH CAROLINA )
) SS.
COUNTY OF GREENVILLE )
This instrument was sworn and subscribed before me on the 1st day of March, 2022 by Heather Bailey, an Authorized
Representative of Sherman Originator IIILLC.
Notary Publi
mumn,,
ÓO I S4 My Commission Expires:
Pressler, Felt & WarsheN(L
a . M04 E Page 1/2
561,691166963,4137899 OUTH
Unmn
710545
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022
CERTIFICATE OF CONFORMITY
I, Tyler Dolphin , an attorney-at-law admitted to
practice in the State of South Carolina and fully acquainted
with the laws of the State of South Carolina pertaining to the
acknowledgement or proof of deeds of real property to be
recorded therein, do hereby certify that I am duly qualified to
make this certificate of conformity and that the acknowledgement
or proof upon the affidavits of merit were taken by Ramiro
Sanchez, notary public in the State of South Carolina, in the
manner prescribed by the laws of the State of South Carolina and
conforms to the laws thereof in all respects.
IN WITNESS WHEREOF, I have hereunto set my signature, on
March 1, 2022.
yler Dolphin
Attorn at Law, State of South Carolina
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778
NYSCEF DOC. NO. 7
Preview
FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 BILL OF SALE AND ASSIGNMENT OF ACCOUNTS li'ROM CREDIT ONE BANK, N.A. TO MHC RECEIVABLES, LLC As of February 29,2020,,for good and valuable the receipt consideration, and sufficiency of whichis li reby acknowledged, CreditOne Bank, N.A. ("Assignor")has transferred, has sold, has assigned, has conveyed,has granted and has otherwisedeliveredto MHCReceivables, LLC ("Assignee"),allof Assignor's right,title and interest in ánd to (i) the charged-off credit card accounts identifiedon an account level basis iji tiiedata filenatned Creditone_LegalRecall032020 (the"Computer a copy File"), of which is attached heretoanfl incorpõrated herein by referenceas "ExhibitA"; and,(ii)certain relatedaccount levelmedia or electronia copiesthereof but (including, not limiiedto statements, applications, terms and condition), all claims and (iii) or tights grisingentöf errelatingto each account referencedon the Contputer File the "Accounts") hereinafter, (collectively but not inulading, limitedto, allclaimsand rightsaffordedeach Account by virtueof that Account'scorrespon?Ãingtermsand conditioñs, The Accounts transferred under the terms ofthis Billof Sale8ñ4 Assigninentof Accounts Veg ëá h transferred to Assignee.irnmediately followingchargeofffor each applicableAccount,as sh6wnin the Cornputet File. With respect for to information the Accounts,Assignorrepresentsand warrantsto Assigne thát the busiriess records conveyed to Assigneerelatingto:(i)the accounts issnedby Assignun and the sale änd assignment (ii) of Accounts.by Assignor the "Business.Records"), (collectively, are kept by Assignor iD thtegulard.ouragofits business. Itis inthe regularcourse ofbusiness of Assignor foran employee or.anauthorized.represe_nintive with p.ersonal knowledge of theact,event,condition,or opinion (collectively dEvejit")tobe febbrded,to: make th.e sppropriate memorandurn or recordingof the Event at or teasoñábly near ths titite of the £vent. Furthermore,Assignor represents and warrantsto Assigneethat the Business Records gre mâterially coinplete aiidacq räte and thoroughlyembody the inforntationinAssignor's custody ánd controlfor the Accoutitsfrom Theifcreation untilthetime of transferto Assignee. These representations and warrantiesare intentled to augmentany other4pf s ntg(ións_and warranties the partiesniayhave in placeund not supplant any 6therexistingwátrantiesand reprsenttioñs. This Bill of Sale: andAssignment of Accounts shallserve as evidence of ownership forthe. Accounts conveyed hereby and shallserve as an ncknowl.édgment, and as 6videne. as ra.tification, of the intent of the parties to transfer Accounts. tlie CREDIT ONE flAÑIgNA. . y Harood Vice1)rsident FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 EXHIBIT A ACCOUNT SCHEDULE The Accounts that are specifically identified in the electronic file named such electronic file CreditOne_.Lega1Recall032020 with incorporated hereinby reference. FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 BILL OrBALE AND ASSIGNMENT OF RECEIVABLES FROM CREDIT ONE BANK, N.A. TOMHC RECEIVABLES, LLC As of Febtpary29,2020,forgoodand valuable the receipt consideration, and sufficiency of which is hereby ackn6wletlged,Credit OneBank, N.A. ("Assignor") has transferred, has sold, has assigned, has gonveyed,has granted gñd has otherwisedeliveredto MHC Receivables,LLC ("Assignee"),allof Assigno s right, gnd interest title in and in (i) the receivables associated with each and every account referenced in the d(ita file named Creditone-L!alRecall 2020 (the "Computer a copy File"), of whichis attached hereto andinegrporatedherein by reference as ˆxhibit A"; and, all (ii). claimsor rightsarisingout ofor relatingto each ofthose Receivables the (hereinafter, "Receivables"). The Receivables transferredunder the termsof this Billof Sale and Assignment efReceivables were each transferredto Assigneepriorto the charge offof the associated accounts,as shown in the Computer File. This Billof Sale and Assignment of Receivablesevidencesthe intent between the parties for the transfet of the Receiv.ábles, acts as an acknowledgement and, to the.extent of those transfers, necessary,ratification ofthe transfers. With respectto informationfor the Receivables,Assignor representsand warrants to Assigrieøsat the businessrecords conveyed to Assigneerelatingto the Receivables.(the "BusinessRec.ords"),gre kèpt b^ Assignor in the regular course of business. its Itis;in the regular courseof businessofAssigitorforañ einployeáor an authorized representative knowledge with.personal ofthe act, event, condition,or opinion "$v6nt") (colientively to be recorded, to make the appropriateInemorandum or tecordingof the Event at er reasònably near thetime at the Events Furthermore, Assignor representsand warrantsto Assignee thntthe BusinessRecords are materiällynomplete and accurate,and thoroughly embody the informationinAisignor's ostpayand controlfor the Receivablesfrom their creationuntilthe timeof transfer to Assignee.Theserepresentationtand warrantlesareintendedtoaugmentanyother representationsand warrantiesthe partiesmay have inplace and not supplant any õtherexistingwarranties and representations. This Billof Saleand Assignment ofReceivables shallserveas evidene of.ownership forthe Receivables conveyed hereby and shallserve as an acknowledginent, and as evidence as ratifiqátion, of the intent of the parties to the Receivables. transfer C TTONEBANN,N.A. arý Na co.d Vice President FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 EXHIBIT A ACCOUNT SCHEDULE The Accounts that are specifically identified in the electronic file named CreditOne-LegalRecalL032020 such with electronic fileincorporatedhereinby reference. FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM MHCRECEIVABLES.LLC, TO FNBM. LLC As ofMarch 18,2020, MHC Receivables, LLC ("Assignor"),forgo_od and valuableconsideration,the and receipt. sufficiencyof which ishereby acknowledged, has periodically has transferred, sold,hasassigned, has conveyed, has grantedand has otherwisedelivered to FNBM, LLC, ("Assignee")all of its rights, title and interest in and to (i) identified the receivables and specifically referenced foreach ofthe accountson an acc:ount levelbasis on A" the datafiletitled CreditOne-LegalRecall_632020 attadhedheretoand incorporatedby referenceas "Exhibit , and or rights all claitñs (ii) out arising of or relating to the account levelrecéivables(hereinafter the "Receivables"). With respectto informationfor theReceivables, Assignor representsand warrants toAssignee thatthe business recordsconveyed to Assigneerelatingtothe Receivables(the"BusinessRecords"), are keptby Assignorin the regularcourseof its business. Itis in the regular courseof businessofAssigner foran employee or an authorized representativewithpersonalknowledge ofthe act, event, condition,or opinion "Event") (collectively to be recorded, to make the appropriatememorandum orrecording of the Event at or reasonably nearthe time of the Event. Furthermore, Assignor representsand warrantstoAssignee thattheBusiness Records are contplete materially and accurate,and thoroughly embody the information in Assignor'scustody and controlfor the Receivablesfrds their creationuntil of transfer the time to Assignee.These warranties representations.and are intended to attgmentskyother representations and warranties.the partiesmay have inplace and not supplantany other existingwarrantiesand representations. This Billof SaleandAssignment ofReceivablesshallserve as an scknowledgment,as ratification, and as evidence of the intent¾f to transfer the parties the Released Receivnblesreferenc6dherein. IV0iICReceivnbles,LLC Mark Autjlorised ufall, Represeñtative FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 EXHIBIT A ACCOUNT SCHEDULE The Accounts thatare specifically identified in the electronic file named Creditone_LegalRecall_032020 such electronic fileincorporated , with hereinby reference. FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM FNBM, LLC. TO SI1ERMAN ORIGINATOR m LLC On March 18, 2020.FNBM, LLC ("Assignor"),for goodand valuable the receipt consideration, of which is hereby acknowledged, hereby transfers, sells, assigns.conveys, grantsand deliverstoSherman Originator ("Assignee"),allof its 111LLC title rights, and interest in and to (i) the receivables identified and referenced specifically for each ofthe accountson an accountlevelbasis on the data file titledCreditOne-LegalRecall_032020 and incorporated attachedhereto by referenceas "ExhibitA"; and (ii) all claims or rights out arising of or relating to the receivables (hereinafter the "Receivables"). With respect toinformation for theReceivables,Assignor representsand warrantsto businessrecords Assignee that the relatingto the Receivables (the"BusinessRecords") are kept by Assignor in the regular business.Itisin theregular course ofits course of businessof Assigner foran employee oran nuthorized representative with personal knowledge of the act,event, or condition, opinion "Event to (collectively ) be recorded, to make the appropriatememorandum or recordingat or reasonably near the time of the Event, and warrants to Assignee Furthermore,Assignor represents that the Business Records are materially complete and accurateand thoroughly infbrnation in Assignor's embody the custody and controlforthe Receivablesfrom Assignor·sreceiptofthoseReceivables until the time of transferto Assignee. These representationsand warranties are intended to representationsand augment any other warrantiesthe partiesmay have inplace and not supplantany other warranties and representations. existing This Billof Sale and Assignment of Receivables shallserve as evidence of Receivables ownership for any of the conveyed hereby. FNBM, LLC / Jon Ma; zr i, Authorize(. epresentative FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 EXHIBIT A ACCOUNT SCHEDULE The Accounts that are specifically identifiedin the electronic filename CreditOne_LegalRecall_032020 , with such electronic file incorporatedherein by reference. FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 MLL OF SALE AND ASSIGNMENT OF ACCOUNTS FROM MNC RE EIVABLES, LLC TO SNERMAN ORIGINATOR IH LLC On March 18, 2020, forgood and valuable the receipt consideration, and sufficiency of which is hereby äcknovdedgéd, MFIC Redeivables,LLC ("Assignor"),hereby transfers, grants assigns..conveys, sells, and otherwise deliversto Shermãn Ofi!inatorIn LLC ("Assignee"), allofAssignor's, rights and title interestinand to (i)the charged-óff áccøüntsidentifiedon an accountlevel the basis in data file named CreditOne_LegalRecall_032020 0he 'tomputer File"),a copyof which is attached heretoand incorporatedhereinby referenceas "ExhibitA"; and, (ii)certainrelatedadé¬unt level media or electron;ic copies thereof but (including, no.tlimited toapplications, stâtérñgts,terms and condition),and all (iii) claimsor rightsarisingoutof or relating to each referencedaccount hereinafter .(calledtivei^ the "Accounts")including,but not limited to,allclaims and rights affordedeach account by vir.tue orthataccount'sc.orrespondingterms and conditions. Vrithrespectto informationforthe Accotmtsdescribedin the related Computer Assignor File, representsánd warrants to Assigneethatthe businessrecordsrelatingto&i)the Accounts owned by Assignor; and (ii) the seleand assignment ofAccounts by the Assigner.(collectively, "Business Records"),arekeptby Assigner intheregularcourse ofitsbusiness. course It is in the regular of businessofAssignorfor an employee or an authorized representátive with personal imowledge of theact, event,condition,or opinion .(collectively "Event") to .be recorded, to make the appropriatememorandum or recordingat or reasonably of near the time the Event, Furthermore,Assignor repres¢nts and warrantsto Assignee that the Business Records complete are materially and accurateund thoro'ughly etubgdy the informationin Assigner'scustody and controlforthe Accounts listedinthe Computer Filefrom Assignors receipt ofthose Accounts the time until to.Assignee. of transfer These representations and warranties are.intendedN augment any otherrepresentationsand warranties the parties may havein placeand not supplantany other warranfies existing and representations. This Billof Saleand Assignment of Accountsshallserveas evidenceof ownership forany of the Accounts conveyetihereby. MHC Recéiya les, LLC Mark Authorjzed Rufail, Representative FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 EXHIBIT A ACCOUNT SCHEDULE The Accounts thatare speci&callyidentified in the electronic filenamed such electronic file Credit0ne_LegalRecall_032020 , with incorporatedhereinby reference. FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 Declaration of Account Transfer Shennan Originator IIILLC ("SOLLC III"),without recourse, to the extent permitted by applicable law, transferred, sold, assigned, conveyed, granted and delivered to Shennan Originator LLC ("SOLLC") allof itsright, titleand interest in and to the receivables and other assets (the "Assets") identified on Exhibit A, in the Receivable File dated March 04, 2020 delivered by MHC Receivables, LLC and FNBM, LLC on March 18, 2020 for purchase by SOLLC III on March 18, 2020. The transfer of the Assets included electronically stored business records. SOLLC, subsequent to the above mentioned transfer, transferred, sold, assigned, conveyed, granted and delivered to LVNV Funding LLC ("LVNV"), the above mentioned Assets. The transfer of the Assets included electronically stored business records. Sherman Originator III LLC a Delaware Limited Liability Company By: Nan : Jon Maz * Titl : Director Sherman Originator LLC a Delaware Limited Liability Company By: MJ ne: Jackson Walker itle: Authorized Representative LVNV Funding LLC a Delaware Limited Liability Company Name: Daniel Picciano Title: Authorized Representative FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 Exhibit A Receivables File 03.18.20 CreditOne_Fresh_LegalRecall_032020 Transfer Group Portfolio Transfer Batch 646114 36801 N/A FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 AFFIDAVIT OF PURCHASE AND SALE OF ACCOUNT BY DEBT SELLER (Debt Buyer Actions) The undersigned, being duly sworn, deposes and says: 1. I am an authorized representative of Sherman Originator IllLLC ("Debt Seller")and I have personal knowledge of and access to Debt Seller'sbooks and records ("Business Records"), including electronic records, relatingto a pool of charged-off consumer credit accounts purchased by or assigned to the Debt Seller from MHC Receivables, LLC and FNBM, LLC on or about 3/18/2020 (the "Purchase"), which included the account ("Account") of the consumer ("Consumer") identified inthe exhibits attached· hereto and incorporated herein. As part of the MHC LLC and LLC assigned allof its Purchase, Receivables, FNBM, interest in the Account, including the right to any proceeds from the Account, to Debt Seller,and ittransferred Business Records relating to the Account to Debt Seller. 2. In my position, I also have personal knowledge of Debt Seller'sprocedures for creating and maintaining itsBusiness Records, including itsprocedures relating to the purchase, sale and assignment of consumer credit accounts. Debt Seller's Business Records were made inthe regular course of business, and it wasthe regular course of such business to make the Business Records. The Business Records were made at or near the time of the events recorded. Based on my knowledge of Debt Seller'sBusiness Records, I have personal knowledge of the facts set forth in thisaffidavit. 3. On or about 3/18/2020 Debt Sellersold or assigned a pool of charged-off consumer credit accounts to Sherman Originator LLC (the "Sale"),which included the Account of the Consumer. At that time, Debt Seller assigned allof itsinterestin the Account, including the rightto any proceeds from the Account, to Sherman Originator LLC. As part of the Sale, Business Records relating to the Account were transferred to Sherman Originator LLC. Priorto the Sale, those Business Records had been created and maintained inthe ordinary course of Debt Seller'sbusiness. A true and correct copy of the billofsale or written assignment of the Account isattached as an exhibit to thisaffidavit. 4. At the time of Sale,Consumer owed the amount set forthin an exhibit attached hereto and made a part hereof, which also sets forth the amount of the charge-off balance and, the total amounts, ifa pplicable,of any post-charge-off interest and post-charge-off fees and charges, less any post-charge-off credits or payments made by or on behalf of the Consumer. The above statements are true and correct to the best of my personal knowledge. Heather Bailey Authorized Representative of Sherman Originator IllLLC Dated: 03/01/2022 STATEMENT BY LICENSED NOTARY STATE OF SOUTH CAROLINA ) ) SS. COUNTY OF GREENVILLE ) This instrument was sworn and subscribed before me on the 1st day of March, 2022 by Heather Bailey, an Authorized Representative of Sherman Originator IIILLC. Notary Publi mumn,, ÓO I S4 My Commission Expires: Pressler, Felt & WarsheN(L a . M04 E Page 1/2 561,691166963,4137899 OUTH Unmn 710545 FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 04/18/2022 CERTIFICATE OF CONFORMITY I, Tyler Dolphin , an attorney-at-law admitted to practice in the State of South Carolina and fully acquainted with the laws of the State of South Carolina pertaining to the acknowledgement or proof of deeds of real property to be recorded therein, do hereby certify that I am duly qualified to make this certificate of conformity and that the acknowledgement or proof upon the affidavits of merit were taken by Ramiro Sanchez, notary public in the State of South Carolina, in the manner prescribed by the laws of the State of South Carolina and conforms to the laws thereof in all respects. IN WITNESS WHEREOF, I have hereunto set my signature, on March 1, 2022. yler Dolphin Attorn at Law, State of South Carolina FILED: DUTCHESS COUNTY CLERK 04/18/2022 05:41 PM INDEX NO. 2021-53778 NYSCEF DOC. NO. 7