Preview
FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
AFFIDAVIT OF FACTS AND PURCHASE OF ACCOUNT BY
DEBT BUYER PLAINT1FF (Debt Buyer Actions)
The undersigned, being duly sworn, deposes and says:
1. 1am an authorized representative ofLVNV Funding LLC ("Phintiff") and I have access to Phintiffs books and
records ("Business Records"), including electronic incords, rehting to the account ("Account") ofSuzanne Ciulla . The
last four digits ofthe Account number are 7809. In my position, I also have personal knowledge ofPhintiffs procedures
for creating and nnintaining its Business Records, including its procedures relating to the purcluse and assignnent of
consunrr credit accounts. Phintiffs Business Records were nude in the regular course ofbusiness and it was the regular
course ofsuch business to make the Business Records. The Business Records were nude at or near the tinr ofthe
events recorded. Based on my knowledge of Phintiffs Business Records, I have personal knowledge ofthe facts set
forth in this affidavit.
2. On or about 02/18/2020, Phintiffpurchased or was assigned the Account from Shemian Originator LLC (the
"Purchase"). At that tinr, Shemun Originator LLC assigned all ofits interest in the Account, including the right to any
proceeds fromthe Account, to Plaintiff As part ofthe Purchase, Business Records relating to the Account were
transferred to Phintiff Following the Purchase, those Business Records were nuintained in the ordinary course of
Phintiffs business.
3. As set forth in the affidavit(s) ofCredit One Bank, N.A., MHC Receivables, LLC and FNBM, LLC, Shemun
Originator LLC and Shemun Originator Ill LIf, submitted herewith, the complete chain oftitle, with the date on or
about which each sale or assignnrnt ofthe Account occurred, is as follows:
Credit One Bank, N.A. 1/31/2020
MHC Receivables, LLC and FNBM, LLC 2/18/2020
Shemun Originator Ill LLC 2/18/2020
Sherrmn Originator LLC 2/18/2020
4. At this tinr, Defendant owes S1.396.54 on the Account. This amount includes the charge-offbalance ofSI,396.54,
post-charge-offinterest ofSO.00, and post-charge-offfees and charges ofSO.00, less post-charge-offeredits or
paynrnts nude by or on behalfofthe Defendant ofSO.00.
WHEREFORE, deponent denunds judgnunt against Defendant for Sl,396.54, together with the costs and
disbursenents ofthis action.
The above statenrnts are true and correct to the best ofmy personal knowledge.
Casey Moon
04/22/2022
STATEMENT BY LICENSED NOTARY
STATE OF SOUTH CAROLINA )
)SS
COUNTY OF GREENVILLE )
This instrument was swom and subscribed before ne on the 22nd da ofApril, 2022 by Casey Moon, an Authorized
Representative ofLVNV Funding LLC.
N Public
4y Commission Expires:
1111111111111111111111111111111111111111lll1111111111111111Illl1lIIIll
690282673
Page 1 of 1
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
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 Jamie Croff,
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
April 22, 2022.
Tyler Dolphi
Att -rfey at Law, State of South Carolina
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
BILL OF SALE AND ASSIGNMENT OF ACCOUNTS
FROM CREDIT ONE BANK, N.A. TO MHC RECEIVABLES, LLC
As of January 31, 2020, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Credit One Bank, N.A. ("Assignor") has transferred, has sold, has assigned, has conveyed, has granted
and has otherwise delivered to MHC Receivables, LLC ("Assignee"), all of Assignor's right, title and interest in and
to (i) the charged-off credit card accounts identified on an account level basis in the data file named
CreditOne-Sherman_022020 (the "Computer File"), a copy of which is attached hereto and incorporated herein by
reference as "Exhibit A"; and, (ii) certain related account level media or electronic copies thereof (including, but not
limited to applications, statements, terms and condition), and (iii) all claims or rights arising out of or relating to each
account referenced on the Computer File (collectively hereinafter, the "Accounts") including, but not limited to, all
claims and rights afforded each Account by virtue of that Account's conesponding terms and conditions.
The Accounts transferred under the terms of this Bill of Sale and Assignment of Accounts were each
transferred to Assignee immediately following charge off for each applicable Account, as shown in the Computer File.
With respect to information for the Accounts, Assignor represents and warrants to Assignee that the business
records conveyed relating to: (i) the Accounts issued by Assignor; and (ii) the sale and assignment of
to Assignee
Accounts by Assignor (collectively, the "Business Records"), are kept by Assignor in the regular course of its business.
It is in the regular course of business of Assignor for an 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 recording of the Event at or reasonably near the time of the Event. Furthermore, Assignor represents
and warrants to Assignee that the Business Records are materially complete and accurate, and thoroughly embody the
information in Assignor's custody and control for the Accounts from their creation until the time of transfer to
Assignee. These representations and warranties are intended to augment any other representations and wananties the
parties may have in place and not supplant any other existing warranties and representations.
This Bill of Sale and Assignment of Accounts shall serve as evidence of ownership for the Accounts
conveyed hereby and shall serve as an acknowledgment, as ratification, and as evidence of the intent of the parties to
transfer the Accounts.
CR IT ONE B ANK, N.A.
y Har od
Vice President
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
EXHIBIT A
ACCOUNT SCHEDULE
identified in the electronic file named CreditOne_Sherman_022020 with such
The Accounts that are specifically
electronic file incorporated herein by reference.
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM CREDIT ONE BANK, N.A. TO MHC RECEIVABLES, LLC
As of January 31, 2020, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Credit One Bank, N.A. ("Assignor") has transferred, has sold, has assigned, has conveyed, has granted
and has otherwise delivered to MHC Receivables, LLC ("Assignee"), all of Assignor's right, title and interest in and
to (i) the receivables associated with each and every account referenced in the data file named
CreditOne_Sherman_022020 (the "Computer File"), a copy of which is attached hereto and incorporated herein by
reference as "Exhibit A"; and, (ii) all claims or rights arising out of or relating to each of those Receivables (hereinafter,
the "Receivables").
transferred under the terms of this Bill of Sale and Assignment of Receivables were each
The Receivables
transferred prior to the charge off of the associated accounts, as shown in the Computer File. This Bill of
to Assignee
Sale and Assignment of Receivables evidences the intent between the parties for the transfer of the Receivables, acts
as an acknowledgement of those transfers, and, to the extent necessary, ratification of the transfers.
With respect to information for the Receivables, Assignor represents and warrants to Assignee that the
business records conveyed to Assignee relating to the Receivables (the "Eusiness Records"), are kept by Assignor in
the regular course of its business. It is in the regular course of business of Assignor for an 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 recording of the Event at or reasonably near the time of the Event.
Furthermore, Assignor represents and warrants to Assignee that the Business Records are materially complete and
accurate, and thoroughly embody the information in Assignor's custody and control for the Receivables from their
creation until the time of transfer to Assignee. These representations and warranties are intended to augment any other
representations and warranties the parties may have in place and not supplant any other existing warranties and
representations.
This Bill of Sale and Assignment of Receivables shall serve as evidence of ownership for the Receivables
conveyed hereby and shall serve as an acknowledgment, as ratification, and as evidence of the intent of the parties to
transfer the Receivables.
CREDIT ONE BANK, N.A.
Gary Har ood
Vice President
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
EXHIBIT A
ACCOUNT SCHEDULE
file named CreditOne_Sherman_022020 with such
The Accounts that are specifically identified in the electronic
electronic file incorporated herein by reference.
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM MHC RECEIVABLES, LLC, TO FNBM, LLC
As of February 18, 2020, MHC Receivables, LLC ("Assignor"), for good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, has periodically transferred, has sold, has assigned, has
conveyed, has granted and has otherwise delivered to FNBM, LLC, ("Assignee") all of its rights, title and interest in
and to (i) the receivables identified and specifically referenced for each of the accounts on an account level basis on
A"
the data file titled CreditOne-Sherman_022020 attached hereto and incorporated by reference as "Exhibit ; and
(ii) all claims or rights arising out of or relating to the account level receivables (hereinafter the "Receivables").
With respect to informationfor the Receivables, Assignor represents and warrants to Assignee that the
business records conveyed to Assignee relating to the Receivables (the "Business Records"), are kept by Assignor in
the regular course of its business. It is in the regular course of business of Assignor for an 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 recording of the Event at or reasonably near the time of the Event.
Furthermore, Assignor represents and warrants to Assignee that the Business Records are materially complete and
accurate, and thoroughly embody the information in Assignor's custody and control for the Receivables from their
creation until the time of transfer to Assignee. These representations and warranties are intended to augment any other
representations and warranties the parties may have in place and not supplant any other existing warranties and
representations.
This Bill of Sale and Assignment of Receivables shall serve as an acknowledgment, as ratification, and as evidence
of the intent of the parties to transfer the Released Receivables referenced herein.
MHC Receivables, LLC
Mark Rufail, Authorized Representative
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
EXHIBIT A
ACCOUNT SCHEDULE
identified in the electronic file named CreditOne_Sherman_022020 , with such
The Accounts that are specifically
electronic file incorporated herein by reference.
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
BILL OF SALE AND ASSIGNMENT OF ACCOUNTS
FROM MHC RECEIVABLES, LLC TO SHERMAN ORIGINATOR III LLC
On February 18, 2020, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, MHC Receivables, LLC ("Assignor"), hereby transfers, sells, assigns, conveys, grants and otherwise
delivers to Sherman Originator m LLC ("Assignee"), all of Assignor's, rights title and interest in and to (i) the
charged-off accounts identified on an account level basis in the data file named CreditOne_Sherman_022020 (the
"Computer File"), a copy of which is attached hereto and incorporated herein by reference as "Exhibit A"; and, (ii)
certain related account level media or electronic copies thereof (including, but not limited to applications, statements,
terms and condition), and (iii) all claims or rights arising out of or relating to each referenced account (collectively
hereinafter the "Accounts") including, but not limited to, all claims and rights afforded each account by virtue of that
account's corresponding terms and conditions.
With respect to information for the Accounts described in the related Computer File, Assignor represents and
warrants to Assignee that the business records relating to: (i) the Accounts owned by Assignor; and (ii) the sale and
assignment of Accounts by Assignor (collectively, the "Business Records"), are kept by Assignor in the regular course
of its business. It is in the regular course of business of Assignor for an employee or an authorized representative with
personal knowledge of the act, event, condition, or opinion (collectively "Event") to be recorded, to make the
appropriate memoran um or recording at or reasonably near the time of the Event. Furthermore, Assignor represents
and warrants to Assignee that the Business Records are materially complete and accurate and thoroughly embody the
information in Assignor's custody and control for the Accounts listed in the Computer File from Assignor's receipt
of those Accounts until the time of transfer to Assignee. These representations and warranties are intended to augment
any other representations and warranties the parties may have in place and not supplant any other existing warranties
and representations.
This Bill of Sale and Assignment of Accounts shall serve as evidence of ownership for any of the Accounts
conveyed hereby.
MHC Receivables, LLC
Mark Rufail, Authorized Representative
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
EXHIBIT A
ACCOUNT SCHEDULE
file named CreditOne_Sherman_022020 , with such
The Accounts that are specifically identified in the electronic
electronic file incorporated herein by reference,
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
BILL OF SALE AND ASSIGNMENT OF RECEIVABLES
FROM FNIGL LLC, TO SHERMAN ORIGINATOR ) LLC
Un February 18, 2020. FNBM. LLC ("Assignor"). for good and valuable consideration. the receipt of w hich
conveys. grants and delivers to Sherman Originator Ill LLC
is hereby acknowledged. hereby transfers, sells. assigns,
to the receivables identified and specifically referenced for
title and interest in and (i)
( Assignee"). all of its rights. 022020 attached hereto
on the data file titled CreditOne Sherman
each of the accounts on an account level basis A"
claims or rights out of or relating to the receiv ables
and incorporated by reference as "Exhibit and (ii) all arising
thereinafter the Receivables").
for the Receivables, Assignor represents and warrants to Assignee that the
With respect to information
Business Records") are kept by Assignor in the regular course of its
business records relating to the Receivables (the
an ernployee or an authorized representative with
business. 11 is in the regular course of business of Assignor for
or opinion (collectively "Ev ent") to be recorded. to make the
personal knowledge of the act. event. condition.
near the time of the Event. Furthermore. Assignor represents
appropriate memorandum or recording at or reasonably
are materially complete and accurate and thoroughly embody the
and warrants to Assignee that the Business Records
Receivahk s from Assignor's receipt of those Receivables until
information in Assigner s custody and control for the
These representations and warranties are intended to augment any other
the time of transfer to Assignee.
representations and warranties the parties may have in place and not supplant any other existing warranties and
representations
of Receivables shall serve as evidence of ownership for any of the
This Bill of Sale and Assignment
Receivables conveyed hereby.
FNBM, LLC
Jon Mam . Authoriz 1 Represemative
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
EXHIBIT A
ACCOUNT SCHEDULE
identified in the electronic file name CreditOne_Sherman_022020 , with such
The Accounts that are specifically
electronic file incorporated herein by reference.
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
Transfer and Assignment
Sherman Originator Ill LLC ("SOLLC III"), without recourse, to the extent permitted by
applicable law, hereby transfers, sells, assigns, conveys, grants and delivers to Sherman
Originator LLC ("SOLLC") all of its right, title and interest in and to the receivables and other
assets (the "Assets") identified on Exhibit A, in the Receivable File dated February 05, 2020
delivered by MHC Receivables, LLC and FNBM, LLC on February 18, 2020 for purchase by
SOLLC III on February 18, 2020. The transfer of the Assets included electronically stored
business records.
SOLLC, subsequent to the above mentioned transfer, hereby transfers, sells, assigns, conveys,
grants and delivers to LVNV Funding LLC ("LVNV"), the above mentioned Assets. The
transfer of the Assets included electronically stored business records.
Dated: February 18, 2020 Sherman Originator III LLC
a Delaware Limited Liability Cpmpany
By:
Nan : Jon Maz
Titl : Director
Dated: 18, 2020 Shennan Originator LLC
February
a Delaware Limited Liability Company
By:
nie: Jackson Walker
tie: Authorized Representative
Dated: 18, 2020
LVNV Funding LLC
February
a Delaware Limited Liability Company
Name: Daniel Picciano
Title: Authorized Representative
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FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168
NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022
Exhibit A
Receivables File
02.18.20 CreditOne_Fresh_Sherman_022020
Transfer Portfolio Transfer Batch
Group
640006 36666 N/A
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Preview
FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 AFFIDAVIT OF FACTS AND PURCHASE OF ACCOUNT BY DEBT BUYER PLAINT1FF (Debt Buyer Actions) The undersigned, being duly sworn, deposes and says: 1. 1am an authorized representative ofLVNV Funding LLC ("Phintiff") and I have access to Phintiffs books and records ("Business Records"), including electronic incords, rehting to the account ("Account") ofSuzanne Ciulla . The last four digits ofthe Account number are 7809. In my position, I also have personal knowledge ofPhintiffs procedures for creating and nnintaining its Business Records, including its procedures relating to the purcluse and assignnent of consunrr credit accounts. Phintiffs Business Records were nude in the regular course ofbusiness and it was the regular course ofsuch business to make the Business Records. The Business Records were nude at or near the tinr ofthe events recorded. Based on my knowledge of Phintiffs Business Records, I have personal knowledge ofthe facts set forth in this affidavit. 2. On or about 02/18/2020, Phintiffpurchased or was assigned the Account from Shemian Originator LLC (the "Purchase"). At that tinr, Shemun Originator LLC assigned all ofits interest in the Account, including the right to any proceeds fromthe Account, to Plaintiff As part ofthe Purchase, Business Records relating to the Account were transferred to Phintiff Following the Purchase, those Business Records were nuintained in the ordinary course of Phintiffs business. 3. As set forth in the affidavit(s) ofCredit One Bank, N.A., MHC Receivables, LLC and FNBM, LLC, Shemun Originator LLC and Shemun Originator Ill LIf, submitted herewith, the complete chain oftitle, with the date on or about which each sale or assignnrnt ofthe Account occurred, is as follows: Credit One Bank, N.A. 1/31/2020 MHC Receivables, LLC and FNBM, LLC 2/18/2020 Shemun Originator Ill LLC 2/18/2020 Sherrmn Originator LLC 2/18/2020 4. At this tinr, Defendant owes S1.396.54 on the Account. This amount includes the charge-offbalance ofSI,396.54, post-charge-offinterest ofSO.00, and post-charge-offfees and charges ofSO.00, less post-charge-offeredits or paynrnts nude by or on behalfofthe Defendant ofSO.00. WHEREFORE, deponent denunds judgnunt against Defendant for Sl,396.54, together with the costs and disbursenents ofthis action. The above statenrnts are true and correct to the best ofmy personal knowledge. Casey Moon 04/22/2022 STATEMENT BY LICENSED NOTARY STATE OF SOUTH CAROLINA ) )SS COUNTY OF GREENVILLE ) This instrument was swom and subscribed before ne on the 22nd da ofApril, 2022 by Casey Moon, an Authorized Representative ofLVNV Funding LLC. N Public 4y Commission Expires: 1111111111111111111111111111111111111111lll1111111111111111Illl1lIIIll 690282673 Page 1 of 1 1 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 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 Jamie Croff, 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 April 22, 2022. Tyler Dolphi Att -rfey at Law, State of South Carolina 2 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 BILL OF SALE AND ASSIGNMENT OF ACCOUNTS FROM CREDIT ONE BANK, N.A. TO MHC RECEIVABLES, LLC As of January 31, 2020, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Credit One Bank, N.A. ("Assignor") has transferred, has sold, has assigned, has conveyed, has granted and has otherwise delivered to MHC Receivables, LLC ("Assignee"), all of Assignor's right, title and interest in and to (i) the charged-off credit card accounts identified on an account level basis in the data file named CreditOne-Sherman_022020 (the "Computer File"), a copy of which is attached hereto and incorporated herein by reference as "Exhibit A"; and, (ii) certain related account level media or electronic copies thereof (including, but not limited to applications, statements, terms and condition), and (iii) all claims or rights arising out of or relating to each account referenced on the Computer File (collectively hereinafter, the "Accounts") including, but not limited to, all claims and rights afforded each Account by virtue of that Account's conesponding terms and conditions. The Accounts transferred under the terms of this Bill of Sale and Assignment of Accounts were each transferred to Assignee immediately following charge off for each applicable Account, as shown in the Computer File. With respect to information for the Accounts, Assignor represents and warrants to Assignee that the business records conveyed relating to: (i) the Accounts issued by Assignor; and (ii) the sale and assignment of to Assignee Accounts by Assignor (collectively, the "Business Records"), are kept by Assignor in the regular course of its business. It is in the regular course of business of Assignor for an 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 recording of the Event at or reasonably near the time of the Event. Furthermore, Assignor represents and warrants to Assignee that the Business Records are materially complete and accurate, and thoroughly embody the information in Assignor's custody and control for the Accounts from their creation until the time of transfer to Assignee. These representations and warranties are intended to augment any other representations and wananties the parties may have in place and not supplant any other existing warranties and representations. This Bill of Sale and Assignment of Accounts shall serve as evidence of ownership for the Accounts conveyed hereby and shall serve as an acknowledgment, as ratification, and as evidence of the intent of the parties to transfer the Accounts. CR IT ONE B ANK, N.A. y Har od Vice President 3 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 EXHIBIT A ACCOUNT SCHEDULE identified in the electronic file named CreditOne_Sherman_022020 with such The Accounts that are specifically electronic file incorporated herein by reference. 4 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM CREDIT ONE BANK, N.A. TO MHC RECEIVABLES, LLC As of January 31, 2020, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Credit One Bank, N.A. ("Assignor") has transferred, has sold, has assigned, has conveyed, has granted and has otherwise delivered to MHC Receivables, LLC ("Assignee"), all of Assignor's right, title and interest in and to (i) the receivables associated with each and every account referenced in the data file named CreditOne_Sherman_022020 (the "Computer File"), a copy of which is attached hereto and incorporated herein by reference as "Exhibit A"; and, (ii) all claims or rights arising out of or relating to each of those Receivables (hereinafter, the "Receivables"). transferred under the terms of this Bill of Sale and Assignment of Receivables were each The Receivables transferred prior to the charge off of the associated accounts, as shown in the Computer File. This Bill of to Assignee Sale and Assignment of Receivables evidences the intent between the parties for the transfer of the Receivables, acts as an acknowledgement of those transfers, and, to the extent necessary, ratification of the transfers. With respect to information for the Receivables, Assignor represents and warrants to Assignee that the business records conveyed to Assignee relating to the Receivables (the "Eusiness Records"), are kept by Assignor in the regular course of its business. It is in the regular course of business of Assignor for an 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 recording of the Event at or reasonably near the time of the Event. Furthermore, Assignor represents and warrants to Assignee that the Business Records are materially complete and accurate, and thoroughly embody the information in Assignor's custody and control for the Receivables from their creation until the time of transfer to Assignee. These representations and warranties are intended to augment any other representations and warranties the parties may have in place and not supplant any other existing warranties and representations. This Bill of Sale and Assignment of Receivables shall serve as evidence of ownership for the Receivables conveyed hereby and shall serve as an acknowledgment, as ratification, and as evidence of the intent of the parties to transfer the Receivables. CREDIT ONE BANK, N.A. Gary Har ood Vice President 5 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 EXHIBIT A ACCOUNT SCHEDULE file named CreditOne_Sherman_022020 with such The Accounts that are specifically identified in the electronic electronic file incorporated herein by reference. 6 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM MHC RECEIVABLES, LLC, TO FNBM, LLC As of February 18, 2020, MHC Receivables, LLC ("Assignor"), for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has periodically transferred, has sold, has assigned, has conveyed, has granted and has otherwise delivered to FNBM, LLC, ("Assignee") all of its rights, title and interest in and to (i) the receivables identified and specifically referenced for each of the accounts on an account level basis on A" the data file titled CreditOne-Sherman_022020 attached hereto and incorporated by reference as "Exhibit ; and (ii) all claims or rights arising out of or relating to the account level receivables (hereinafter the "Receivables"). With respect to informationfor the Receivables, Assignor represents and warrants to Assignee that the business records conveyed to Assignee relating to the Receivables (the "Business Records"), are kept by Assignor in the regular course of its business. It is in the regular course of business of Assignor for an 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 recording of the Event at or reasonably near the time of the Event. Furthermore, Assignor represents and warrants to Assignee that the Business Records are materially complete and accurate, and thoroughly embody the information in Assignor's custody and control for the Receivables from their creation until the time of transfer to Assignee. These representations and warranties are intended to augment any other representations and warranties the parties may have in place and not supplant any other existing warranties and representations. This Bill of Sale and Assignment of Receivables shall serve as an acknowledgment, as ratification, and as evidence of the intent of the parties to transfer the Released Receivables referenced herein. MHC Receivables, LLC Mark Rufail, Authorized Representative 7 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 EXHIBIT A ACCOUNT SCHEDULE identified in the electronic file named CreditOne_Sherman_022020 , with such The Accounts that are specifically electronic file incorporated herein by reference. 8 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 BILL OF SALE AND ASSIGNMENT OF ACCOUNTS FROM MHC RECEIVABLES, LLC TO SHERMAN ORIGINATOR III LLC On February 18, 2020, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, MHC Receivables, LLC ("Assignor"), hereby transfers, sells, assigns, conveys, grants and otherwise delivers to Sherman Originator m LLC ("Assignee"), all of Assignor's, rights title and interest in and to (i) the charged-off accounts identified on an account level basis in the data file named CreditOne_Sherman_022020 (the "Computer File"), a copy of which is attached hereto and incorporated herein by reference as "Exhibit A"; and, (ii) certain related account level media or electronic copies thereof (including, but not limited to applications, statements, terms and condition), and (iii) all claims or rights arising out of or relating to each referenced account (collectively hereinafter the "Accounts") including, but not limited to, all claims and rights afforded each account by virtue of that account's corresponding terms and conditions. With respect to information for the Accounts described in the related Computer File, Assignor represents and warrants to Assignee that the business records relating to: (i) the Accounts owned by Assignor; and (ii) the sale and assignment of Accounts by Assignor (collectively, the "Business Records"), are kept by Assignor in the regular course of its business. It is in the regular course of business of Assignor for an employee or an authorized representative with personal knowledge of the act, event, condition, or opinion (collectively "Event") to be recorded, to make the appropriate memoran um or recording at or reasonably near the time of the Event. Furthermore, Assignor represents and warrants to Assignee that the Business Records are materially complete and accurate and thoroughly embody the information in Assignor's custody and control for the Accounts listed in the Computer File from Assignor's receipt of those Accounts until the time of transfer to Assignee. These representations and warranties are intended to augment any other representations and warranties the parties may have in place and not supplant any other existing warranties and representations. This Bill of Sale and Assignment of Accounts shall serve as evidence of ownership for any of the Accounts conveyed hereby. MHC Receivables, LLC Mark Rufail, Authorized Representative 9 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 EXHIBIT A ACCOUNT SCHEDULE file named CreditOne_Sherman_022020 , with such The Accounts that are specifically identified in the electronic electronic file incorporated herein by reference, 10 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 BILL OF SALE AND ASSIGNMENT OF RECEIVABLES FROM FNIGL LLC, TO SHERMAN ORIGINATOR ) LLC Un February 18, 2020. FNBM. LLC ("Assignor"). for good and valuable consideration. the receipt of w hich conveys. grants and delivers to Sherman Originator Ill LLC is hereby acknowledged. hereby transfers, sells. assigns, to the receivables identified and specifically referenced for title and interest in and (i) ( Assignee"). all of its rights. 022020 attached hereto on the data file titled CreditOne Sherman each of the accounts on an account level basis A" claims or rights out of or relating to the receiv ables and incorporated by reference as "Exhibit and (ii) all arising thereinafter the Receivables"). for the Receivables, Assignor represents and warrants to Assignee that the With respect to information Business Records") are kept by Assignor in the regular course of its business records relating to the Receivables (the an ernployee or an authorized representative with business. 11 is in the regular course of business of Assignor for or opinion (collectively "Ev ent") to be recorded. to make the personal knowledge of the act. event. condition. near the time of the Event. Furthermore. Assignor represents appropriate memorandum or recording at or reasonably are materially complete and accurate and thoroughly embody the and warrants to Assignee that the Business Records Receivahk s from Assignor's receipt of those Receivables until information in Assigner s custody and control for the These representations and warranties are intended to augment any other the time of transfer to Assignee. representations and warranties the parties may have in place and not supplant any other existing warranties and representations of Receivables shall serve as evidence of ownership for any of the This Bill of Sale and Assignment Receivables conveyed hereby. FNBM, LLC Jon Mam . Authoriz 1 Represemative 11 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 EXHIBIT A ACCOUNT SCHEDULE identified in the electronic file name CreditOne_Sherman_022020 , with such The Accounts that are specifically electronic file incorporated herein by reference. 12 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 Transfer and Assignment Sherman Originator Ill LLC ("SOLLC III"), without recourse, to the extent permitted by applicable law, hereby transfers, sells, assigns, conveys, grants and delivers to Sherman Originator LLC ("SOLLC") all of its right, title and interest in and to the receivables and other assets (the "Assets") identified on Exhibit A, in the Receivable File dated February 05, 2020 delivered by MHC Receivables, LLC and FNBM, LLC on February 18, 2020 for purchase by SOLLC III on February 18, 2020. The transfer of the Assets included electronically stored business records. SOLLC, subsequent to the above mentioned transfer, hereby transfers, sells, assigns, conveys, grants and delivers to LVNV Funding LLC ("LVNV"), the above mentioned Assets. The transfer of the Assets included electronically stored business records. Dated: February 18, 2020 Sherman Originator III LLC a Delaware Limited Liability Cpmpany By: Nan : Jon Maz Titl : Director Dated: 18, 2020 Shennan Originator LLC February a Delaware Limited Liability Company By: nie: Jackson Walker tie: Authorized Representative Dated: 18, 2020 LVNV Funding LLC February a Delaware Limited Liability Company Name: Daniel Picciano Title: Authorized Representative 13 of 14 FILED: YATES COUNTY CLERK 05/25/2022 11:44 AM INDEX NO. 2021-5168 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 05/25/2022 Exhibit A Receivables File 02.18.20 CreditOne_Fresh_Sherman_022020 Transfer Portfolio Transfer Batch Group 640006 36666 N/A 14 of 14