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Filing # 188555825 E-Filed 12/21/2023 07:12:15 PM
IN THE CIRCUIT COURT OF THE 11"
JUDICIAL CIRCUIT IN AND FOR
MIAMI-DADE COUNTY, FLORIDA
In re: CASE NO.
Assignment for the Benefit of Creditors of
REVIVEMD305, LLC
a Florida limited liability company,
Assignor,
To:
ROBERT LEALI,
Assignee.
/
PETITION COMMENCING
ASSIGNMENT FOR THE BENEFIT OF CREDITORS
Assignee, Robert Leali (“Assignee”), whose address is 2525 Ponce De Leon Blvd., Suite
300, Coral Gables, FL 33134, through counsel, states the following:
1 On December 18, 2023, REVIVEMD305, LLC (‘Assignor”), with a former
principal place of business at 309 23" Street, Suite 220, Miami Beach, made an Assignment for
the Benefit of Creditors whereby it assigned all of its right, title and interest in and to all of its
assets to Robert Leali, as Assignee, pursuant to Chapter 727, Florida Statutes. A true and correct
copy of said Assignment and Schedules are annexed hereto.
WHEREFORE, Robert Leali, Assignee, respectfully requests this Court take jurisdiction
of this Assignment for the Benefit of Creditors and enter such other Orders as are necessary to
administer the Assignor’s estate; to provide for an equal distribution of all of the Assignor’s real
and personal property, except such as is exempt by law from forced sale, among the creditors of
the Assignor in equal proportions to their respective priorities and demands; to discharge the
Assignee pursuant to §727.108, Florida Statutes; and, upon the Court’s satisfaction that he has
complied with his duties as Assignee, to enter such other and further relief as the Court may deem
just and proper.
Dated this 18th day of December 2023.
LINDA LEALL, P.A.
Attorney for Robert Leali, Assignee
2525 Ponce de Leon Blvd., Suite 300
Coral Gables, FL 33134
Telephone No.: 305.341.0671
Facsimile No.: 786.294.6671
2
RICE PUGATCH ROBINSON STORFER & COHEN, PLLC
ATTORNEYS AT LAW.
(54) 462-3000
ASSIGNMENT
VEMD305, LLC d/b/a NUE
ASSIGNMENT, made on this / Bf)day of December, 2023 between REVI
Miami Beach, FL 33139!
LIFE SERVICES with a principal place of business at 309 23° Street, Suite 220,
Coral Gables, FL 33134
(hereinafter “ASSIGNOR”) and Robert Leali, 2525 Ponce De Leon Blvd., Suite 300,
(hereinafter “ASSIGNEE”).
health
WHEREAS, the ASSIGNOR has been engaged in the business of creatin g and developing
gh
the power of nature to better health and throu
supplements and vitamins of the highest quality through educating
experience wellness and the highest quality
ments
the art of supplementation and help the person taking these supple
of life.
rs, as set forth in Schedule A annexed hereto, is unable
WHEREAS, the ASSIGNOR is indebted to credito
ng for the payment of its debts, so far as it is possible
to pay its debts as they become due, and is desirous of providi
by an assignment of all of its assets for that purpose.
EE’S acceptance of this Assignment,
NOW, THEREFORE, the ASSIGNOR, in consideration of the ASSIGN
hereby grants, assigns, conveys, transfers, and sets over,
unto the
and for other good and valuable consideration,
ASSIGNEE, his or her successors and assigns, all of its assets,
except such assets as are exempt by law from levy
to, all real property, fixtures, goods, stock, inventory,
and sale under and execution, including, but not limited
bank deposits, cash, promissory notes, cash value and
equipment, furniture, furnishings, accounts receivable,
to the ASSIGNOR, and all books, records, and
proceeds of insurance policies, claims and demands belonging
wherever such assets may be located, hereinafter the
“ESTATE,” as
electronics data pertaining to all such assets,
which assets are, to the best knowledge and beliofefthe A: SSIGNO
R, set forth on Schedule B annexed hereto.
the
The ASSIGNEE shall take possession of, and protect and preserve, all such assets and administer
in accordance with the provisions of Chapter 727, Florida
Statutes, and shall liquidate the assets of the
ESTATE
into money, collect all claims and demands hereby
ESTATE with reasonable dispatch and convert the E STATE
le expenses, costs, and disbursements in connection
assigned as may be colle ctible, and pay and discharge all reasonab
from the proceeds of such liquidations and collections.
with the execution and administration of this Assignment
ee Law.
time it was in business. The Assignor’s mailing address is c/o PAG
1 Please note that this was the Assignor’s address at the
1441 Brickell Avenue, Suite 1120, Miami, FL 33131.
The ASSIGNEE shall then pay and discharge in full, to the extent that funds are available in the ESTATE after
payment of administrative expenses, costs, and disbursements, all of the debts and liabilities now due from the
ASSIGNOR, including interest on such debts and liabilities. If funds of the ESTATE shall not be sufficient to pay
such debts and liabilities in full, then the ASSIGNEE shall pay from funds of the ESTATE such debts and liabilities,
on a pro rata basis and in proportion to their priority as set forth in Section 727.114, Florida Statutes.
If all debt and liabilities are paid in full, any funds of the ESTATE remaining shall be returned to the
ASSIGNOR.
To accomplish the purposes of this Assignment, the ASSIGNOR hereby appoints the ASSIGNEE its true
and lawful attorney, irrevocable, with full power and authority to do all acts and things which may be necessary to
execute the Assignment hereby created; to demand and recover from all persons all assets of the ESTATE; to sue for
the recovery of such assets; to execute, acknowledge, and deliver all necessary deeds, instruments, and conveyances;
and to appoint one or more attorneys under him or her to assist the ASSIGNEE in carrying out his or her duties
hereunder.
The ASSIGNOR hereby authorizes the ASSIGNEE to sign the name of the Assignor to any check, draft,
promissory note, or other instrument in writing which is payable to the order of the ASSIGNOR, or to sign the name
of the ASSIGNOR to any instrument in writing, whenever it shall be necessary to do so, to carry out the purpose of
this Assignment.
The ASSIGNEE hereby accepts the trust created by the Assignment, and agrees with the ASSIGNOR that
the ASSIGNEE with faithfully and without delay carry out his duties under the Assignment.
WITNESSES;
oAtno
Arnie Woven
mt
Juan Pablo Ilo, Manager of
ReviveMD LC d/b/a Nue Life Services
309 23 Street, uite 220
Miami, FL 33145
Keren Wei ger
WITNESSE;
a
‘Prana dom Aan _ Robert Leali, Assignee
2525 Ponce De Leon Blvd., Suite 300
Coral Gables, FL 33134
Se DrANOl/
STATE OF FLORIDA )
county or Mima] ede )
THE FOREGOING Assignment was acknowledged before me by means of
physical presence on this WY
ReviveMD 305, LLC d/b/a Nue Life Services, as
dayof December, 2023 by Juan Pablo Cappello, Manager of
Assignor.
Personally Known
Produced Identification
Driver’s License No.
My commission expires:
Signature
nan INES MORALES
Notary Public - State of Florida Jes Monnes
ERsBonded through National Notary Asin.
Commission # HH 150591
my Comm, Expires Aug 18, 2025 Print Name
STATE OF FLORIDA )
COUNTY onl AN DAC )
me by means of
THE FOREGOING Assignment for the Benefit of Creditors was acknowledged before
Suite 300, Coral
physical presence on this IE ‘day of December, 2023 by Robert Leali, 2525 Ponce De Leon Blvd.,
Gables, FL 33134, as Assignee.
~ Personally Known
Produced Identification
SN——_ Driver’s License NoLP27 7 69. OY? °
My commission expires:
7 Las Notary Pubbc Slate of Florida
: WIPAS
Comrnrsesan
PLA ARAAARA
HH 044383
Expires 09/28/2024
Print Name
VERIFICATION OF ASSIGNMENT AND SCHEDULES BY ASSIGNOR
The undersigned, Juan Pablo Cappello, Manager of ReviveMD 305, LLC d/b/a Nue Life Services,
(“Assignor”) hereby verifies the assignment of all of its rights, title and interest in and to all of its assets, as indicated
on the attached Schedules to that Assignment as filed with this Court on December _ , 2023 and further verifies
each of the facts set forth in the Schedules annexed to the Assignment to the best of my knowledge and belief.
es
Signature:
Juan Pabl lo ello, Manager of
ReviveMD 5, LLC d/b/a Nue Life Services
309 23" et, Suite 220
Miami Beach, FL 33139
STATE OF FLORIDA )
COUNTY OF A//Am) - Oe be )
Sworn to and subscribed before me by means of physical presence this [44 day of December, 2023 by
Juan Pablo Cappello, Manager of ReviveMD 305, LLC d/b/a Nue Life Services, as Assignor.
am
Personally Known
Produced Identification
Driver’s License No.
My commission expires: CB.
ie etoe
Signature
{gt WES HonrAcEes
INES MORALES
Notary Public - State of Florida Print Name
oe oF RS Commission # HH 150591
my Comm. Expires Aug 18, 2025
Bonced thraugh National Notary Assn
ACCEPTANCE OF ASSIGNMENT
The undersigned, Robert Leali, Assignee (herein “Assignee”), duly acknowledges that the Assignee accepts
delivery of the assignment and that he or she will duly perform the duties imposed upon the Assignee pursuant to
chapter 727, Florida Statutes.
aes Robert Leali, Assignee
2525 Ponce De Leon Blvd., Suite 300
Coral Gables, FL 33134
STATE OF FLORIDA )
COUNTY OF D, )
Sworn to and subscribed by means of physical presence on this/ day of December, 2023, by Robert
Leali, 2525 Ponce De Leon Blvd., Suite 300, Coral Gables, FL 33134, as Assignee.
Personally Known
SS
Produced Identification
Driver’s License No LH? TY: b3. myo
be)
eraik Laos
My commission expires
hss Sotary fubbe State of lena
3 iy Cohan HH 04s
Gcnires eereenaza Print Name
We
REVIVEMD 305, LLC
SCHEDULE A - CREDITOR LIST
SECURED CREDITORS:
NAME AND ADDRESS AMOUNT COLLATERAL DISPUTED
Venture Lending & Leasing IX, Inc. $1,471,750.00 Loan & Security
104 La Mesa Drive, Suite 102 Agreement
Portola Valley, CA 94028
WTI Fund X, Inc. $1,471,750.00 Loan & Security
104 La Mesa Drive, Suite 102 Agreement
Portola Valley, CA 94028
Jeffrey T. Klugman, Esq.
Attorney for WTI FundX, Inc. &
Venture Lending & Leasing LX, Inc.
c/o Fox Rothchild, LLP
345 California Street, Suite 220
San Francisco, CA 94104-2670
WAGES OWED:
NAME AND ADDRESS AMOUNT COLLATERAL DISPUTED
Demian Bellumio $245,000.00
Juan Pablo Cappello $673,750.00
CONSUMER DEPOSITS:
NAME AMOUNT. COLLATERAL DISPUTED
Sheridan Koerber $1,119.00
Charles Lacy $1,399.00
Chadwick Brown $2,600.00
Michael Behan $1,259.00
Andrew Chappell $ 699.00
Matthew McCormack $ 849.00
Laura Collinson $ 508.00
Steven Struckmeyer $1,119.20
Beata Kirschbaum $1,399.00
Brian Hodge $ 508.00
David Foster $1,249.00
Randy Daugherty $1,099.00
Parker Powell $ 508.00
Rachael Hession $1,399.00
Meghan Perez $1,399.00
Maria Grealish $ 368.10
Jennifer Pappalardo $1,399.00
LIST OF ALL TAXES OWED: AMOUNT COLLATERAL DISPUTED
Not Applicable
UNSECURED CLAIMS OWED:
NAME AMOUNT COLLATERAL DISPUTED
AXS Law Group $ 58,683.37
Cision US Inc. $ 3,250.00
Hooper, Lundy & Bookman, PC $ 1,978.00
Kevin Lu MD Georgia LLC $202,924.00
Mindbody Medecine CT $ 1,200.00
Mindbody Medecine VA $ 7,350.00
MindBody Medicine AZ $ 9,675.00
Mindbody Medicine CA $ 34,725.00
Mindbody Medicine CO $ 9,575.00
MindBody Medicine FL $ 27,175.00
Mindbody Medicine IL $ 6,000.00
Mindbody Medicine MA $136,415.00
Mindbody Medicine NJ $ 84,388.00
Mindbody Medicine NY $ 48,833.00
Mindbody Medicine TN $ 77,221.00
Mindbody Medicine TX $ 42,675.00
Mindbody Medicine WA $ 14,325.00
Mindbody NLMG GA $ 1,400.00
Mindbody NLMG MA $ 900.00
Mindbody NLMG TN $ 900.00
OOTB INC Ensolvers $ 46,595.00
Rekall.ai, LLC $ 50,000.00
SALESFORCE.COM $ 18,523.00
The Quality Edit, LLC $ 8,000.00
Tuned Global $ 25,236.00
Brex Card (Nue Life Health [3784]) $ 37,871.00
Chase Business CC (4431) $ 13,992.00
OWNERS OR SHAREHOLDERS:
NAME AND ADDRESS ERCENT
(%) OF OWNERSHI
Nue Life Health PBC 100%
Attention: Juan Pablo Cappello, CEO
c/o PAG Law
1441 Brickell Avenue, Suite 1120
Miami, FL 33131
LIST ALL PENDING LITIGATION AND OPPOSING COUNSEL OF RECORDS:
Court
Not App! ble
Plaintiffs: Defendants: Case No.
Not Applicable
REVIVEMD 305, LLC
SCHEDULE B - LIST OF ASSETS
Please note that the secured creditors, Venture Lending & Leasing IX, Inc. and WTI Fund X, Inc., pursuant to the
Notice of Intended Disposition attached hereto as exhibit “1”, have completed a non-judicial foreclosure of the assets
and have sold the assets foreclosed upon to NueCo Holdings PBC. The assets listed in this schedule are only those
that are believed to remain after the closing of the UCC sale.
List each category of assets and for each give approximate value obtainable for the assets on the date of the Assignment,
and address where assets are located.
1 NONEXEMPT PROPERTY:
DESCRIPTION
LIQUIDATION VALUE AT
DATE OF ASSIGNMENT
LEGAL DESCRIPTION AND STREET ADDRESS OF
REAL ESTATE, INCLUDE LEASEHOLD INTERESTS: Not Applicable
TURE: Not Applicable
CASH AND BANK ACCOUNTS: Not Applicable
INVENTORY: Not Applicable
ACCOUNTS RECEIVABLE: Not Applicable
QUIPMENT: Not Applicable
PREPAID EXPENSES:
including deposits, insurance, rents, utilities:
PAG Law $36,250.00? (Escrow for ABC)
1441 Brickell Avenue, Suite 1120
Miami, FL 33131
OTHER:
including loans to third parties, claims, choses in action: Value unknown
Any and all claims and causes of action against Venture Lending &
Leasing IX, Inc. and/or WTI Fund X, Inc. and /or NueCo Holdings
PBC for wrongful foreclosure and/or successor liability as a result
of the non-judicial UCC sale described above.
IL EXEMPT PROPERTY: Not Applicable
2 Note there is a total deposit of $36,250.00 with PAG Law even though listed on both the NueLife and ReviveMD schedules
and there has been no determination of the allocation of these funds between the two related entities.
Fox Rothschild ue
ATTORNEYS AT LAW
345 California Street. Suite 2200
San Francisco, CA 94104-2670
Tel (415) 981-1400 Fax (415) 391-.443¢
www foerothschild.com,
JEFFREYT. KLUGMAN
Direct No: 415.248.1533
Email: JKlugman@Foxrathschild com
September 18, 2023
VIA EMAIL & UNITED STATES MAIL
Nue Life Health Inc.
309 23" St., Suite 220
Miami Beach FL, 33139
Re: Nue Life Health Inc. — Loan and Security Agreement, dated as of April 25, 2022 (the
« ‘Loan Agreement”), among Nue Life Health Inc., as debtor, and Venture Lending &
Leasing IX, Inc. and WTI Fund X, Inc., as secured parties
To whom it may concern:
This firm represents Venture Lending & Leasing IX, Inc. and WTI Fund X, Inc. (together,
the “Secured Parties”). The Secured Parties intend to sell all right, title and interest of Nue Life
Health Inc, (the “Debtor”) in and to substantially all of the items of the Debtor’s personal property
which constitute collateral for the Debtor's obligations to the Secured Parties and in which the
Secured Parties have first priority security interests privately sometime after September 28, 2023.
You are entitled to an accounting of the unpaid indebtedness secured by the property the
Secured Parties intend to sell. You may request an accounting by calling the Secured Parties at
(650) 234-4300.
Very truly yours,
[|
Klugman
A PRennsytvania Limited Liability Partnership
California Colorado Delaware District of Columbia Florida Georgia Illinois Minnesota
Nevada New Jersey New York North Carolina Pennsylvania South Carolina Texas Washington
Exhibit "1"
149501876.)
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Filing # 188555825 E-Filed 12/21/2023 07:12:15 PM IN THE CIRCUIT COURT OF THE 11" JUDICIAL CIRCUIT IN AND FOR MIAMI-DADE COUNTY, FLORIDA In re: CASE NO. Assignment for the Benefit of Creditors of REVIVEMD305, LLC a Florida limited liability company, Assignor, To: ROBERT LEALI, Assignee. / PETITION COMMENCING ASSIGNMENT FOR THE BENEFIT OF CREDITORS Assignee, Robert Leali (“Assignee”), whose address is 2525 Ponce De Leon Blvd., Suite 300, Coral Gables, FL 33134, through counsel, states the following: 1 On December 18, 2023, REVIVEMD305, LLC (‘Assignor”), with a former principal place of business at 309 23" Street, Suite 220, Miami Beach, made an Assignment for the Benefit of Creditors whereby it assigned all of its right, title and interest in and to all of its assets to Robert Leali, as Assignee, pursuant to Chapter 727, Florida Statutes. A true and correct copy of said Assignment and Schedules are annexed hereto. WHEREFORE, Robert Leali, Assignee, respectfully requests this Court take jurisdiction of this Assignment for the Benefit of Creditors and enter such other Orders as are necessary to administer the Assignor’s estate; to provide for an equal distribution of all of the Assignor’s real and personal property, except such as is exempt by law from forced sale, among the creditors of the Assignor in equal proportions to their respective priorities and demands; to discharge the Assignee pursuant to §727.108, Florida Statutes; and, upon the Court’s satisfaction that he has complied with his duties as Assignee, to enter such other and further relief as the Court may deem just and proper. Dated this 18th day of December 2023. LINDA LEALL, P.A. Attorney for Robert Leali, Assignee 2525 Ponce de Leon Blvd., Suite 300 Coral Gables, FL 33134 Telephone No.: 305.341.0671 Facsimile No.: 786.294.6671 2 RICE PUGATCH ROBINSON STORFER & COHEN, PLLC ATTORNEYS AT LAW. (54) 462-3000 ASSIGNMENT VEMD305, LLC d/b/a NUE ASSIGNMENT, made on this / Bf)day of December, 2023 between REVI Miami Beach, FL 33139! LIFE SERVICES with a principal place of business at 309 23° Street, Suite 220, Coral Gables, FL 33134 (hereinafter “ASSIGNOR”) and Robert Leali, 2525 Ponce De Leon Blvd., Suite 300, (hereinafter “ASSIGNEE”). health WHEREAS, the ASSIGNOR has been engaged in the business of creatin g and developing gh the power of nature to better health and throu supplements and vitamins of the highest quality through educating experience wellness and the highest quality ments the art of supplementation and help the person taking these supple of life. rs, as set forth in Schedule A annexed hereto, is unable WHEREAS, the ASSIGNOR is indebted to credito ng for the payment of its debts, so far as it is possible to pay its debts as they become due, and is desirous of providi by an assignment of all of its assets for that purpose. EE’S acceptance of this Assignment, NOW, THEREFORE, the ASSIGNOR, in consideration of the ASSIGN hereby grants, assigns, conveys, transfers, and sets over, unto the and for other good and valuable consideration, ASSIGNEE, his or her successors and assigns, all of its assets, except such assets as are exempt by law from levy to, all real property, fixtures, goods, stock, inventory, and sale under and execution, including, but not limited bank deposits, cash, promissory notes, cash value and equipment, furniture, furnishings, accounts receivable, to the ASSIGNOR, and all books, records, and proceeds of insurance policies, claims and demands belonging wherever such assets may be located, hereinafter the “ESTATE,” as electronics data pertaining to all such assets, which assets are, to the best knowledge and beliofefthe A: SSIGNO R, set forth on Schedule B annexed hereto. the The ASSIGNEE shall take possession of, and protect and preserve, all such assets and administer in accordance with the provisions of Chapter 727, Florida Statutes, and shall liquidate the assets of the ESTATE into money, collect all claims and demands hereby ESTATE with reasonable dispatch and convert the E STATE le expenses, costs, and disbursements in connection assigned as may be colle ctible, and pay and discharge all reasonab from the proceeds of such liquidations and collections. with the execution and administration of this Assignment ee Law. time it was in business. The Assignor’s mailing address is c/o PAG 1 Please note that this was the Assignor’s address at the 1441 Brickell Avenue, Suite 1120, Miami, FL 33131. The ASSIGNEE shall then pay and discharge in full, to the extent that funds are available in the ESTATE after payment of administrative expenses, costs, and disbursements, all of the debts and liabilities now due from the ASSIGNOR, including interest on such debts and liabilities. If funds of the ESTATE shall not be sufficient to pay such debts and liabilities in full, then the ASSIGNEE shall pay from funds of the ESTATE such debts and liabilities, on a pro rata basis and in proportion to their priority as set forth in Section 727.114, Florida Statutes. If all debt and liabilities are paid in full, any funds of the ESTATE remaining shall be returned to the ASSIGNOR. To accomplish the purposes of this Assignment, the ASSIGNOR hereby appoints the ASSIGNEE its true and lawful attorney, irrevocable, with full power and authority to do all acts and things which may be necessary to execute the Assignment hereby created; to demand and recover from all persons all assets of the ESTATE; to sue for the recovery of such assets; to execute, acknowledge, and deliver all necessary deeds, instruments, and conveyances; and to appoint one or more attorneys under him or her to assist the ASSIGNEE in carrying out his or her duties hereunder. The ASSIGNOR hereby authorizes the ASSIGNEE to sign the name of the Assignor to any check, draft, promissory note, or other instrument in writing which is payable to the order of the ASSIGNOR, or to sign the name of the ASSIGNOR to any instrument in writing, whenever it shall be necessary to do so, to carry out the purpose of this Assignment. The ASSIGNEE hereby accepts the trust created by the Assignment, and agrees with the ASSIGNOR that the ASSIGNEE with faithfully and without delay carry out his duties under the Assignment. WITNESSES; oAtno Arnie Woven mt Juan Pablo Ilo, Manager of ReviveMD LC d/b/a Nue Life Services 309 23 Street, uite 220 Miami, FL 33145 Keren Wei ger WITNESSE; a ‘Prana dom Aan _ Robert Leali, Assignee 2525 Ponce De Leon Blvd., Suite 300 Coral Gables, FL 33134 Se DrANOl/ STATE OF FLORIDA ) county or Mima] ede ) THE FOREGOING Assignment was acknowledged before me by means of physical presence on this WY ReviveMD 305, LLC d/b/a Nue Life Services, as dayof December, 2023 by Juan Pablo Cappello, Manager of Assignor. Personally Known Produced Identification Driver’s License No. My commission expires: Signature nan INES MORALES Notary Public - State of Florida Jes Monnes ERsBonded through National Notary Asin. Commission # HH 150591 my Comm, Expires Aug 18, 2025 Print Name STATE OF FLORIDA ) COUNTY onl AN DAC ) me by means of THE FOREGOING Assignment for the Benefit of Creditors was acknowledged before Suite 300, Coral physical presence on this IE ‘day of December, 2023 by Robert Leali, 2525 Ponce De Leon Blvd., Gables, FL 33134, as Assignee. ~ Personally Known Produced Identification SN——_ Driver’s License NoLP27 7 69. OY? ° My commission expires: 7 Las Notary Pubbc Slate of Florida : WIPAS Comrnrsesan PLA ARAAARA HH 044383 Expires 09/28/2024 Print Name VERIFICATION OF ASSIGNMENT AND SCHEDULES BY ASSIGNOR The undersigned, Juan Pablo Cappello, Manager of ReviveMD 305, LLC d/b/a Nue Life Services, (“Assignor”) hereby verifies the assignment of all of its rights, title and interest in and to all of its assets, as indicated on the attached Schedules to that Assignment as filed with this Court on December _ , 2023 and further verifies each of the facts set forth in the Schedules annexed to the Assignment to the best of my knowledge and belief. es Signature: Juan Pabl lo ello, Manager of ReviveMD 5, LLC d/b/a Nue Life Services 309 23" et, Suite 220 Miami Beach, FL 33139 STATE OF FLORIDA ) COUNTY OF A//Am) - Oe be ) Sworn to and subscribed before me by means of physical presence this [44 day of December, 2023 by Juan Pablo Cappello, Manager of ReviveMD 305, LLC d/b/a Nue Life Services, as Assignor. am Personally Known Produced Identification Driver’s License No. My commission expires: CB. ie etoe Signature {gt WES HonrAcEes INES MORALES Notary Public - State of Florida Print Name oe oF RS Commission # HH 150591 my Comm. Expires Aug 18, 2025 Bonced thraugh National Notary Assn ACCEPTANCE OF ASSIGNMENT The undersigned, Robert Leali, Assignee (herein “Assignee”), duly acknowledges that the Assignee accepts delivery of the assignment and that he or she will duly perform the duties imposed upon the Assignee pursuant to chapter 727, Florida Statutes. aes Robert Leali, Assignee 2525 Ponce De Leon Blvd., Suite 300 Coral Gables, FL 33134 STATE OF FLORIDA ) COUNTY OF D, ) Sworn to and subscribed by means of physical presence on this/ day of December, 2023, by Robert Leali, 2525 Ponce De Leon Blvd., Suite 300, Coral Gables, FL 33134, as Assignee. Personally Known SS Produced Identification Driver’s License No LH? TY: b3. myo be) eraik Laos My commission expires hss Sotary fubbe State of lena 3 iy Cohan HH 04s Gcnires eereenaza Print Name We REVIVEMD 305, LLC SCHEDULE A - CREDITOR LIST SECURED CREDITORS: NAME AND ADDRESS AMOUNT COLLATERAL DISPUTED Venture Lending & Leasing IX, Inc. $1,471,750.00 Loan & Security 104 La Mesa Drive, Suite 102 Agreement Portola Valley, CA 94028 WTI Fund X, Inc. $1,471,750.00 Loan & Security 104 La Mesa Drive, Suite 102 Agreement Portola Valley, CA 94028 Jeffrey T. Klugman, Esq. Attorney for WTI FundX, Inc. & Venture Lending & Leasing LX, Inc. c/o Fox Rothchild, LLP 345 California Street, Suite 220 San Francisco, CA 94104-2670 WAGES OWED: NAME AND ADDRESS AMOUNT COLLATERAL DISPUTED Demian Bellumio $245,000.00 Juan Pablo Cappello $673,750.00 CONSUMER DEPOSITS: NAME AMOUNT. COLLATERAL DISPUTED Sheridan Koerber $1,119.00 Charles Lacy $1,399.00 Chadwick Brown $2,600.00 Michael Behan $1,259.00 Andrew Chappell $ 699.00 Matthew McCormack $ 849.00 Laura Collinson $ 508.00 Steven Struckmeyer $1,119.20 Beata Kirschbaum $1,399.00 Brian Hodge $ 508.00 David Foster $1,249.00 Randy Daugherty $1,099.00 Parker Powell $ 508.00 Rachael Hession $1,399.00 Meghan Perez $1,399.00 Maria Grealish $ 368.10 Jennifer Pappalardo $1,399.00 LIST OF ALL TAXES OWED: AMOUNT COLLATERAL DISPUTED Not Applicable UNSECURED CLAIMS OWED: NAME AMOUNT COLLATERAL DISPUTED AXS Law Group $ 58,683.37 Cision US Inc. $ 3,250.00 Hooper, Lundy & Bookman, PC $ 1,978.00 Kevin Lu MD Georgia LLC $202,924.00 Mindbody Medecine CT $ 1,200.00 Mindbody Medecine VA $ 7,350.00 MindBody Medicine AZ $ 9,675.00 Mindbody Medicine CA $ 34,725.00 Mindbody Medicine CO $ 9,575.00 MindBody Medicine FL $ 27,175.00 Mindbody Medicine IL $ 6,000.00 Mindbody Medicine MA $136,415.00 Mindbody Medicine NJ $ 84,388.00 Mindbody Medicine NY $ 48,833.00 Mindbody Medicine TN $ 77,221.00 Mindbody Medicine TX $ 42,675.00 Mindbody Medicine WA $ 14,325.00 Mindbody NLMG GA $ 1,400.00 Mindbody NLMG MA $ 900.00 Mindbody NLMG TN $ 900.00 OOTB INC Ensolvers $ 46,595.00 Rekall.ai, LLC $ 50,000.00 SALESFORCE.COM $ 18,523.00 The Quality Edit, LLC $ 8,000.00 Tuned Global $ 25,236.00 Brex Card (Nue Life Health [3784]) $ 37,871.00 Chase Business CC (4431) $ 13,992.00 OWNERS OR SHAREHOLDERS: NAME AND ADDRESS ERCENT (%) OF OWNERSHI Nue Life Health PBC 100% Attention: Juan Pablo Cappello, CEO c/o PAG Law 1441 Brickell Avenue, Suite 1120 Miami, FL 33131 LIST ALL PENDING LITIGATION AND OPPOSING COUNSEL OF RECORDS: Court Not App! ble Plaintiffs: Defendants: Case No. Not Applicable REVIVEMD 305, LLC SCHEDULE B - LIST OF ASSETS Please note that the secured creditors, Venture Lending & Leasing IX, Inc. and WTI Fund X, Inc., pursuant to the Notice of Intended Disposition attached hereto as exhibit “1”, have completed a non-judicial foreclosure of the assets and have sold the assets foreclosed upon to NueCo Holdings PBC. The assets listed in this schedule are only those that are believed to remain after the closing of the UCC sale. List each category of assets and for each give approximate value obtainable for the assets on the date of the Assignment, and address where assets are located. 1 NONEXEMPT PROPERTY: DESCRIPTION LIQUIDATION VALUE AT DATE OF ASSIGNMENT LEGAL DESCRIPTION AND STREET ADDRESS OF REAL ESTATE, INCLUDE LEASEHOLD INTERESTS: Not Applicable TURE: Not Applicable CASH AND BANK ACCOUNTS: Not Applicable INVENTORY: Not Applicable ACCOUNTS RECEIVABLE: Not Applicable QUIPMENT: Not Applicable PREPAID EXPENSES: including deposits, insurance, rents, utilities: PAG Law $36,250.00? (Escrow for ABC) 1441 Brickell Avenue, Suite 1120 Miami, FL 33131 OTHER: including loans to third parties, claims, choses in action: Value unknown Any and all claims and causes of action against Venture Lending & Leasing IX, Inc. and/or WTI Fund X, Inc. and /or NueCo Holdings PBC for wrongful foreclosure and/or successor liability as a result of the non-judicial UCC sale described above. IL EXEMPT PROPERTY: Not Applicable 2 Note there is a total deposit of $36,250.00 with PAG Law even though listed on both the NueLife and ReviveMD schedules and there has been no determination of the allocation of these funds between the two related entities. Fox Rothschild ue ATTORNEYS AT LAW 345 California Street. Suite 2200 San Francisco, CA 94104-2670 Tel (415) 981-1400 Fax (415) 391-.443¢ www foerothschild.com, JEFFREYT. KLUGMAN Direct No: 415.248.1533 Email: JKlugman@Foxrathschild com September 18, 2023 VIA EMAIL & UNITED STATES MAIL Nue Life Health Inc. 309 23" St., Suite 220 Miami Beach FL, 33139 Re: Nue Life Health Inc. — Loan and Security Agreement, dated as of April 25, 2022 (the « ‘Loan Agreement”), among Nue Life Health Inc., as debtor, and Venture Lending & Leasing IX, Inc. and WTI Fund X, Inc., as secured parties To whom it may concern: This firm represents Venture Lending & Leasing IX, Inc. and WTI Fund X, Inc. (together, the “Secured Parties”). The Secured Parties intend to sell all right, title and interest of Nue Life Health Inc, (the “Debtor”) in and to substantially all of the items of the Debtor’s personal property which constitute collateral for the Debtor's obligations to the Secured Parties and in which the Secured Parties have first priority security interests privately sometime after September 28, 2023. You are entitled to an accounting of the unpaid indebtedness secured by the property the Secured Parties intend to sell. You may request an accounting by calling the Secured Parties at (650) 234-4300. Very truly yours, [| Klugman A PRennsytvania Limited Liability Partnership California Colorado Delaware District of Columbia Florida Georgia Illinois Minnesota Nevada New Jersey New York North Carolina Pennsylvania South Carolina Texas Washington Exhibit "1" 149501876.)