Exhibit A — Exhibit A — KServicing Wind Down Corp. (22-10951) (Dkt. 51.1) (Dkt. 51.1)

Summary

Exhibit A, filed 10/05/22 as Doc 51-1 in In re Kabbage, Inc. d/b/a KServicing, et al., Case No. 22-10951 (CTG) in the United States Bankruptcy Court for the District of Delaware. It reproduces the debtors' application to retain and employ Richards, Layton & Finger, P.A. as co-counsel effective as of the petition date. The debtors, Kabbage, Inc. and affiliates including Kabbage Canada Holdings and Kabbage Asset Funding entities, say they filed voluntary chapter 11 cases on October 3, 2022, that the cases are jointly administered and that no trustee, examiner or committee had been appointed. The application is supported by declarations of Daniel J. DeFranceschi, a director of the firm, and Holly Loiseau, the debtors' General Counsel. It notes Kabbage is an American Express trademark used under license.

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Record facts

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RLF1 28027849v.1 
EXHIBIT A 
 
Application 
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RLF1 27977256v.2
UNITED STATES BANKRUPTCY COURT 
DISTRICT OF DELAWARE 
------------------------------------------------------------ x 
In re 
: 
Chapter 11 
:
KABBAGE, INC. d/b/a KSERVICING, et al., : 
Case No. 22-10951 (CTG) 
:
: 
(Jointly Administered)
:
Debtors.1 
: 
Objection Deadline: TBD 
 
: 
Hearing Date: TBD 
------------------------------------------------------------ x 
APPLICATION OF DEBTORS TO RETAIN AND EMPLOY 
RICHARDS, LAYTON & FINGER, P.A. AS CO-COUNSEL TO 
THE DEBTORS EFFECTIVE AS OF PETITION DATE 
Kabbage, Inc. d/b/a KServicing and its debtor affiliates, as debtors and debtors in 
possession in the above-captioned chapter 11 cases (collectively, the “Debtors”), respectfully 
move and represent as follows in support of this application (the “Application”): 
Relief Requested 
1.
By this Application, the Debtors request, pursuant to section 327(a) of title
11 of the United States Code (the “Bankruptcy Code”), Rules 2014(a) and 2016 of the Federal 
Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and Rule 2014-1 of the Local Rules 
of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of 
Delaware (the “Local Rules”), that the Court authorize the employment and retention of 
Richards, Layton & Finger, P.A. (“RL&F”) as co-counsel to the Debtors effective as of the 
Petition Date (as defined below).   
1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification 
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); 
Kabbage Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 
2019-A LLC (8973); and Kabbage Diameter, LLC (N/A).  Kabbage is a trademark of American Express used 
under license; Kabbage, Inc. d/b/a KServicing is not affiliated with American Express.  The Debtors’ mailing and 
service address is 925B Peachtree Street NE, Suite 383, Atlanta, GA 30309. 
Docket No. 46
Filed: 10/4/22
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2. 
A proposed form of order granting the relief requested herein is annexed 
hereto as Exhibit A (the “Proposed Order”).  The Debtors submit the declaration of Daniel J. 
DeFranceschi, a director of RL&F, which is attached hereto as Exhibit B (the “DeFranceschi 
Declaration”) and the declaration of Holly Loiseau, the General Counsel of the Debtors, which 
is attached hereto as Exhibit C (the “Loiseau Declaration”).   
Jurisdiction and Venue 
3. 
The Court has jurisdiction to consider this matter pursuant to 
28 U.S.C. §§ 157 and 1334, and the Amended Standing Order of Reference from the United 
States District Court for the District of Delaware, dated February 29, 2012.  This is a core 
proceeding pursuant to 28 U.S.C. § 157(b).  Pursuant to Rule 9013-1(f) of the Local Rules, the 
Debtors consent to the entry of a final order by the Court in connection with this Motion if it is 
later determined that the Court, absent consent of the parties, cannot enter final orders or 
judgments consistent with Article III of the United States Constitution.  Venue is proper before 
the Court pursuant to 28 U.S.C. §§ 1408 and 1409. 
Background 
4. 
On October 3, 2022 (the “Petition Date”), the Debtors commenced with 
the Court voluntary cases under chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”).  
The Debtors are authorized to continue operating their business and managing their properties as 
debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code.  No trustee, 
examiner, or statutory committee has been appointed in these Chapter 11 Cases. 
5. 
Pursuant to Bankruptcy Rule 1015(b), the Chapter 11 Cases are being 
jointly administered under the above-captioned case. 
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6. 
Additional information regarding the Debtors’ business, capital structure, 
and the circumstances leading to the commencement of these Chapter 11 Cases is set forth in the 
Declaration of Deborah Rieger-Paganis in Support of Debtors’ Chapter 11 Petitions and First 
Day Relief [Docket No. 13] (the “First Day Declaration”) filed on the Petition Date. 
Scope of Services 
7. 
The Debtors require RL&F to render a variety of legal services during the 
pendency of these Chapter 11 Cases and to assist the Debtors in addressing the myriad issues that 
may arise.  Subject to further order of the Court, the Debtors request the employment and 
retention of RL&F to render professional services, including, but not limited to: 
a. 
Assisting in pre-bankruptcy preparation and planning; 
b. 
assisting in preparing necessary petitions, motions, applications, answers, 
orders, reports, and papers necessary to commence these Chapter 11 
Cases;  
c. 
advising the Debtors of their rights, powers, and duties as debtors and 
debtors in possession under chapter 11 of the Bankruptcy Code; 
d. 
taking all necessary actions to protect and preserve the Debtors’ estates, 
including the prosecution of actions on the Debtors’ behalf, the defense of 
any actions commenced against the Debtors in the Chapter 11 Cases, the 
negotiation of disputes in which the Debtors are involved, and the 
preparation of objections to claims filed against the Debtors’ estates; 
e. 
assisting with any sale or sales of assets, including preparing any 
necessary motions and papers related thereto; 
f. 
assisting in preparing the Debtors’ disclosure statement and any related 
motions, pleadings, or others documents necessary to solicit votes on any 
plan of reorganization; 
g. 
assisting in preparing the Debtors’ chapter 11 plan; 
h. 
prosecuting on behalf of the Debtors any proposed plan and seeking 
approval of all transactions contemplated therein and in any amendments 
thereto; and 
i. 
performing all other necessary legal services in connection with the 
prosecution of these Chapter 11 Cases. 
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8. 
In addition to the services set forth in paragraphs 7(a) through 7(i) above, 
RL&F may perform all other services assigned to it by the Debtors, in consultation with Weil, 
Gotshal & Manges LLP (“Weil”), the Debtors’ restructuring co-counsel.  To the extent RL&F 
determines that such services fall outside of the scope of services historically or generally 
performed by RL&F as co-counsel in a bankruptcy case, RL&F will file a supplemental 
declaration. 
Basis for Relief 
9. 
Under section 327(a) of the Bankruptcy Code, a debtor in possession 
“with the court’s approval, may employ one or more attorneys . . . that do not hold or represent 
an interest adverse to the estate, and that are disinterested persons, to represent or assist the 
[debtor in possession] in carrying out [its] duties under this title.”  11 U.S.C. § 327(a).  Such 
employment may be based “on any reasonable terms and conditions of employment, including 
on a retainer, on an hourly basis, on a fixed percentage fee basis, or on a contingent fee basis.”  
11 U.S.C § 328(a). 
10. 
The Debtors believe that RL&F is well qualified to represent them in their 
bankruptcy cases in an efficient and timely manner.  The Debtors have selected RL&F as their 
bankruptcy co-counsel because of, among other things, (i) the firm’s extensive experience and 
knowledge in the field of debtors’ and creditors’ rights, business reorganizations and liquidations 
under chapter 11 of the Bankruptcy Code, (ii) its expertise, experience, and knowledge in 
practicing before this Court, (iii) its proximity to the Court, and (iv) its ability to respond quickly 
to emergency hearings and other emergency matters.  RL&F’s services will enable the Debtors 
to execute faithfully their duties as debtors in possession. 
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11. 
To that end, RL&F has stated its desire and willingness to act in these 
Chapter 11 Cases and to render the necessary professional services as co-counsel to the Debtors.  
12. 
In addition to this Application, the Debtors have filed, or expect to file 
shortly, applications to employ (i) Weil, as general restructuring counsel; (ii) Omni Agent 
Solutions, Inc., as claims and notice agent and administrative agent; and (iii) AlixPartners, LLP, 
as financial advisor.  The Debtors may also file applications to employ additional professionals.  
The Debtors understand the division of responsibilities among these professionals and intend to 
monitor carefully these and any other retained professionals to ensure a clear delineation of their 
respective duties and roles to prevent duplication of effort.  The Debtors recognize that efficient 
coordination of efforts among the Debtors’ professionals will greatly add to the effective 
administration of these Chapter 11 Cases. 
Professional Compensation 
A. Professional Fees  
13. 
The Debtors understand that RL&F intends to apply to the Court for 
allowance of compensation and reimbursement of expenses in accordance with the applicable 
provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, and any applicable 
orders of this Court.   In that regard, the Debtors and RL&F are developing a prospective budget 
and staffing plan in a reasonable effort to comply with any requests for information and 
additional disclosures that may be made by the Office of the United States Trustee for the 
District of Delaware (the “U.S. Trustee”).  Subject to the foregoing, the Debtors propose to pay 
RL&F its customary hourly rates in effect from time to time as set forth in the DeFranceschi 
Declaration.  The Debtors submit that these rates are reasonable. 
14. 
RL&F’s current hourly rates for matters related to these Chapter 11 Cases 
are expected to be within the following ranges:  
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Position 
Range of Hourly Rates 
Directors 
$850 to $1,300 an hour 
Counsel 
$725 to $750 an hour 
Associates 
$425 to $700 an hour 
Paraprofessionals 
$315 an hour 
 
15. 
The principal professionals and paraprofessionals designated to represent 
the Debtors and their current standard hourly rates are as follows:  
a. 
Daniel J. DeFranceschi 
 
$1,100 per hour 
b. 
Amanda R. Steele 
 
 
$875 per hour 
c. 
Zachary I. Shapiro 
 
 
$850 per hour 
d. 
Matthew P. Milana 
 
 
$600 per hour 
e. 
Huiqi Liu 
 
 
 
$475 per hour 
f. 
M. Lynzy McGee 
 
 
$315 per hour 
16. 
The Debtors understand that RL&F’s hourly rates are set at a level 
designed to compensate RL&F fairly for the work of its attorneys and paralegals and to cover 
fixed and routine expenses.  Hourly rates vary with the experience and seniority of the 
individuals assigned.  These hourly rates are subject to periodic adjustments to reflect economic 
and other conditions (which adjustments will be reflected in the first RL&F fee application 
following such adjustments) and are consistent with the rates charged elsewhere.  
17. 
Other than the periodic adjustments described above, RL&F’s hourly rates 
of its attorneys and financial terms for the services performed prior to the Petition Date are 
identical to the hourly rates and financial terms of the postpetition engagement proposed herein.  
The Debtors understand that these hourly rates are consistent with the rates that RL&F charges 
other comparable chapter 11 clients, regardless of the location of the chapter 11 case, and are not 
significantly different from the rates that RL&F charges in non-bankruptcy representations.  
None of RL&F’s professionals included in this engagement have varied their rate based on the 
geographic location of these Chapter 11 Cases.  Notwithstanding the consistent hourly rates, 
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RL&F as a practice reviews all time charges and makes adjustments as necessary to correct any 
inefficiency that may appear before billing.  
18. 
Prior to the Petition Date, the Debtors made total retainer payments to RL&F in 
the amount of $235,428 (the “Retainer”).  The Retainer was utilized as a retainer to cover fees 
and expenses actually incurred, as well as anticipated to be incurred, prior to, and in connection 
with, the Debtors’ restructuring and the commencement of these Chapter 11 Cases.  The Debtors 
propose that the remainder of the Retainer paid to RL&F and not expended for prepetition 
services and disbursements be treated as an evergreen retainer to be held by RL&F as security 
throughout these bankruptcy cases until RL&F’s fees and expenses are awarded by final order 
and payable to RL&F.  
19. 
Given the extensive nature of the services that RL&F will provide to the 
Debtors, the retention of RL&F under an evergreen retainer is appropriate and necessary to 
enable the Debtors to faithfully execute their duties as debtors and debtors in possession and to 
implement the reorganization of the Debtors. 
20. 
Other than as set forth in the DeFranceschi Declaration, no arrangement is 
proposed between the Debtors and RL&F for compensation to be paid in these Chapter 11 Cases.  
RL&F has informed the Debtors that it has no agreement with any other entity to share any 
compensation received, nor will any be made, except as permitted under section 504(b)(1) of the 
Bankruptcy Code. 
B.  Expenses  
21. 
The Debtors understand that it is RL&F’s policy to charge its clients in all 
areas of practice for all expenses incurred in connection with clients’ cases.  The expenses 
charged to clients include, among other things, long-distance telephone charges, regular mail, 
and express mail charges, special or hand delivery charges, document processing charges, 
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printing and photocopying charges, travel expenses, expenses for “working meals,” 
computerized research charges and transcription costs, as well as non-ordinary overhead 
expenses such as secretarial and certain other overtime.  RL&F will charge the Debtors for these 
expenses in a manner and at rates consistent with charges made generally to RL&F’s other 
clients or as previously fixed by the Local Rules.  The Debtors understand that it is RL&F’s 
belief that it is fair to charge these expenses to the client incurring them instead of increasing 
hourly rates and spreading these expenses among all clients. 
RL&F’s Disinterestedness 
22. 
To the best of the Debtors’ knowledge and except as is disclosed in the 
DeFranceschi Declaration: (a) RL&F is a “disinterested person” under section 101(14) of the 
Bankruptcy Code; (b) RL&F does not hold or represent an interest adverse to the Debtors’ 
estates; and (c) neither RL&F, nor any attorney (including any director, counsel or associate) of 
RL&F, currently represents, or has in the past represented, or has any connection with, the 
potential parties in interest set forth on Exhibit 3 to the DeFranceschi Declaration. 
23. 
RL&F will supplement its disclosure to the Court if any facts or 
circumstances are discovered that would require such additional disclosure.  
Bankruptcy Rule 5002 
24. 
As set forth in the DeFranceschi Declaration, and except as described 
therein, no director, counsel, or associate of RL&F is a relative of, or has been so connected 
with, any United States Bankruptcy Judge for the District of Delaware, any of the District Court 
Judges for the District of Delaware who handle bankruptcy cases, the United States Trustee for 
Region 3, the Assistant United States Trustee for the District of Delaware, the attorneys for the 
United States Trustee assigned to these Chapter 11 Cases or any other employee of the United 
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States Trustee that would render RL&F’s retention in these Chapter 11 Cases improper under 
Bankruptcy Rule 5002.  Accordingly, the appointment of RL&F is not prohibited by Bankruptcy 
Rule 5002. 
Notice 
25. 
Notice of this Application has been or will be provided to: (a) the Office 
of the United States Trustee for the District of Delaware; (b) the holders of the 30 largest 
unsecured claims against the Debtors on a consolidated basis; (c)  the Federal Reserve; (d) 
Customers Bank; (e) Cross River Bank; (f) the United States Department of Justice; (g) the 
Federal Trade Commission; (h) the Small Business Administration; (i) the Internal Revenue 
Service; (j) the Securities and Exchange Commission; (k) the United States Attorney’s Office for 
the District of Delaware; and (l) any party that is entitled to notice pursuant to Bankruptcy Rule 
2002.  The Debtors believe that no further notice is required. 
No Prior Request 
26. 
No previous request for the relief sought herein has been made by the 
Debtors to this or any other court. 
 
 
[Remainder of page intentionally left blank] 
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WHEREFORE, the Debtors respectfully request entry of the Proposed Order 
granting the relief requested herein and such other and further relief as the Court may deem just 
and appropriate. 
Dated:  October 4, 2022 
Atlanta, Georgia 
 
 
KABBAGE, INC. d/b/a KSERVICING et al. 
(on behalf of itself and each of its affiliated 
Debtors) 
 
 
/s/ Holly Loiseau 
 
Name:  Holly Loiseau 
Title:    General Counsel 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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Exhibit A 
 
Proposed Retention Order 
 
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UNITED STATES BANKRUPTCY COURT 
DISTRICT OF DELAWARE 
------------------------------------------------------------ x 
 
In re 
: 
Chapter 11 
 
: 
 
KABBAGE, INC. d/b/a KSERVICING, et al., : 
Case No. 22-10951 (CTG) 
 
: 
 
 
: 
 
 
 
Debtors.1 
: 
(Jointly Administered)  
------------------------------------------------------------ x 
 
 
ORDER AUTHORIZING RETENTION  
AND EMPLOYMENT OF RICHARDS,  
LAYTON & FINGER, P.A. AS CO-COUNSEL  
TO THE DEBTORS EFFECTIVE AS OF PETITION DATE 
Upon the application (the “Application”)2 of the above-captioned debtors and 
debtors in possession (the “Debtors”) for employment and retention of Richards, Layton & 
Finger, P.A. (“RL&F”) as co-counsel for the Debtors effective as of the Petition Date pursuant 
to section 327(a) of the Bankruptcy Code, Bankruptcy Rules 2014 and 2016(a) and Local Rule 
2014-1, all as more fully described in the Application; and upon consideration of the First Day 
Declaration and the DeFranceschi Declaration; and due and proper notice of the Application 
having been given; and having determined that no other or further notice of the Application is 
required; and having determined that this Court has jurisdiction to consider the Application in 
accordance with 28 U.S.C. §§ 157 and 1334 and the Amended Standing Order of Reference from 
the United States District Court for the District of Delaware, dated as of February 29, 2012; and 
having determined that this is a core proceeding pursuant to 28 U.S.C. § 157(b)(2); and having 
determined that venue of this proceeding and the Application is proper pursuant to 28 U.S.C. 
§§ 1408 and 1409; and due and proper notice of the Application having been provided in 
 
1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification 
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); 
Kabbage Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 
2019-A LLC (8973); and Kabbage Diameter, LLC (N/A).  Kabbage is a trademark of American Express used 
under license; Kabbage, Inc. d/b/a KServicing is not affiliated with American Express.  The Debtors’ mailing and 
service address is 925B Peachtree Street NE, Suite 383, Atlanta, GA 30309. 
2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the 
Application. 
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accordance with the Bankruptcy Rules and the Local Rules, and it appearing that no other or 
further notice need be provided; and a hearing, if any, having been held to consider the relief 
requested in the Application (the “Hearing”); and upon consideration of the DeFranceschi 
Declaration and the record of the Hearing, if any; and having found that RL&F is a “disinterested 
person” within the meaning of section 101(14) of the Bankruptcy Code and that RL&F has the 
capability and experience to provide the services described in the Application; and it appearing 
that the employment of RL&F is in the best interests of the Debtors, their estates and creditors; 
and after due deliberation and sufficient cause appearing therefor, 
IT IS HEREBY ORDERED THAT: 
1. 
The Application is GRANTED as set forth herein. 
2. 
The Debtors are authorized pursuant to sections 327(a) and 328(a) of the 
Bankruptcy Code to employ and retain RL&F as co-counsel to the Debtors on the terms and 
conditions set forth in the Application and the DeFranceschi Declaration effective as of the 
Petition Date. 
3. 
RL&F shall apply for compensation for professional services rendered and 
reimbursement of expenses incurred in connection with the Debtors’ Chapter 11 Cases in 
compliance with the applicable provisions of the Bankruptcy Code, Bankruptcy Rules, Local 
Rules, and any other applicable procedures and orders of the Court.  RL&F shall make 
reasonable efforts to comply with the U.S. Trustee’s requests for information and additional 
disclosures as set forth in the Guidelines for Reviewing Applications for Compensation and 
Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 
Cases Effective as of November 1, 2013, in connection with any interim and/or final fee 
application(s) to be filed by RL&F in these Chapter 11 Cases. 
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4. 
RL&F shall, to the extent it has not previously done so, first apply the 
Retainer to all prepetition invoices and, thereafter, any remaining balance of the Retainer shall be 
held by RL&F as security throughout the Debtors’ Chapter 11 Cases until RL&F's fees and 
expenses are awarded by final order and payable to RL&F.   
5. 
No agreement or understanding exists between RL&F and any other 
person, other than as permitted by section 504 of the Bankruptcy Code, to share compensation 
received for services rendered in connection with the Chapter 11 Cases, nor shall RL&F share or 
agree to share compensation received for services rendered in connection with the Chapter 11 
Cases with any other person other than as permitted by section 504 of the Bankruptcy Code. 
6. 
Notwithstanding anything in the Application to the contrary, RL&F shall 
(i) to the extent that RL&F uses the services of independent contractors or subcontractors 
(collectively, the “Contractors”) in the Chapter 11 Cases, pass-through the cost of such 
Contractors at the same rate that RL&F pays the Contractors; (ii) seek reimbursement for actual 
costs only; (iii) ensure that the Contractors are subject to the same conflicts check as required for 
RL&F; and (iv) file with this Court such disclosures required by Bankruptcy Rule 2014. 
7. 
Notwithstanding anything to the contrary in the Application, any order 
entered in connection therewith, or any agreement entered into in connection with the Debtors’ 
retention of RL&F, RL&F shall not seek reimbursement of expenses for office supplies. 
8. 
Notice of the Application as provided therein is deemed to be good and 
sufficient notice of such Application, and the requirements of the Local Rules are satisfied by the 
contents of the Application. 
9. 
The terms and conditions of this Order shall be immediately effective and 
enforceable upon its entry. 
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10. 
The Debtors are authorized to take all actions necessary to effectuate the 
relief granted pursuant to this Order in accordance with the Application. 
11. 
In the event of any inconsistency between the Application, the 
DeFranceschi Declaration, and this Order, this Order shall govern. 
12. 
The Court shall retain jurisdiction to hear and determine all matters arising 
from or related to the implementation, interpretation and/or enforcement of this Order. 
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Exhibit B 
 
DeFranceschi Declaration 
 
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UNITED STATES BANKRUPTCY COURT 
DISTRICT OF DELAWARE 
------------------------------------------------------------ x 
 
In re 
: 
Chapter 11 
 
: 
 
KABBAGE, INC. d/b/a KSERVICING, et al., : 
Case No. 22-10951 (CTG) 
 
: 
 
 
: 
 
 
 
Debtors.1 
: 
(Jointly Administered)  
------------------------------------------------------------ x 
 
 
DECLARATION OF DANIEL J. DEFRANCESCHI  
IN SUPPORT OF APPLICATION  
OF DEBTORS TO RETAIN AND EMPLOY  
RICHARDS, LAYTON & FINGER, P.A. AS CO-COUNSEL TO  
THE DEBTORS EFFECTIVE AS OF PETITION DATE 
 
I, Daniel J. DeFranceschi, pursuant to 28 U.S.C. § 1746, hereby declare that the 
following is true and correct to the best of my knowledge, information, and belief: 
1. 
I am an attorney admitted to practice in the State of Delaware and before 
this Court, and a director of the firm of Richards, Layton & Finger, P.A. (“RL&F”).  RL&F is a 
Delaware law firm with offices at One Rodney Square, 920 North King Street, Wilmington, 
Delaware 19801. 
2. 
I submit this declaration in support of the foregoing application 
(the “Application”)2 to provide certain disclosures in accordance with the Bankruptcy Code, the 
Bankruptcy Rules, and the Local Rules.  Unless otherwise stated in this declaration, I have 
personal knowledge of the facts set forth herein.  To the extent that any information disclosed 
herein requires amendment or modification upon RL&F’s completion of further analysis, or as 
 
1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification 
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); 
Kabbage Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 
2019-A LLC (8973); and Kabbage Diameter, LLC (N/A).  Kabbage is a trademark of American Express used 
under license; Kabbage, Inc. d/b/a KServicing is not affiliated with American Express.  The Debtors’ mailing and 
service address is 925B Peachtree Street NE, Suite 383, Atlanta, GA 30309. 
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additional information becomes available to it, a supplemental affidavit or declaration will be 
submitted to the Court. 
3. 
RL&F has extensive experience in the field of debtors’ and creditors’ 
rights and business reorganizations and liquidations under chapter 11 of the Bankruptcy Code 
and expertise, experience, and knowledge practicing before this Court.  RL&F’s proximity to the 
Court enables RL&F to respond quickly to emergency hearings and other emergency matters 
before this Court. 
4. 
RL&F has been actively involved in major chapter 11 cases and has 
represented debtors in many cases, including recently:  In re GenapSys, Inc., Case No. 22-10621 
(BLS) (Bankr. D. Del. Aug. 17, 2022); In re Enjoy Tech., Inc., Case No. 22-10580 (JKS) (Bankr. 
D. Del. Aug. 1, 2022); In re Ruby Pipeline, L.L.C., Case No. 22-10278 (CTG) (Bankr. D. Del. 
May 24, 2022); In re Alpha Latam Management, LLC, Case No. 21-11109 (JKS) (Bankr. D. Del. 
Sept. 15, 2021); In re TECT Aerospace Group Holdings, Inc., Case No. 21-10670 (Bankr. D. 
Del. May 5, 2021); In re Mallinckrodt plc, Case No. 20-12522 (JTD) (Bankr. D. Del. Nov. 19, 
2020); In re Energy Alloy Holdings, LLC, Case No. 20-12088 (MFW) (Bankr. D. Del. Oct. 9, 
2020); In re Shiloh Industries, Inc., Case No. 20-12024 (LSS) (Bankr. D. Del. Aug. 30, 2020); In 
re Brooks Brothers Grp., Inc., Case No. 20-11785 (CSS) (Bankr. D. Del. Aug. 19, 2020); In re 
Exide Holdings, Inc., Case No. 20-11157 (CSS) (Bankr. D. Del. June 25, 2020); In re The Hertz 
Corp., Case No. 20-11218 (MFW) (Bankr. D. Del. June 24, 2020); In re Longview Power, LLC, 
Case No. 20-10951 (BLS) (Bankr. D. Del. May 18, 2020); In re Rentpath Holdings, Inc., Case 
No. 20-10312 (BLS) (Bankr. D. Del. Mar. 10, 2020). 
 
2 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Application. 
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5. 
On or about September 9, 2022, the Debtors formally engaged RL&F in 
connection with their restructuring efforts.  In providing prepetition professional services to the 
Debtors, RL&F has become familiar with the Debtors and their business, including the Debtors’ 
financial affairs, debt structure, operations, and related matters. Having provided such 
professional services to the Debtors, RL&F has gained familiarity with the Debtors and their 
business that will assist it in providing effective and efficient services in these Chapter 11 Cases.  
Accordingly, RL&F is both well qualified and uniquely able to represent the Debtors in these 
Chapter 11 Cases in an efficient and timely manner. 
6. 
RL&F understands that the Debtors are seeking to employ (i) Weil, 
Gotshal & Manges LLP (“Weil”), as general restructuring counsel; (ii) Omni Agent Solutions, 
Inc., as claims and notice agent and administrative agent; and (iii) AlixPartners, LLP, as financial 
advisor.  RL&F also understands that the Debtors intend to monitor carefully these and any other 
retained professionals to ensure a clear delineation of their respective duties and roles so as to 
prevent duplication of effort.  RL&F recognizes that efficient coordination of efforts among the 
Debtors’ professionals will greatly add to the effective administration of these Chapter 11 Cases. 
Services to be Provided 
7. 
The Debtors require RL&F to render a variety of legal services during the 
pendency of these Chapter 11 Cases and to assist the Debtors in addressing the myriad issues that 
may arise.  Subject to further order of the Court, the Debtors request the employment and 
retention of RL&F to render professional services, including, but not limited to: 
a. 
Assisting in pre-bankruptcy preparation and planning; 
b. 
assisting in preparing necessary petitions, motions, applications, answers, 
orders, reports, and papers necessary to commence these Chapter 11 
Cases;  
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c. 
advising the Debtors of their rights, powers, and duties as debtors and 
debtors in possession under chapter 11 of the Bankruptcy Code; 
d. 
taking all necessary actions to protect and preserve the Debtors’ estates, 
including the prosecution of actions on the Debtors’ behalf, the defense of 
any actions commenced against the Debtors in the Chapter 11 Cases, the 
negotiation of disputes in which the Debtors are involved, and the 
preparation of objections to claims filed against the Debtors’ estates; 
e. 
assisting with any sale or sales of assets, including preparing any 
necessary motions and papers related thereto; 
f. 
assisting in preparing the Debtors’ disclosure statement and any related 
motions, pleadings, or others documents necessary to solicit votes on any 
plan of reorganization; 
g. 
assisting in preparing the Debtors’ chapter 11 plan; 
h. 
prosecuting on behalf of the Debtors any proposed plan and seeking 
approval of all transactions contemplated therein and in any amendments 
thereto; and 
i. 
performing all other necessary legal services in connection with the 
prosecution of these Chapter 11 Cases. 
8. 
In addition to those services set forth in paragraphs 7(a) through 7(i) 
above, RL&F may perform other services assigned by the Debtors, in consultation with Weil.  
To the extent RL&F determines that such services, including those services set forth in 
paragraph 7(i) above, fall outside of the scope of services historically or generally performed by 
RL&F as counsel in a bankruptcy case, RL&F will file a supplemental declaration.  RL&F has 
and will continue to work closely with the Debtors’ other professionals, including Weil, to 
prevent any duplication of efforts in the course of advising the Debtors.  RL&F is willing and 
able to act in the Debtors’ cases and render the necessary professional services as bankruptcy co-
counsel to the Debtors on the terms described herein, and subject itself to the jurisdiction of the 
Court. 
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Professional Compensation 
9. 
Subject to approval of this Court and in compliance with the applicable 
provisions of the Bankruptcy Code, the Bankruptcy Rules, and the Local Rules, RL&F intends to 
apply for compensation for professional services rendered in connection with the Chapter 11 
Cases, plus reimbursement of actual, necessary expenses and other charges incurred by RL&F 
during the Debtors’ bankruptcy cases. 
10. 
RL&F’s current hourly rates for matters related to these Chapter 11 Cases 
are expected to be within the following ranges: 
Position 
Range of Hourly Rates 
Directors 
$850 to $1,300 an hour 
Counsel 
$725 to $750 an hour 
Associates 
$425 to $700 an hour 
Paraprofessionals 
$315 an hour 
11. 
The principal professionals and paraprofessionals designated to represent 
the Debtors and their current standard hourly rates are as follows: 
a. 
Daniel J. DeFranceschi 
 
$1,100 per hour 
b. 
Amanda R. Steele 
 
 
$875 per hour 
c. 
Zachary I. Shapiro 
 
 
$850 per hour 
d. 
Matthew P. Milana 
 
 
$600 per hour 
e. 
Huiqi Liu 
 
 
 
$475 per hour 
f. 
M. Lynzy McGee 
 
 
$315 per hour 
12. 
RL&F’s hourly rates are set at a level designed to compensate RL&F 
fairly for the work of its attorneys and paralegals and to cover fixed and routine expenses.  
Hourly rates vary with the experience and seniority of the individuals assigned.  These hourly 
rates are subject to periodic adjustments to reflect economic and other conditions (which 
adjustments will be reflected in the first RL&F fee application following such adjustments) and 
are consistent with the rates charged elsewhere.  Other than these potential periodic adjustments, 
RL&F does not expect any changes during the pendency of these Chapter 11 Cases.  
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Notwithstanding the consistent hourly rates, RL&F as a practice reviews all time charges and 
makes adjustments as necessary to correct any inefficiencies that may appear before billing. 
13. 
RL&F has not shared or agreed to share any of its compensation received 
from the Debtors with any other persons, except as permitted by section 504 of the Bankruptcy 
Code. 
14. 
The Debtors do not owe RL&F any amount for services rendered or 
expenses incurred prior to the Petition Date, and thus RL&F is not a prepetition creditor of the 
Debtors. 
15. 
In addition, consistent with the Guidelines for Reviewing Applications for 
Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in 
Larger Chapter 11 Cases Effective as of November 1, 2013, I submit the following information: 
a. 
RL&F did not agree to any variations from, or alternatives to, its standard 
or customary billing arrangements for this engagement; 
b. 
None of RL&F’s professionals, included in this engagement, have varied 
their rate based on geographic location for these Chapter 11 Cases; 
c. 
RL&F has advised the Debtors in connection with their restructuring 
efforts and in contemplation of these Chapter 11 Cases since on or about 
September 9, 2022.  The billing rates, except for RL&F’s standard and 
customary periodic rate adjustments as set forth above, and material 
financial terms have not changed postpetition from the prepetition 
arrangement; and 
d. 
RL&F, in conjunction with the Debtors, is developing a prospective 
budget and staffing plan for these Chapter 11 Cases. 
16. 
It is RL&F’s policy to charge its clients in all areas of practice for all other 
expenses incurred in connection with the client’s case.  The expenses charged to clients include, 
among other things, regular mail, and express mail charges, special or hand delivery charges, 
document processing charges, printing/photocopying charges, travel expenses, expenses for 
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“working meals,” computerized research charges, transcription costs as well as non-ordinary 
overhead expenses such as secretarial and other overtime.  RL&F will charge the Debtors for 
these expenses in a manner and at rates consistent with charges made generally to RL&F’s other 
clients or as previously fixed by this Court.  RL&F believes that it is reasonable and fair to 
charge these expenses to the clients incurring them instead of increasing hourly rates and 
spreading these expenses among all clients. 
Evergreen Retainer 
17. 
Prior to the Petition Date, RL&F received total payments from the Debtors 
in the amount of $235,428 (the “Retainer”) to serve as a retainer and to cover fees and expenses 
actually incurred, as well as anticipated to be incurred, prior to, and in connection with, the 
Debtors’ restructuring and the commencement of these chapter 11 cases.  Prior to the Petition 
Date, RL&F drew down the entirety of the Retainer (the “Draw Down Amount”) for fees and 
expenses actually incurred and anticipated to be incurred through the Petition Date.  Thus, at the 
time of filing these Chapter 11 Cases, the Retainer had a zero balance.  RL&F intends to 
promptly complete a final accounting of all amounts actually incurred as fees and expenses prior 
to the Petition Date.  To that end, RL&F also intends to complete a true-up against the Draw 
Down Amount and credit back to the Retainer the excess amounts, if any, with all such amounts 
to be held as an evergreen retainer in the bankruptcy cases as discussed in the Application.   
18. 
An accounting summary of payments made to RL&F during the 90-day 
period prior to the Petition Date and the actual and estimated amounts incurred by RL&F is 
attached hereto as Exhibit 4. 
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RL&F’s Disinterestedness 
19. 
RL&F maintains and systematically updates its conflict check system in 
the regular course of its business, and it is the regular practice of RL&F to make and maintain 
these records.  The conflict system maintained by RL&F is designed to include (i) every active 
matter on which RL&F is engaged, (ii) every closed matter on which RL&F has been engaged 
since 1990, (iii) the entity by which it is now or has been engaged, (iv) the identity of related 
parties, (v) the identity of adverse parties, and (vi) the attorney at RL&F who is knowledgeable 
about the matter.  It is the policy of RL&F that no new matter may be accepted or opened within 
the firm without completing and submitting to those charged with maintaining the conflict check 
system the information necessary to check each such matter for conflicts, including: (a) the 
identity of the prospective client, (b) the matter, and (c) the related and adverse parties.  
Accordingly, the database is updated for every new matter undertaken by RL&F.  The scope of 
the system is a function of the completeness and accuracy of the information submitted by the 
attorney opening a new matter. 
20. 
With the exception of those entities listed on Exhibit 1 and Exhibit 2, 
insofar as I have been able to ascertain, neither I, RL&F, nor any other attorney, including any 
director, counsel or associate of RL&F currently represents, or has in the past represented, or has 
any connection with, the Debtors’ largest creditors, any significant beneficiaries of the Debtors 
(holding 5% or more of the beneficial interests in the Debtors), or any of the potential parties in 
interest, all as set forth on Exhibit 3 attached hereto (collectively, the “Parties in Interest”), 
except as hereinafter set forth. 
21. 
Through the procedures set forth above, RL&F has determined that it has 
in the past represented, currently represents, and/or may in the future represent, the Parties in 
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Interest (or affiliates thereof) set forth on Exhibit 1 attached hereto (who are current clients) and 
the Parties in Interest (or affiliates thereof) set forth on Exhibit 2 attached hereto (who are 
former clients that RL&F has represented within the last five (5) years).  With the exception of 
Wilmington Savings Fund Society, FSB (“WSFS”) and a certain related affiliate of U.S. Bank 
Trust National Association (“U.S. Bank”), I do not believe that any single matter is a major 
engagement that would involve either the billing of fees in excess of one half of one percent 
(0.5%) of RL&F’s annual fees billed, or that, in the aggregate for any related group of entities, 
exceeds one percent (1%) of RL&F’s annual fees billed.  RL&F currently represents WSFS and 
U.S. Bank in general corporate and transactional matters wholly unrelated to the Debtors and 
these Chapter 11 Cases.   
22. 
In addition, RL&F provided general Delaware corporate advice to 
American Express Company (“AmEx”) related to the Debtors’ sale of their legacy online 
lending platform to affiliates of American Express (the “AmEx Transaction”).  RL&F advised 
AmEx solely on issues of Delaware law.  RL&F’s representation of AmEx in connection with 
the AmEx Transaction concluded on or around September 2020.   To address any potential 
conflict of interest arising from RL&F’s past, current and future representations of AmEx and 
certain related affiliates, RL&F obtained a written waiver from the Debtors.  Pursuant to such 
waiver, the Debtors, among other things, waived any actual or arguable conflict of interest in 
connection with RL&F’s past representation of AmEx and continuing to represent AmEx and 
certain affiliates in unrelated matters.  Further, RL&F will not disclose any confidential 
information belonging to AmEx to the Debtors and vice versa.  To that end, RL&F has 
established an internal ethical wall between this matter and any matters in which RL&F has 
represented and currently represents AmEx and any affiliates thereof.  In addition, none of the 
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RL&F professionals involved in the representation of AmEx in the above referenced 
representation or any other representation of AmEx or any affiliate thereof is or will be involved 
in the representation of the Debtors in these Chapter 11 Cases.  Further, RL&F has not 
represented and will not represent AmEx or any affiliate thereof in connection with the Debtors’ 
current restructuring and these Chapter 11 Cases and, in fact, I believe AmEx is represented by 
separate counsel in connection with all such matters.  I do not believe this representation 
precludes RL&F from being a disinterested party under the Bankruptcy Code. 
23. 
In any event, while RL&F currently represents, and in the past has 
represented certain Parties in Interest, it will not represent any of the Parties in Interest or any 
other party in interest (including, without limitation WSFS, U.S. Bank and AmEx), other than 
the Debtors, in any facet relating to the Debtors or these Chapter 11 Cases.   
24. 
I do not believe there is any connection or interest (as such terms are used 
in section 101(14) of the Bankruptcy Code and Bankruptcy Rule 2014(a)) between RL&F and (i) 
the U.S. Trustee or any person employed by the U.S. Trustee or (ii) any counsel, accountants, 
financial consultants, and investment bankers who represent or may represent claimants or other 
parties in interest in the Chapter 11 Cases, except as otherwise described herein.  In addition, as 
part of its practice, RL&F appears in cases, proceedings and transactions involving many 
different attorneys, counsel, accountants, financial consultants, and investment bankers, some of 
which now or may in the future represent claimants and parties in interest in the Debtors’ 
Chapter 11 Cases.  Except as set forth herein, RL&F has not represented and will not represent 
any such entities in relation to the Debtors and their Chapter 11 Cases, nor does RL&F have any 
relationship with any such entities where such relationship would be adverse to the Debtors or 
their estates.   
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25. 
Except as set forth herein, and based upon the information available to me, 
neither I, RL&F, nor any attorney employed by RL&F, including any director, counsel or 
associate thereof, insofar as I have been able to ascertain, holds or represents any interest adverse 
to the Debtors or their estates.  In addition, RL&F is not a creditor of the Debtors.  Therefore, 
based upon the information available to me, I believe that RL&F is a “disinterested person” as 
that term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) 
of the Bankruptcy Code. 
26. 
No promises have been received by RL&F, or by any director, counsel or 
associate thereof, as to compensation in connection with these cases other than in accordance 
with the provisions of the Bankruptcy Code, the Bankruptcy Rules, and the Local Rules.  RL&F 
has no agreement with any other entity to share with such entity any compensation received by 
RL&F, other than the directors of RL&F. 
27. 
Based on the foregoing, except to the extent set forth in the next 
paragraph, to the best of my knowledge, information and belief and in accordance with 
Bankruptcy Rule 5002, no attorney, including any director, counsel or associate, of RL&F, has a 
connection with any United States Bankruptcy Judge for the District of Delaware, any of the 
District Court Judges for the District of Delaware who handle bankruptcy cases, the United 
States Trustee for Region 3, the Assistant United States Trustee for the District of Delaware, the 
attorney for the U.S. Trustee assigned to the Chapter 11 Cases or any other employee of the U.S. 
Trustee that would render RL&F’s retention in the Chapter 11 Case improper.  Accordingly, I 
understand that the appointment of RL&F is not prohibited by Bankruptcy Rule 5002.   
28. 
Kevin Gross, who was elected as a director of RL&F effective as of April 
1, 2020, was a bankruptcy judge for the Court between March 13, 2006 and March 12, 2020.  
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While Mr. Gross is not one of the principal professionals expected to perform services on behalf 
of the Debtors, if the circumstances warrant it, he may perform such services during the 
pendency of the Chapter 11 Cases. 
29. 
In addition, as noted above, the Debtors have numerous creditors and 
relationships with various individuals and entities that may be Parties in Interest in the Chapter 
11 Cases.  Consequently, although every reasonable effort has been made to discover all 
connections with the Parties in Interest, including the efforts outlined herein, RL&F is unable to 
state with certainty whether every possible connection has been discovered.  If, however, RL&F 
discovers any information that is contrary or pertinent to the statements made herein, including if 
any attorney employed by RL&F, including any director, counsel or associate thereof, has any 
connection with any of the Parties in Interest, RL&F will promptly disclose such information to 
the Court. 
30. 
RL&F will conduct an ongoing review of its files to ensure that no 
conflicts or other disqualifying circumstances exist or arise.  Pursuant to Local Rule 2014-1, to 
the extent that RL&F learns of any additional material information relating to its employment 
(such as potential or actual conflicts of interest), RL&F will file and serve a supplemental 
affidavit or declaration with the Court setting forth the additional information. 
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing 
is true and correct to the best of my knowledge and belief. 
 
 
 
Dated: October 4, 2022 
Wilmington, Delaware 
 
 
/s/ Daniel J. DeFranceschi 
Daniel J. DeFranceschi (No. 2732) 
 
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RLF1 27977256v.2 
Exhibit 11 – Current Clients2 
 
 
Banks/Bank Accounts 
 
Synovus Bank 
Certain related affiliates of Synovus Financial Corp. 
Certain related affiliates of Stone Ridge 
 
Benefit Providers (Workers Compensation/Pension Plans/Third Party Administrators) 
 
Certain related affiliates of New York Life 
Certain related affiliates of New York Life (f/k/a Cigna) 
 
Non-Debtors Professionals (law firms, accountants, and other professionals) 
 
Holland & Knight LLP 
 
Contract Counterparties (includes patents and intellectual property) 
 
Airbnb, Inc. 
Certain related affiliates of A-Lign Assurance 
A-Lign Compliance and Security, Inc. 
Credit Suisse 
CSC 
Certain related affiliates of Emprise Bank 
Certain related affiliates of Federal Reserve 
five9 Inc. 
Certain related affiliates of Fortis Advisors, LLC 
Jones Day 
Certain related affiliates of LexisNexis Risk Solutions FL Inc. 
Certain related affiliates of Macquarie 
MasterCard International Incorporated 
Certain related affiliates of Option 1 Partners, LLC 
Certain related affiliates of ReliaQuest Holdings, LLC 
Certain related affiliates of Salesforce 
Certain related affiliates of Sound Point Capital Management, LP  
South State Bank 
Stericycle Inc. 
Certain related affiliates of Synovus 
Visa U.S.A. Inc. 
 
1 
Parties that are both current clients and former clients of RL&F are only listed on Exhibit 1—Current 
Clients. 
2 
Due to the similarity of names of certain entities, RL&F was not able to determine if all entities listed 
herein are actually affiliates of current clients.  However, out of an abundance of caution, RL&F has listed 
those entities which it reasonably believes may be affiliates of current clients. 
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2 
 
RLF1 27977256v.2 
 
Affiliations of Current Officers and Directors 
 
Corporation Service Company (CSC) 
National Association of Corporate Directors 
Automatic Data Processing, Inc. (ADP) 
Certain related affiliates of Libra Risk Management 
 
Debtors’ Professionals (law firms, accountants and other professionals) 
 
Certain related affiliates of AlixPartners, LLP 
Jones Day 
KPMG 
McGuireWoods LLP 
Weil, Gotshal & Manges LLP 
 
Affiliation of Former Officers and Directors (as of last day with company) 
 
Corporation Service Company (CSC) 
Certain related affiliates of Tricolor Auto Group, LLC 
Certain related affiliates of American Express 
 
Insurance/Insurance Provider 
 
Certain related affiliates of AIG Specialty Insurance Company 
Certain related affiliates of Berkshire Hathaway Specialty Insurance Company 
Certain related affiliates of Endurance American Insurance Company c/o Sompro Pro 
 
Lenders, Noteholders, Administrative Agents and Indenture Trustees 
 
Credit Suisse 
Guggenheim 
Certain related affiliates of Macquarie  
Certain related affiliates of U.S. Bank 
 
30 Top Unsecured Creditors  
 
Certain related affiliates of Federal Reserve Bank of San Francisco 
Certain related affiliates of Option 1 Partners LLC 
Certain related affiliates of Libra Risk Management 
Goodwin Proctor 
Corporation Service Company 
 
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3 
 
RLF1 27977256v.2 
Litigation Counterparties/Litigation Pending Lawsuits – includes threatened litigation 
 
Holland & Knight, LLP 
JP Morgan Chase Bank, N.A. 
 
Other Professionals 
 
Akin Gump Strauss Hauer & Feld LLP 
Davis Polk & Wardwell LLP 
Goodwin Procter LLP 
Sidley Austin LLP 
 
Regulatory and Government (Federal, State, and Local) 
 
Federal Deposit Insurance Corporation 
Certain related affiliates of Federal Reserve 
 
Significant Customers 
 
Certain related affiliates of Stone Ridge 
Certain related affiliates of Provident Investment Realty, LLC 
 
 
UCC Search Results/UCC Lien Search Results  
 
Certain related affiliates of CIT 
Certain related affiliates of CIT Bank, N.A.  
CSC  
Certain related affiliates of Federal Reserve Bank of San Francisco 
Certain related affiliates of U.S. Bank 
Wilmington Savings Fund Society, FSB 
 
Utility Providers/Utility Brokers 
 
Certain related affiliates of Cogent Communications, Inc. 
Five9 Inc. 
 
Vendors/Suppliers (includes critical, foreign, common carrier, shippers, warehousemen, 
customs duties, brokers charges, facilities provider, etc.) 
 
Certain related affiliates of A-Lign 
Certain related affiliates of Five9 
Certain related affiliates of Google Duo 
Certain related affiliates of Google Workspace 
Certain related affiliates of Libra Risk Management 
Certain related affiliates of Option 1 Partners LLC 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 32 of 50

 
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RLF1 27977256v.2 
Certain related affiliates of ReliaQuest Holdings, LLC 
Salesforce.com 
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RLF1 27977256v.2 
Exhibit 2 – Former Clients 
 
Benefit Providers (Workers Compensation/Pension Plans/Third Party Administrators) 
 
Certain related affiliates of Blue Cross Blue Shield of Hawaii 
Certain related affiliates of UnitedHealthcare 
Certain related affiliates of UnitedHealthcare Dental 
Certain related affiliates of UnitedHealthcare of California 
 
Non-Debtors Professionals (law firms, accountants, and other professionals) 
 
Cleary Gottlieb Steen & Hamilton LLP 
 
Contract Counterparties (includes patents and intellectual property) 
 
American Express and certain related affiliates 
Endurance International Group, Inc. 
Certain related affiliates of Farm Credit East, ACA 
Certain related affiliates of Farm Credit West, ACA 
Certain related affiliates of TransUnion Risk and Alternative Data Solutions, Inc. (TRADS) 
Certain related affiliates of Zendesk 
 
Affiliations of Current Officers and Directors 
 
Certain related affiliates of CLP Holdings III, LLC 
 
Debtors Professionals (law firms, accountants and other professionals) 
 
Greenberg Traurig, LLP 
 
Affiliation of Former Officers and Directors (as of last day with company) 
 
American Express and certain related affiliates 
 
Insurance/Insurance Provider 
 
Certain related affiliates of National Union Fire Insurance Company of Pittsburgh, Pa. 
Certain related affiliates of QBE Insurance Corporation 
 
Landlords and Parties to Leases 
 
Certain related affiliates of Lincoln Property Company 
 
30 Top Unsecured Creditors  
 
Certain related affiliates of Transunion Risk and Alternative Data Solutions 
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RLF1 27977256v.2 
Certain related affiliates of Allegis Group Holdings Inc 
Certain related affiliates of Amazon Web Services 
Certain related affiliates of Slack 
 
Litigation Counterparties/Litigation Pending Lawsuits – includes threatened litigation 
Greenberg Traurig  
White & Williams, LLP 
 
Other Professionals 
Dentons US LLP 
 
Significant Shareholders (more than 5% of equity) 
 
Certain related affiliates of Softbank Vision Fund (AIV M2) L.P. 
Certain related affiliates of SoftBank PriceVille Investments, L.P. 
 
Vendors/Suppliers (includes critical, foreign, common carrier, shippers, warehousemen, 
customs duties, brokers charges, facilities provider, etc.) 
 
Certain related affiliates of Allegis Group Holdings Inc 
Certain related affiliates of Slack 
Certain related affiliates of Transunion Risk and Alternative Data Solutions 
Certain related affiliates of Zendesk 
 
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RLF1 27977256v.2 
Exhibit 3 – Parties-in-Interest 
Debtors 
 
Kabbage, Inc. 
Kabbage Canada Holdings, LLC 
Kabbage Asset Securitization LLC 
Kabbage Asset Funding 2017-A LLC 
Kabbage Asset Funding 2019-A LLC 
Kabbage Diameter, LLC 
 
Non-Debtor Affiliates and Subsidiaries 
(including any partnerships and JV 
partners) 
 
Kabbage Financial Services Limited (UK 
entity) 
Kabbage India Private Limited (India entity) 
 
Debtors’ Trade Names and Aliases (up to 
8 years) (a/k/a, f/k/a, d/b/a) 
 
d/b/a KServicing 
d/b/a KServicing Corp. 
d/b/a KServicing, Inc. 
 
Banks/Bank Accounts 
 
Celtic Bank 
Primis Bank 
Synovus Bank (Synovus Financial Corp.) 
 
Banks – Servicing  
 
Celtic Bank  
Cross River Bank 
Customers Bank  
HCG (a/k/a Home Capital Group Inc.) 
Stone Ridge 
 
Bankruptcy Judges and Staff for the 
District of Delaware 
 
Chief Judge Laurie Selber Silverstein 
Cacia Batts 
Lora Johnson 
Judge John T. Dorsey 
Laura Haney  
Robert Cavello 
Judge Craig T. Goldblatt 
Demitra Yeager  
Nickita Barksdale 
Judge Karen B. Owens 
Claire Brady  
Marquietta Lopez 
Judge Brendan L. Shannon 
Jill Walker   
Rachel Bello 
Judge J. Kate Stickles 
Paula Subda  
Al Lugano 
Judge Mary F. Walrath 
Catherine Farrell  
Laurie Capp 
Judge Ashely M. Chan 
Joan Ranieri 
 
Benefit Providers (Workers 
Compensation/Pension Plans/Third Party 
Administrators) 
 
Blue Cross Blue Shield of California 
Hawaii Medical Service Association 
(HMSA) - Blue Cross Blue Shield of Hawaii 
Insperity, Inc. 
Kaiser Permanente 
New York Life 
New York Life (f/k/a Cigna) 
Optum Bank  
UnitedHealthcare 
UnitedHealthcare Dental 
UnitedHealthcare of California 
VSP Choice  
 
Clerk of the Court 
 
Una O’Boyle 
 
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RLF1 27977256v.2 
Non-Debtors Professionals (law firms, 
accountants, and other professionals) 
 
Cleary Gottlieb Steen & Hamilton LLP 
Holland & Knight LLP 
Quinn Emmanuel Urquhart & Sullivan LLP 
 
Contract Counterparties (includes 
patents and intellectual property) 
 
Abel Commercial Funding 
Airbnb, Inc. 
American Nation Bank 
Alexandra Schieren 
A-Lign Assurance 
A-Lign Compliance and Security, Inc. 
Altabank 
American Express Travel Related Services 
Company, Inc. 
Andy Mei 
Anthony Gallucci 
Apisero, Inc. 
Aprio, LLP 
Automation Anywhere, Inc. 
Azlo Business, Inc. 
Bank of Bird in Hand 
Become Technological Solutions, Inc. 
Better Impression Ltd. 
Bhayva Brundavanam 
Big Think Capital 
Biz2credit 
BlackLine Systems, Inc. 
Bonduel State Bank 
Bradley Wells 
Carter Bank & Trust 
Catherine Pargeter 
Celtic Bank Corporation 
CentSai 
Cobbs Allen Capital, LLC d/b/a CAC 
Specialty 
CommerceOne Bank 
Community Financial Services Bank 
Community National Bank 
CoreCard Software, Inc. 
Credit Suisse 
Crestmont Capital, LLC 
Cross River Bank 
CSC 
Cullum Financial LLC d/b/a Walloot 
Customer Bank 
David Rodin 
David Snitkof 
David Stein d/b/a Law Office of David Stein 
d/b/a David Stein Law Group 
Daysmart 
Debt Settlement Info Bank 
Docusign 
Dorado Real Estate, Inc d/b/a Host Financial 
Dynamic Recovery Solutions, LLC 
Endurance International Group, Inc. 
East West Bank 
Emprise Bank 
Erik Goshin 
Evangelical Christian Credit Union (ECCU) 
Ernst & Young LLP 
Farm Credit East, ACA 
Farm Credit West, ACA 
Federal Reserve 
First Florida Credit Union 
First National Bank of Syracuse 
five9 Inc. 
FNBC Bank and Trust 
Forensic Risk Alliance Inc. 
Fortis Advisors, LLC 
Fortis Private Bank 
Frank Sauer 
Fraz Khalil 
GoDaddy.com, LLC 
Guggenheim Securities, LLC 
Guideline 
Guillaume Poirier 
Hi Tech Capital 
Hyperion Bank 
Innovative Funding Solutions, Inc. 
Investar Bank, National Association 
Investment 360 
InscribeAI, Inc. 
Insperity 
Invariant LLC 
iAdvance Now Inc. 
James Candalino 
James Frohnhofer 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 37 of 50

 
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Jason Dolinger 
Jason Hwa 
Jonathan Kelfer 
Jones Day 
Karrot 
KLDiscovery Ontrack, LLC 
Kroll Associates, Inc. 
Legacy Bank Colorado 
Lendio, Inc. 
Level Up Funding LLC 
LexisNexis Risk Solutions FL Inc. 
Lexolution, LLC 
Liam Von Thien 
LIG International LLC 
Lincoln and Morgan, LLC 
Llano National Bank 
Macquarie 
Major, Lindsey & Africa 
Marqeta, Inc 
MasterCard International Incorporated 
Matt Burton 
Mechanics Bank 
Merchant and Manufacturers Bank 
Mission Capital d/b/a SBG Funding 
Moore Colson & Company, P.C.  
MorganFranklin Consulting, LLC 
Mountainseed Real Estate Services, LLC 
National Check Resolution, Inc. 
Natural Intelligence Ltd. 
Nicholas DelZingaro 
Northern California National Bank 
Northwest Farm Credit Services, FLCA 
Okta, Inc. 
OnCourse Learning d/b/a BankersEdge 
Option 1 Partners, LLC 
Orchard App, Inc. 
P.A.R. Consulting d/b/a US Business 
Funding 
People Bank 
PharmaCentra LLC 
Prospera Credit Union 
Providence Bank 
Quick Funding Solutions LLC 
Radius Intelligence, Inc. 
Redwood Growth Capital, LLC 
Red River Bank 
ReliaQuest Holdings, LLC 
Resource Bank 
Salesforce 
Sam Zakalik 
Sound Point Capital Management, LP  
South State Bank 
Stericycle Inc. 
Strategic Capital 
Synovus 
The Law Office of Hayes & Welsh 
The National Directory of Registered Tax 
Return Preparers & Professionals Ltd 
The Poplar Grove State Bank 
The Provident Bank 
TransUnion Risk and Alternative Data 
Solutions, Inc. (TRADS) 
Trevelino/Keller and Groovy Studios 
TrustArc Inc. 
United Capital Source Inc 
United Resources Enterprise Corp. d/b/a 
Brickell Capital Finance 
Upwise Capital, LLC 
URS Technologies Solutions LLC 
Vaco LLC 
Venture Lending & Leasing VII, Inc. 
Venture Lending & Leasing VIII, Inc. 
Visa U.S.A. Inc. 
Vital Outsourcing Services, Inc. 
Walker Morris 
WeTravel, Inc. 
Wheaten Financial, Inc. 
Xact Data Discovery 
Yuhui Yang 
Zendesk 
Zip Capital Group, LLC 
ZMC & Associates LLC 
 
Current Officers and Directors (include 
senior management)  
 
Salim Kafiti 
Ian Cox 
Holly Loiseau 
David Walker 
Laquisha Milner 
Donna Evans 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 38 of 50

 
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RLF1 27977256v.2 
Laquisha Milner 
Robin Gregg 
Eric Hartz (dba CorporateHartz, LLC) 
John Hebert 
Lawrence X. Taylor 
John Hebert 
 
Affiliations of Current Officers and 
Directors 
 
Solomon’s Temple 
Vector Solutions 
M2 Business Group, LLC 
Point Predictive 
DRUM Technologies 
Roadsync 
Lending Science 
PadSplit 
Emory Goizueta Business School 
American Chemistry Council 
Nexus Circular 
Corporation Service Company (CSC) 
1847 Holdings 
Item 9 Labs 
Barrie House Coffee Roasters 
CLP Holdings III, LLC 
Taylor Strategy Group 
National Association of Corporate Directors 
Arizona State University 
Major Lindsey & Africa 
Automatic Data Processing, Inc. (ADP) 
Clairvoyant Ventures, LLC 
Kafiti Real Estate Group, Inc. 
Electrolux AB 
Libra Risk Management 
Creative Essentials, LLC 
National Bar Association Executive 
Committee, Commercial Law Section 
Moore Colson 
Magnolia Trust Company 
 
Debtors Professionals (law firms, 
accountants and other professionals) 
 
AlixPartners, LLP 
Forensic Risk Alliance Inc. 
Greenberg Traurig, LLP 
Jones Day 
KPMG 
McGuireWoods LLP 
Omni Agent Solutions 
Richard Layton & Finger 
Weil, Gotshal & Manges LLP 
 
Former Officers and Directors (include 
senior management if readily available) (3 
years) 
 
Daniel Scott Eidson 
Jon Hoffman 
Julia McCullough 
Kathryn Petralia 
Kimberly Withrow 
L. Scott Askins 
Marc Gorlin 
Oneal Bhambani 
Robert Frohwein 
Spencer Robinson 
Troy Deus 
 
Affiliation of Former Officers and 
Directors (as of last day with company) 
 
Julia McCullough 
Corporation Service Company (CSC) 
Kathryn Petralia 
Keep Financial 
DRUM Technologies, Inc. 
Tricolor Auto Group, LLC 
PadSplit 
Kimberly WIthrow 
Kimberly F. Withrow Law 
eCapital Corp. 
Bibby Financial Services 
L. Scott Askins 
American Express 
Marc Gorlin 
Roadie 
Oneal Bhambani 
Flutterwave 
Robert Frohwein 
Keep Financial Technologies, Inc. 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 39 of 50

 
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RLF1 27977256v.2 
Spencer Robinson 
Troy Deus 
Keep Financial 
DRUM Technologies 
 
Insurance/Insurance Provider 
 
AIG Specialty Insurance Company 
Atlantic Specialty Insurance Company 
Berkshire Hathaway Specialty Insurance 
Company 
Cobbs Allen Capital, LLC d/b/a CAC 
Specialty  
Endurance American Insurance Company 
c/o Sompro Pro 
Everest National Insurance Company 
Marsh USA Inc. 
National Union Fire Insurance Company of 
Pittsburgh, Pa. 
QBE Insurance Corporation 
XL Specialty Insurance Company  
 
Landlords and Parties to Leases 
 
730 Midtown SVP, LLC (Lincoln Property 
Company) 
 
Lenders, Noteholders, Administrative 
Agents and Indenture Trustees 
 
Credit Suisse 
Guggenheim 
Macquarie  
U.S. Bank 
 
List of Secured Creditors  
 
Reserve Bank of San Francisco 
 
30 Top Unsecured Creditors  
 
Cross River Bank 
Customers Bank 
Federal Reserve Bank of San Francisco 
U.S. Department of Justice 
Federal Trade Commission 
Small Business Bureau 
American Express Kabbage Inc. 
Biz2Credit 
Vital Outsourcing Services Inc 
MorganFranklin Consulting, LLC 
Vaco LLC 
RSM US LLP 
Transunion Risk and Alternative Data 
Solutions 
URS Technologies Solutions LLC 
KLDiscovery Ontrack, LLC 
Amazon Web Services 
Allegis Group Holdings Inc 
Google Workspace 
Moore Colson 
Option 1 Partners LLC 
Libra Risk Management 
Marcell Birk 
Slack 
Box 
Goodwin Proctor 
Marcus Carr 
Kenny Ajetunmobi 
Moyin Omotayo 
Thomas E. Austin Jr. LLC 
Corporation Service Company 
 
Litigation Counterparties/Litigation 
Pending Lawsuits – includes threatened 
litigation 
 
365 Sun LLC  
Alison F. Kanne 
Bosco Seungchul Baek 
Calvin L. Erby, II 
Candice Worthy 
Carlton Morgan 
Celtic Bank Corporation d/b/a Celtic Bank 
Christina R. King 
Cole Ratias 
Customers Bank 
Douglas Biviano 
Edward Ford Services, LLC 
Eric L. Lifschitz 
Eva Merian Spahn 
First Home Bank 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 40 of 50

 
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RLF1 27977256v.2 
Florida Veterinary Behavior Service 
George Pullen 
Greenberg Traurig  
Henry Anesthesia Associates, LLC 
Holland & Knight, LLP 
Jason Russell Carr 
Jennifer Pullen 
Jeremy Sternberg 
John P. Mertens 
Joshua Borger 
JP Morgan Chase Bank, N.A. 
Justin E. Proper 
Keith W. Berglund 
LaDonna Wiggins 
Latoya Clark 
Lauren B. Veggian 
Law Office of James A. Flanagan 
Law Offices of Eric L. Lifschitz 
Leslie K. Rinaldi 
Lexington National Insurance Corporation 
Love Watch Hill & Sailors Haven, Inc. 
Luxx Lashes by Lay, LLC 
Marco Bell 
MaryBeth V. Gibson 
Melissa Davis Lowe 
Ogier, Rothschild & Rosenfeld P.C. 
Pia Hoyt Law Firm 
Power Bail Bonds 
Rice Pugatch Robinson Storfer & Cohen 
PLLC,  
Richard A. Marshack 
Richard Storfer 
Shulman Bastian Friedman & Bui LLP  
SM Novelties 
Smooth & EZ Merchant Funding 
Squeeze-It Corp. 
Strategic Elements, LLC 
Tamara Miles Ogier, Chapter 11 Subchapter 
V Trustee 
Tastetunup, LLC 
The Berglund Group 
The Cardoza Law Corporation 
The Finley Firm, P.C 
Vicki LeMaster 
Wandro & Associates, P.C. 
White & Williams, LLP 
 
Litigation - Governmental Investigations 
Agencies 
 
U.S. Federal Trade Commission 
U.S. Department of Justice – Massachusetts 
U.S. Department of Justice – Eastern 
District of Texas 
The Small Business Administration (SBA)  
The United States House Representatives 
Select Subcommittee on the Coronavirus 
Crisis 
 
Other Professionals 
 
Akin Gump Strauss Hauer & Feld LLP 
Bailey Duquette 
Dentons US LLP 
Davis Polk & Wardwell LLP 
Goodwin Procter LLP 
Green & Sklartz 
Hayes & Welsh 
Mandelbaum Salsburg, P.C. 
RSM US LLP 
Sidley Austin LLP 
Thomas E. Austin 
Windham Brannon 
 
Regulatory and Government (Federal, 
State, and Local) 
 
Delaware Attorney General – Kathy 
Jennings 
Federal Deposit Insurance Corporation 
Federal Reserve 
Federal Trade Commission 
Internal Revenue Service 
Office of Foreign Assets Control 
Small Business Administration 
U.S. Securities and Exchange Commission 
United States Attorney for the District of 
Delaware – David C. Weiss 
United States Department of Justice 
 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 41 of 50

 
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RLF1 27977256v.2 
Significant Customers 
 
Celtic Bank 
Cross River Bank 
Customers Bank  
HCG (a/k/a Home Capital Group Inc.) 
Stone Ridge 
FleetCor Technologies, Inc. 
Relief Without Borders LLC 
SJ MEDICAL PLLC 
Go Africa Global LLC 
Cuisane 365 Mobile Inc 
New Legend, Inc 
Jlite Mortors 
Boom Rewards LLC 
David Horvath PA 
Wiggins & Graham Enterprise LLC 
Pink Lady Line 
R and L ARCADE INC 
Potomac Valley Operator LLC 
Source Allies, Inc. 
European Service at Home Inc 
Tigris, LLC 
AREPII SA Hotel LLC 
Aspen River Candle Company 
Big Shot LLC 
Wesley Aron Mock LLC 
Club One Casino, Inc 
Brian Bui Inc 
Repairo LLC 
California Freight Solutions Corp 
Torque Power Equipment Repairs 
PG Medical Lab 
Energy Efficient Construction Solutions 
TrustedCommunications LLC 
Horizon 5 Lakes LLC 
Wingfield Leigh Industries, Inc 
Allegro School, Inc. 
Dog Training With Mario Holland LLC 
A One Roof Management & Construction, 
Inc. 
Koger Industrial Staffing, LLC 
Provident Investment Realty, LLC 
Flair Group Inc 
REX Therapeutics LLC 
IMR Contracting Corp 
Gods Anointed Youth Ministry 
Showtime On The Piers, LLC. 
Summit Truck Line 
K Weaver Properties LLC 
Ences Services Inc 
Federal Credit Union 
Heart Living Centers of Colorado, LLC 
Agee Construction Corporation 
1 Ponce De Leon LLC 
Bustro Inc 
Francis Joseph Capital Inc 
DataSync Inc 
SMELifestyle, inc 
Crown Management Services, LLC 
SUITE Media Productions & Management 
LLC 
Gourmet Nut Inc 
Propel Opportunity Fund Inc. 
Keystrokes Transcription Service Inc 
E. Mishan & Sons 
Russell Road Food and Beverage LLC 
 
Significant Shareholders (more than 5% 
of equity) 
 
Softbank Vision Fund (AIV M2) L.P. 
Blue Run Ventures IV, L.P. 
Thomvest Ventures Ltd. 
MDV Ix, L.P. c/o Mohr Davidow Ventures 
SoftBank PriceVille Investments, L.P. 
 
Taxing Authorities (Federal, State, and 
Local; trust fund, use property, franchise, 
sales) 
 
Alabama Department of Revenue 
California Franchise Tax Board  
Georgia Department of Revenue 
Internal Revenue Service 
North Carolina Department of Revenue 
New York State Department of Finance 
New York City Department of Finance 
Pennsylvania Department of Revenue 
 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 42 of 50

 
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RLF1 27977256v.2 
UCC Search Results/UCC Lien Search 
Results  
 
CHTD Company 
CIT 
CIT Bank, N.A.  
Cross River Bank 
CSC  
Direct Capital Corporation 
Federal Reserve Bank of San Francisco 
Financial Agent Services 
Fulton County, Georgia Tax Commissioner 
Secured Lender Solutions, LLC 
U.S. Bank 
Wilmington Savings Fund Society, FSB 
 
United States Attorney’s Office for the 
District of Delaware 
 
David C. Weiss 
 
United States Trustee and Staff for the 
District of Delaware 
 
Andrew R. Vara 
Joseph McMahon 
David Buchbinder 
Linda Casey 
Joseph Cudia 
Timothy J. Fox, Jr. 
Benjamin Hackman 
Jane Leamy 
Hannah M. McCollum 
Linda Richenderfer 
Juliet Sarkessian 
Richard Schepacarter 
Rosa Sierra-Fox 
Lauren Attix 
Shakima L. Dortch 
Christine Green 
Ramona Harris 
Angelique Okita 
Edith A. Serrano 
Dion Wynn 
Denis Cooke 
Holly Dice 
Nyanquoi Jones 
James R. O'Malley 
Michael Panacio 
Diane Giordano 
 
Utility Providers/Utility Brokers 
 
Cogent Communications, Inc. 
Five9 Inc. 
 
Vendors/Suppliers (includes critical, 
foreign, common carrier, shippers, 
warehousemen, customs duties, brokers 
charges, facilities provider, etc.) 
 
A-Lign 
Allegis Group Holdings Inc 
American Express Kabbage Inc. 
Biz2X LLC 
BlackLine Systems, Inc. 
Box 
DataBricks 
Five9 
Fusion Cloud Services LLC 
Google Duo 
Google Workspace 
HP Holdings, Inc. (dba Invariant LLC) 
InscribeAI, Inc. 
KLDiscovery Ontrack, LLC 
Kroll Associates, Inc. 
Lexolution 
Libra Risk Management 
MLA 
Moore Colson 
MorganFranklin Consulting, LLC 
Option 1 Partners LLC 
ReliaQuest Holdings, LLC 
Salesforce.com 
Sage Intacct, Inc. 
Slack 
TLO 
Transunion Risk and Alternative Data 
Solutions 
URS Technologies Solutions LLC 
Vaco LLC 
Vital Outsourcing Services Inc. 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 43 of 50

 
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RLF1 27977256v.2 
Willis Towers Watson US LLC 
Zendesk 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 44 of 50

 
 
RLF1 27977256v.2 
Exhibit 4 - Accounting Summary of Payments 
 
Date 
Transaction 
Amount 
Retainer 
Balance 
9/19/2022 
Wire Transfer Deposit of Retainer 
$100,000 
$100,000 
9/29/2022 
Wire Transfer Deposit of Retainer  
$110,428 
$210,428 
9/30/2022 
Wire Transfer Deposit of Retainer 
$25,000 
$235,428 
10/3/2022 
Retainer amount drawn down based on services 
performed and anticipated to be performed 
through the Petition Date.  This amount 
represented a good faith estimate of the fees and 
expenses associated with all such services, 
including fees and expenses already recorded in 
RL&F’s billing system.  Any portion of the 
amounts drawn which, upon reconciliation, is 
not attributed to prepetition fees and expenses, 
will be held by RL&F as security throughout 
the Debtors’ bankruptcy cases until RL&F’s 
fees and expenses are awarded by final order 
and are then payable to RL&F. 
$235,428 
($0.00) 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 45 of 50

 
 
RLF1 27977256v.2 
Exhibit C 
 
Loiseau Declaration 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 46 of 50

 
 
RLF1 27977256v.2 
UNITED STATES BANKRUPTCY COURT 
DISTRICT OF DELAWARE 
------------------------------------------------------------ x 
 
In re 
: 
Chapter 11 
 
: 
 
KABBAGE, INC. d/b/a KSERVICING, et al., : 
Case No. 22-10951 (CTG) 
 
: 
 
 
: 
 
 
 
Debtors.1 
: 
(Jointly Administered)  
------------------------------------------------------------ x 
 
DECLARATION OF HOLLY LOISEAU IN  
SUPPORT OF APPLICATION OF DEBTORS  
TO RETAIN AND EMPLOY RICHARDS,  
LAYTON & FINGER, P.A. AS CO-COUNSEL TO THE  
DEBTORS EFFECTIVE AS OF PETITION DATE 
 
I, Holly Loiseau, pursuant to 28 U.S.C. § 1746, hereby declare that the following 
is true and correct to the best of my knowledge, information, and belief: 
1. 
I am the General Counsel (the “General Counsel”) of the above-
captioned debtors and debtors in possession (collectively, the “Debtors”).  I submit this 
declaration (the “Declaration”) in support of the Application of Debtors to Retain and Employ 
Richards, Layton & Finger, P.A. as Co-Counsel to the Debtors Effective as of Petition Date (the 
“Application”)2 for authority to retain and employ Richards, Layton & Finger, P.A. (“RL&F”), 
as co-counsel for the Debtors effective as of the Petition Date.  Except as otherwise noted, all 
facts in this Declaration are based on my personal knowledge of the matters set forth herein, 
information gathered from my review of relevant documents and information supplied to me by 
other members of the Debtors’ personnel and the Debtors’ advisors. 
 
1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification 
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); 
Kabbage Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 
2019-A LLC (8973); and Kabbage Diameter, LLC (N/A).  Kabbage is a trademark of American Express used 
under license; Kabbage, Inc. d/b/a KServicing is not affiliated with American Express.  The Debtors’ mailing and 
service address is 925B Peachtree Street NE, Suite 383, Atlanta, GA 30309. 
2 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Application. 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 47 of 50

 
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RLF1 27977256v.2 
SELECTION OF RL&F AS CO-COUNSEL 
2. 
The Debtors seek to retain Weil Gotshal & Manges LLP as their lead 
bankruptcy counsel in connection with the Chapter 11 Cases.  Upon determining that these 
Chapter 11 Cases would be filed in the United States Bankruptcy Court for the District of 
Delaware, the Debtors selected RL&F to serve as their Delaware co-counsel.  RL&F was 
selected because of the firm’s extensive experience and knowledge in the field of debtor’s and 
creditor’s rights, business reorganizations and liquidations under chapter 11 of the Bankruptcy 
Code, its expertise, experience and knowledge in practicing before this Court, its proximity to 
the Court, its ability to respond quickly to emergency hearings and other emergency matters, and 
its familiarity with the Debtors and their businesses due to RL&F’s prepetition representation of 
the Debtors.  As such, the Debtors believe that RL&F is uniquely qualified to represent them in 
these Chapter 11 Cases. 
RATE STRUCTURE 
3. 
In my capacity as General Counsel, I, and others acting under my 
direction, are responsible for assisting the Debtors in supervising outside counsel retained by the 
Debtors.  In my experience working with other outside law firms on other matters, I believe that 
RL&F’s rates are comparable to those of firms similar to RL&F.  I, and others acting under my 
direction, are also responsible for reviewing the invoices regularly submitted by RL&F, and I 
understand that the rates RL&F charged the Debtors in the prepetition period are the same as the 
rates RL&F will charge the Debtors in the postpetition period, subject to annual and customary 
firm-wide adjustments in the ordinary course of RL&F’s business. 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 48 of 50

 
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RLF1 27977256v.2 
COST SUPERVISION 
4. 
RL&F and the Debtors are in the process of developing a prospective 
budget and staffing plan for the first interim period in these Chapter 11 Cases.  The Debtors 
recognize that in large chapter 11 cases such as this, it is possible there may be unforeseen fees 
and expenses that will need to be addressed by the Debtors and RL&F.  The Debtors also 
recognize it is their responsibility to closely monitor the billing practices of RL&F to ensure that 
fees and expenses paid by their estates remain consistent with the Debtors’ expectations taking 
into account the exigencies of these Chapter 11 Cases.  To that end, the Debtors will continue to 
review and monitor the regular invoices submitted by RL&F and, together with RL&F, 
periodically amend the budget and staffing plans to reflect developments in these cases as 
applicable. 
5. 
The Debtors will continue to monitor the fees and expense reimbursement 
process during these Chapter 11 Cases and ensure the Debtors are an active participant in that 
process.  Recognizing that every chapter 11 case is unique, the Debtors, together with RL&F, 
will utilize the budgeting process to provide guidance on the period of time involved and the 
level of attorneys and professionals who will work on various matters, as well as the projection 
of average hourly rates for the attorneys and professionals for such matters. 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 49 of 50

 
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RLF1 27977256v.2 
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing 
is true and correct to the best of my information, knowledge, and belief. 
Dated:  October 4, 2022 
Atlanta, Georgia 
 
 
 
 
/s/ Holly Loiseau 
 
Name:  Holly Loiseau 
Title:  General Counsel 
 
 
Case 22-10951-CTG    Doc 51-1    Filed 10/05/22    Page 50 of 50

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