Court filing
Schedules of Assets and Liabilities — Kabbage, Inc. d/b/a KServicing — In re KServicing (Bankr. D. Del.)
Filed October 24, 2022 in Kservicing Bankruptcy; one of 140 filings from this case.
Record facts
| Court | U.S. Bankruptcy Court for the District of Delaware |
|---|---|
| Filed | 2022-10-24 |
U.S. Bankruptcy Court for the District of Delaware · No. 22-10951 · Doc. 144 · 2022-10-24 · Docket on CourtListener
Full text
Case No: 22-10951
SCHEDULES OF ASSETS AND LIABILITIES FOR
Kabbage, Inc.
Chapter 11
(Jointly Administered)
In re
Debtors.
)
)
)
)
)
)
KABBAGE, INC. d/b/a KSERVICING, et al.,
22-10951
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
Case No
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UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
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)
In re
)
Chapter 11
)
KABBAGE, INC. d/b/a KSERVICING, et al.,
)
Case No. 22-10951
)
Debtors.
)
(Jointly Administered)
)
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GLOBAL NOTES AND STATEMENTS OF LIMITATIONS, METHODOLOGY,
AND DISCLAIMERS REGARDING THE DEBTORS’ SCHEDULES OF
ASSETS AND LIABILITIES AND STATEMENTS OF FINANCIAL AFFAIRS
Kabbage, Inc. d/b/a/ KServicing (“KServicing”) and certain of its affiliates, as debtors and
debtors in possession (collectively, the “Debtors” or the “Company”), are filing their respective
Schedules of Assets and Liabilities (each, a “Schedule,” and, collectively, the “Schedules”) and
Statements of Financial Affairs (each, a “Statement” or “SOFA” and, collectively, the
“Statements” or “SOFAs”) in the United States Bankruptcy Court for the District of Delaware
(the “Bankruptcy Court”) pursuant to section 521 of chapter 11 of title 11 of the United States
Code (the “Bankruptcy Code”) and rule 1007 of the Federal Rules of Bankruptcy Procedure (the
“Bankruptcy Rules”).
These Global Notes and Statements of Limitations, Methodology, and Disclaimers
Regarding the Debtors’ Schedules of Assets and Liabilities and Statements of Financial Affairs
(collectively, the “Global Notes”) pertain to, are incorporated by reference in, and comprise an
integral part of all the Schedules and Statements. The Global Notes are in addition to the specific
notes set forth below with respect to particular Schedules and Statements (the “Specific Notes,”
and, together with the Global Notes, the “Notes”). These Global Notes should be referred to, and
referenced in connection with, any review of the Schedules and Statements.
The Debtors’ management prepared the Schedules and Statements with the assistance of
their advisors and other professionals and have necessarily relied upon the efforts, statements,
advice, and representations of personnel of the Debtors and the Debtors’ advisors and other
professionals.
The Schedules and Statements are unaudited and subject to potential adjustment. In
preparing the Schedules and Statements, the Debtors relied on financial data derived from their
books and records that was available at the time of preparation. The Debtors’ management team
and advisors have made reasonable efforts to ensure that the Schedules and Statements are as
accurate and complete as possible under the circumstances; however, subsequent information or
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discovery may result in material changes to the Schedules and Statements, and inadvertent errors
or omissions may exist. Particularly certain of the information relevant for the Schedules and
Statements may not currently be in the Debtors’ possession, custody or control despite on-going
good faith efforts to obtain it. Notwithstanding any such discovery, new information, or errors
or omissions, the Debtors do not undertake any obligation or commitment to update, modify,
revise, or re-categorize the Schedules and Statements, except as required under the Bankruptcy
Code. The Debtors and their agents, attorneys, and financial advisors do not guarantee or warrant
the accuracy or completeness of the data that is provided herein and shall not be liable for any
loss or injury, whether foreseeable or not, arising out of or caused in whole or in part by the acts,
errors, or omissions, whether negligent or otherwise, in procuring, compiling, collecting,
interpreting, reporting, communicating, or delivering the information contained herein.
The Schedules, Statements, and Notes should not be relied upon by any persons for
information relating to current or future financial conditions, events, or performance of
any of the Debtors.
1.
Reservation of Rights. The Debtors reserve all rights to amend or supplement the
Schedules and Statements from time to time, in all respects, as may be necessary or
appropriate, including (a) with respect to the description or designation of any “Claim”
of the Debtor(s) against which the Claim is asserted, (b) the right to dispute or otherwise
assert offsets or defenses to any claim reflected on the Schedules and Statements as to
amount, liability, classification, identity of debtor, (c) to otherwise subsequently designate
any claim as “disputed,” “contingent,” or “unliquidated” or (d) object to the extent,
validity, enforceability, priority or avoidability of any Claim. Furthermore, nothing
contained in the Schedules, Statements, or Notes shall constitute a waiver of any of the
Debtors’ rights or an admission with respect to their chapter 11 cases, including, but not
limited to, any issues involving objections to claims, substantive consolidation, equitable
subordination, defenses, characterization or re-characterization of contracts and leases,
assumption or rejection of contracts and leases under the provisions of chapter 3 of the
Bankruptcy Code, causes of action arising under the provisions of chapter 5 of the
Bankruptcy Code, or any other relevant applicable laws to recover assets or avoid
transfers.
2.
Description of the Cases. On October 3, 2022 (the “Commencement Date”), each of
the Debtors commenced a voluntary case under chapter 11 of the Bankruptcy Code. The
Debtors are authorized to operate their businesses and manage their properties as debtors
in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. On
October 4, 2022, the Bankruptcy Court entered an order authorizing the joint
administration of these cases pursuant to Bankruptcy Rule 1015(b). As of the date hereof,
no trustee, examiner, or statutory committee of creditors has been appointed in these
chapter 11 cases.
3.
Basis of Presentation. For financial reporting purposes, the Debtors historically prepare
consolidated financial statements, which include information for Kabbage, Inc and its
affiliates. The Schedules and Statements are unaudited and reflect the Debtors’
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reasonable efforts to report certain financial information of each Debtor on an
unconsolidated basis. These Schedules and Statements neither purport to represent
financial statements prepared in accordance with Generally Accepted Accounting
Principles in the United States (“GAAP”), nor are they intended to be fully reconciled
with the financial statements of each Debtor.
To the extent applicable, the Debtors attempted to attribute the assets and liabilities,
certain required financial information, and various cash disbursements to the particular
Debtor entity. However, because the Debtors’ accounting systems, policies, and practices
were developed for consolidated reporting purposes, rather than reporting by legal entity,
it is possible that not all assets, liabilities or amounts of cash disbursements have been
recorded with the correct legal entity on the Schedules and Statements. Accordingly, the
Debtors reserve all rights to supplement and/or amend the Schedules and Statements in
this regard.
Given, among other things, the uncertainty surrounding the valuation of certain assets and
liabilities, a Debtor may report more assets than liabilities. Such report shall not constitute
an admission that such Debtor was solvent on the Commencement Date or at any time
before or after the Commencement Date. Likewise, a Debtor reporting more liabilities
than assets shall not constitute an admission that such Debtor was insolvent at the
Commencement Date or any time before or after the Commencement Date.
4.
Reporting Date. The Debtors completed a normal fiscal close for the period ending
September 30, 2022 (the “Reporting Date”). Consequently, to simplify the reporting,
the reported asset values in Schedules A and B, with the exception of estimated cash
balances, align with the asset values as of the Reporting Date, and the liability values in
Schedules D, E, and F are as of the Commencement Date, adjusted for authorized
payments under the First Day Orders (as defined below). Estimated cash balances
presented in Schedule A reflect bank balances as of the Commencement Date.
5.
Current Values. Other than estimated bank cash balances, the assets and liabilities of
each Debtor are listed as the book value of the asset or liability in the respective Debtor’s
accounting books and records. Unless otherwise noted, the value ascribed in the Debtor’s
books is reflected in the Schedules and Statements.
6.
Confidentiality. In line with the relief granted in the Order (I) Authorizing the Debtors
to (A) File and Maintain Consolidated Creditor lists, and (B) Redact Certain Personal
Identification Information for Individuals, (II) Approving Special Electronic Noticing
Procedures, and (III) Granting Related Relief [Docket No. 77] (the “Creditor Matrix
Order”) and to protect the privacy of certain parties, including, among others, the
Debtors’ borrowers and/or employees, certain identifying information, such as mailing
addresses of individuals, was redacted from the Schedules and SOFAs.
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7.
Consolidated Entity Accounts Payable and Disbursement Systems. As described in
the Cash Management Motion,1 the Debtors utilize an integrated, centralized cash
management system in the ordinary course of business to collect, concentrate, and
disburse funds generated by their operations (the “Cash Management System”).
8.
Accuracy. Although the Debtors have made reasonable efforts to file complete and
accurate Schedules and Statements, inadvertent errors or omissions may exist. The
Debtors reserve all rights to amend and/or supplement the Schedules and Statements as is
necessary or appropriate. The financial information disclosed herein was not prepared in
accordance with federal or state securities laws or other applicable non-bankruptcy law
or in lieu of complying with any periodic reporting requirements thereunder. Persons and
entities trading in or otherwise purchasing, selling, or transferring the claims against or
equity interests in the Debtors should evaluate this financial information in light of the
purposes for which it was prepared. The Debtors are not liable for and undertake no
responsibility to indicate variations from securities laws or for any evaluations of the
Debtors based on this financial information or any other information.
9.
Net Book Value of Assets. In many instances, current market valuations are not
maintained by or readily available to the Debtors. It would be prohibitively expensive,
unduly burdensome, and an inefficient use of estate resources for the Debtors to obtain
current market valuations for all assets. As such, wherever possible, unless otherwise
indicated, net book values as of the Reporting Date are presented. When necessary, the
Debtors have indicated that the value of certain assets is “Unknown” or “Undetermined.”
Amounts ultimately realized may vary materially from net book value (or other value so
ascribed). Accordingly, the Debtors reserve all rights to amend, supplement, and adjust
the asset values set forth in the Schedules and Statements. As applicable, office furniture
and computer equipment assets that fully have been depreciated or amortized, or were
expensed, have no net book value, and, therefore, are not included in the Schedules and
Statements.
10.
Currency. All amounts shown in the Schedules and Statements are in U.S. Dollars,
unless otherwise indicated.
11.
Payment of Prepetition Claims Pursuant to First Day Orders. Shortly after the
Commencement Date, the Bankruptcy Court entered orders (the “First Day Orders”)
authorizing, but not directing, the Debtors to, among other things, pay prepetition
(a) amounts owed to certain vendors necessary to continue servicing and subservicing
PPP Loans and Legacy Loans in the ordinary course; (b) insurance obligations;
(c) employee wages, salaries, and related items, including employee benefit programs and
contractor workforce obligations; and (d) taxes and assessments. Where the Schedules
and Statements list creditors and set forth the Debtors’ scheduled amounts attributable to
such claims, such scheduled amounts reflect balances owed as of the Commencement
1 Motion of Debtors For Entry of Interim and Final Orders (I) Authorizing Debtors to (A) Continue Using Existing
Cash Management System, Bank Accounts, and Business Forms, (B) Implement changes to Cash Management in
the Ordinary Course of Business; and (II) Granting Related Relief [Docket No. 12] (the “Cash Management
Motion”).
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Date. To the extent any adjustments are necessary for any payments made on account of
such claims following the commencement of these chapter 11 cases pursuant to the
authority granted to the Debtors by the Bankruptcy Court under the First Day Orders, such
adjustments have been included in the Schedules and Statements unless otherwise noted
on the applicable Schedule or Statement. The Debtors reserve the right to amend the
Schedules and Statements to reflect payments made pursuant to the First Day Orders that
may not be represented in the attached Schedules and Statements.
12.
Other Paid Claims. To the extent the Debtors have reached any postpetition
settlement with any party in interest, the terms of such settlement will prevail, supersede
amounts listed in the Schedules and Statements, and shall be enforceable by all parties,
subject to Bankruptcy Court approval. To the extent the Debtors pay any of the claims
listed in the Schedules and Statements pursuant to any orders entered by the Bankruptcy
Court, the Debtors reserve all rights to amend and supplement the Schedules and
Statements and take other action, including but not limited to filing claims objections,
as is necessary and appropriate to avoid overpayment or duplicate payment for such
liabilities.
13.
Setoffs. Given the nature of the Debtors business, they do not routinely incur setoffs
from suppliers and/or other third parties. Therefore, setoffs and other similar rights may
have not been accounted for when scheduling certain amounts. Any setoff of a
prepetition debt to be applied against the Debtors is subject to the automatic stay and
must comply with the Bankruptcy Code.
14.
Excluded Assets and Liabilities. Certain liabilities resulting from accruals and
liabilities recognized in accordance with GAAP and/or estimates of long-term liabilities
either are not payable at this time or have not yet been reported. Therefore, they do not
represent specific claims as of the Commencement Date and are not otherwise set forth
in the Schedules. Additionally, certain deferred assets, charges, accounts or reserves
recorded for GAAP reporting purposes only and certain assets with a net book value of
zero are not included in the Schedules. Excluded categories of assets and liabilities
include, but are not limited to, charged off loans, deferred revenue, and certain reserves.
Other immaterial assets and liabilities may have been excluded.
15.
Insiders. Persons listed as “insiders” have been included for informational purposes
only and the inclusion of them in the Schedules and Statements shall not constitute an
admission that such persons are insiders for purposes of section 101(31) of the
Bankruptcy Code. Moreover, the Debtors do not take any position with respect to: (a)
an insider’s influence over the control of the Debtors; (b) the management
responsibilities or functions or any such insider; (c) the decision making or corporate
authority of any such insider; or (d) whether the Debtors or any such insider could
successfully argue that he or she is not an “insider” under applicable law or with respect
to any theories or liability or for any other purpose.
16.
Intellectual Property Rights. Exclusion of any intellectual property shall not be
construed as an admission that such intellectual property rights have been abandoned,
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terminated, assigned, expired by their terms, or otherwise transferred pursuant to a sale,
acquisition, or other transaction.
17.
Debtors’ Reservation of Rights. Nothing contained in the Schedules, Statements, or
Notes shall constitute a waiver of rights with respect to these chapter 11 cases,
including, but not limited to, the following:
a. The Debtors reserve the right to dispute and to assert setoff rights,
counterclaims, and defenses to any claim reflected on the Schedules as to
amount, liability, and classification, and to otherwise subsequently amend the
Schedules to designate any claim as “disputed,” “contingent,” or
“unliquidated.”
b. The listing of a claim (a) on Schedule D as “secured,” (b) on Schedule E as
“priority,” or (c) on Schedule F as “unsecured priority” does not constitute an
admission by the Debtors of the legal rights of the claimant, or a waiver of the
Debtors’ rights to recharacterize or reclassify such claim or contract pursuant to
a schedule amendment or otherwise. Moreover, although the Debtors may have
scheduled claims of various creditors as secured claims, no current valuation of
the Debtors’ assets in which such creditors may have a security interest has been
undertaken. Except as provided in an order of the Bankruptcy Court, the
Debtors reserve all rights to dispute and challenge the secured nature or amount
of any such creditor’s claims or the characterization of the structure of any
transaction, or any document or instrument related to such creditor’s claim.
c. In the ordinary course of their businesses, the Debtors may lease computer
equipment from certain third-party lessors for use in the daily operation of their
business. Any such leases are set forth on Schedule G and any current amount
due under such leases that were outstanding as of the Commencement Date is
listed on Schedule F. The property subject to any of such leases is not reflected
in either Schedule A or Schedule B as either owned property or assets of the
Debtor nor is such property reflected in the Debtor’s Statement as property or
assets of third parties within the control of the Debtor. Nothing in the Schedules
is or shall be construed as an admission or determination as to the legal status
of any lease (including whether any lease is a true lease or a financing
arrangement), and the Debtors reserve all rights with respect to any of such
issues, including the recharacterization thereof.
d. The claims of individual creditors for, among other things, goods, products,
services or taxes are listed as the amounts entered on the Debtors’ books and
records and may not reflect credits, allowances or other adjustments due from
such creditors to the Debtors. The Debtors reserve all of their rights with regard
to such credits, allowances and other adjustments, including the right to assert
claims objections and/or setoffs with respect to the same.
e. The Debtors’ businesses are part of a single enterprise. Although the Debtors
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have exercised their reasonable efforts to ensure the accuracy of their Schedules
and Statements, they nevertheless may contain errors and omissions. The
Debtors hereby reserve all rights to dispute the validity, status, and
enforceability of any contracts, agreements, and leases set forth on the
Schedules and Statements, and to amend and supplement the Schedules and
Statements as necessary.
f. The Debtors further reserve all rights, claims, and causes of action with respect
to the contracts and agreements listed on the Schedules and Statements,
including, but not limited to, the right to dispute and challenge the
characterization or the structure of any transaction, document, and instrument
related to a creditor’s claim.
g. Listing a contract or lease on the Schedules and Statements shall not be deemed
an admission that such contract is an executory contract, such lease is an
unexpired lease, or that either necessarily is a binding, valid, and enforceable
contract. The Debtors hereby expressly reserve the right to assert that any
contract listed on the Schedules and Statements does not constitute an executory
contract within the meaning of section 365 of the Bankruptcy Code, as well as
the right to assert that any lease so listed does not constitute an unexpired lease
within the meaning of section 365 of the Bankruptcy Code.
h. To timely close the books and records of the Debtors as of September 30, 2022
or the Commencement Date, as applicable, and to prepare such information on
a legal entity basis, the Debtors were required to make certain estimates and
assumptions that affect the reported amounts of assets and liabilities and
reported revenue and expenses. The Debtors reserve all rights to amend the
reported amounts of assets, liabilities, reported revenue and expenses to reflect
changes in those estimates and assumptions.
18.
Addresses of Employees. The Debtors have redacted the addresses of the Debtors’
current and former employees in accordance with the Creditor Matrix Order. The
Debtors have served and will continue to serve all necessary notices, including notice
of the claims bar date, to the actual address of each of the Debtors’ employees in
accordance with the Creditor Matrix Order.
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Specific Notes with Respect to the Debtors’ Schedules of Assets and Liabilities
1. Schedules A/B
Part 1. As set forth more fully in the Cash Management Motion, the Debtors fund their
operations as of the Commencement Date through 15 bank accounts maintained by
KServicing. The bank balances listed in the Cash Management Motion are as of the close
of business on September 30, 2022; however, some of the funds included in these balances
are owed to other parties and therefore the Debtors’ unencumbered cash balance is less
than the total bank balances. Bank balances listed on Schedule AB Part 1-3 are as of the
Commencement Date. As of the Commencement Date, the Debtors had approximately
$11 million of unencumbered cash.
Part 2. Certain prepaid or amortized assets are listed in Part 2 in accordance with the
Debtors’ books and records. The amounts listed in Part 2 do not necessarily reflect assets
the Debtors will be able to collect or realize. The amounts listed in Part 2 include, among
other things, prepaid insurance, taxes, software licenses, and other vendors related to loan
servicing operations.
The Debtors also maintain a security deposit in connection with the Debtors’ non-
residential real property lease. This deposit is included in the Schedules for the
appropriate legal entity.
Part 3. The Debtors’ accounts receivable information includes receivables from the
Debtors’ unpledged loan portfolios, including receivables from KServicing owned
Paycheck Protection Program loans (the “KS PPP Loans”) and Legacy Loans, customers,
vendors, or other outside parties. The Debtors do not indicate the age of accounts
receivables in these Schedules and Statements. The accounts receivable balances in this
section exclude (a) certain intercompany related receivables that the Debtors are not able
to collect on, (b) the receivable from Customer Bank and (c) Paycheck Protection Program
Liquidity Facility (the “PPPLF”) loans pledged to the Federal Reserve Bank of San
Francisco (the “Reserve Bank””), which are reported under other Notes receivable, Part
11-71.
Part 4. Any of the Debtors’ ownership interests in subsidiaries are listed in Schedule A/B,
Part 4 as zero, because each of the subsidiary entities are dormant, and no recovery is
contemplated.
Part 7. The Debtors have office furniture and computer equipment assets that have been
expensed, have no net book value, and, therefore, are not included in the Schedules and
Statements.
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Part 9. Property leased by the Debtors is listed in Schedule G and is not listed in Part 9
of Schedule A/B.
Part 10. Part 10 identifies the various trademarks and licenses owned and maintained by
the Debtors. Part 10 also includes a best effort listing of the Debtors’ registered internet
domains and websites. Any assets identified in Part 10 were excluded assets in the sale of
the Debtors’ assets to affiliates of American Express or licensed back to the Debtors by
affiliates of American Express. The act of not listing any specific domain or website is
not a relinquishing of ownership.
Part 11.
i. Notes Receivable. The Notes Receivables reflected in the Schedules and
Statements are comprised of certain receivables the Debtors assert exist
against or from (a) Biz2Credit for referral fees, (b) Customer Bank for
uncollected referral and related service fees, (c) excess amounts lent to certain
PPP borrowers due to difficulties in accounting for federal, state, and local
taxes when calculating a borrower’s overall payroll costs (“Excess Salt
Recoupment”), (d) PPP loan maturity amounts that were advanced to the
Reserve Bank for the respective loan maturity dates for certain loans for which
the Debtors had not yet received full forgiveness payment, guaranty purchase
payment, or full borrower repayment (“Out-of-Pocket 24 Month Maturities
Recoupment”) and (e) the PPPLF loans pledged as collateral for the Reserve
Bank. Any alleged claims related to Notes Receivables are included on
Schedule E/F.
ii. Unused net operating losses (NOLs). The Debtors have net operating losses
however the timing and the use of such credits cannot be determined at this
time. As a result, the current value is listed as “undetermined.” The use of the
word “undetermined” does not reflect the potential materiality of deferred
value.
iii. Other contingent and unliquidated claims or causes of action of every nature.
In the ordinary course of business, the Debtors may have accrued, or may
subsequently accrue, certain rights to counterclaims, cross-claims, setoffs, and
refunds with suppliers, among other claims. Additionally, certain of the
Debtors may be party to pending litigation in which the Debtors have asserted,
or may assert, claims as plaintiffs, or counter-claims and/or cross-claims as
defendants.
Despite exercising their reasonable efforts to identify all known assets, the
Debtors may not have listed all their causes of action or potential causes
of action against third parties as assets in their Schedules, including, but not
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limited to, avoidance actions arising under chapter 5 of the Bankruptcy Code
and actions under other relevant non-bankruptcy laws to recover assets. The
Debtors reserve all rights with respect to any claims and causes of action they
may have. Neither these Notes nor the Schedules shall be deemed a waiver of
any such claims or causes of action or to prejudice or impair the assertion
thereof in any way.
2. Schedule D. The claims listed on Schedule D arose and were incurred on various dates. A
determination of the date upon which each claim arose or was incurred would be unduly
burdensome and cost prohibitive. Accordingly, not all such dates are included for each claim.
To the best of the Debtors’ knowledge, all claims listed on Schedule D arose, or were incurred
before the Commencement Date. Except as otherwise agreed or stated pursuant to a
stipulation, agreed order, or other order entered by the Bankruptcy Court that is or becomes
final, the Debtors and their estates reserve their rights to dispute and challenge the validity,
perfection, or immunity from avoidance of any lien purported to be granted or perfected in any
specific asset to a creditor listed on Schedule D of any Debtor and, subject to the foregoing
limitations, note as follows: (a) although the Debtors may have scheduled claims of various
creditors as secured claims, no current valuation of the Debtors’ assets in which such
creditors may have a lien has been undertaken; (b) the Debtors reserve all rights to dispute
and challenge the secured nature of any creditor’s claim or the characterization of the structure
of any such transaction or any document or instrument related to such creditor’s claim; (c) the
descriptions provided on Schedule D are intended to be a summary; and (d) claim amounts do
not account for interest, if any. Reference to the applicable agreements and related documents
is necessary for a complete description of the collateral and the nature, extent, and priority of
any liens.
Except as specifically stated herein, real property lessors and other parties which may hold
security deposits or other security interests have not been listed on Schedule D. The Debtors
have not listed on Schedule D any parties whose claims may be secured through rights of setoff,
deposits, or advance payments posted by, or on behalf of, the Debtors, or judgment or statutory
lien rights.
3. Schedules E/F
a. Part 1. The claims listed on Part 1 arose and were incurred on various dates. A
determination of the date upon which each claim arose or was incurred would be
unduly burdensome and cost prohibitive. Accordingly, no such dates are included
for each claim listed on Part1. To the best of the Debtors’ knowledge, all claims
listed on Part 1arose or were incurred before the Commencement Date. The Debtors
have not listed any tax, wage, or wage-related obligations that the Debtors have paid
pursuant to First Day Orders on Part 1. The Debtors reserve their right to dispute or
challenge whether creditors listed on Part 1 are entitled to priority claims under the
Bankruptcy Code.
Claims owing to various taxing authorities to which the Debtors potentially may be
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liable are included on Part 1. Certain of such claims, however, may be subject to
reconciliation and/or the Debtors may otherwise be unable to determine with
certainty the amount of the remaining claims listed on Part 1. Therefore, the Debtors
have listed all such claims as contingent and unliquidated, pending final resolution
of ongoing audits or other outstanding issues.
b. Part 2. The Debtors have exercised their reasonable efforts to list all liabilities on Part
2 of each applicable Debtor. As a result of the Debtors’ consolidated operations,
however, Part 2 for each Debtor should be reviewed in these cases for a complete
understanding of the unsecured claims against the Debtors. Certain creditors listed
on Part 2 may owe amounts to the Debtors, and, as such, the Debtors may have valid
setoff and recoupment rights with respect to such amounts. The amounts listed on
Part 2 may not reflect any such right of setoff or recoupment, and the Debtors reserve
all rights to assert the same and to dispute and challenge any setoff and/or recoupment
rights that may be asserted against the Debtors by a creditor. Additionally, certain
creditors may assert liens against the Debtors for amounts listed on Part 2. The
Debtors reserve their right to dispute and challenge the validity, perfection, and
immunity from avoidance of any lien purported to be perfected by a creditor listed
on Part 2 of any Debtor. In addition, certain parties may assert that claims listed on
Part 2 are entitled to priority under 11 U.S.C. § 503(b)(9).
The Debtors have made reasonable efforts to include all unsecured creditors on Part 2
including, but not limited to, trade creditors, landlords, utility companies, consultants,
and other service providers. The Debtors, however, believe that there are instances
where creditors have yet to provide proper invoices for prepetition goods or services.
While the Debtors maintain general accruals to account for these liabilities in
accordance with GAAP, these amounts are estimates and have not been included on
Part 2.
Part 2 also contains information regarding pending litigation involving the Debtors.
In certain instances, the relevant Debtor that is the subject of the litigation is unclear
or undetermined. To the extent that litigation involving a particular Debtor has been
identified, however, such information is included on that Debtor’s Schedule E/F. The
amounts for these potential claims are listed as undetermined and marked as
contingent, unliquidated, and disputed in the Schedules. See Specific Note, SOFA 7
for a description of the litigation listed in Part 2.
Part 2 does not include certain balances including deferred revenue, accruals and/or
reserves. Such amounts are, however, reflected on the Debtors’ books and records as
required in accordance with GAAP. Such accruals primarily represent estimates of
liabilities and do not represent specific claims as of the Commencement Date.
The claims of individual creditors may not reflect credits and/or allowances due from
creditors to the applicable Debtor. The Debtors reserve all of their rights with respect
to any such credits and/or allowances, including the right to assert objections and/or
setoffs or recoupments with respect to same.
The Bankruptcy Court has authorized the Debtors to pay, in their discretion, certain
non-priority unsecured claims, pursuant to the First Day Orders. To the extent
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practicable, each Debtor’s Schedule E/F is intended to reflect the balance as of the
Commencement Date, adjusted for postpetition payments under some or all of the
First Day Orders. Each Debtor’s Schedule E/F will reflect some of the Debtor’s
payment of certain claims pursuant to the First Day Orders, and, to the extent an
unsecured claim has been paid or may be paid, it is possible such claim is not included
on Schedule E/F. Certain Debtors may pay additional claims listed on Schedule E/F
during these chapter 11 cases pursuant to the First Day Orders and other orders of the
Bankruptcy Court and the Debtors reserve all of their rights to amend Schedule E/F
to reflect such payments or to modify the claims register to account for the satisfaction
of such claims. Additionally, Schedule E/F does not include potential rejection
damage claims, if any, of the counterparties to executory contracts and unexpired
leases that have been, or may be, rejected.
4. Schedule G. Although reasonable efforts have been made to ensure the accuracy of
Schedule G regarding executory contracts and unexpired leases (collectively, the
“Agreements”), the Debtors’ review process of the Agreements is ongoing and inadvertent
errors, omissions, or over-inclusion may have occurred. The Debtors may have entered into
various other types of Agreements in the ordinary course of their businesses, such as
indemnity agreements, supplemental agreements, amendments/letter agreements, non-
compete agreements, and confidentiality agreements which may not be set forth in Schedule
G. Omission of a contract or agreement from Schedule G does not constitute an admission
that such omitted contract or agreement is not an executory contract or unexpired lease.
Schedule G may be amended at any time to add any omitted Agreements. Likewise, the
listing of an Agreement on Schedule G does not constitute an admission that such Agreement
is an executory contract or unexpired lease or that such Agreement was in effect on the
Commencement Date or is valid or enforceable. The Agreements listed on Schedule G may
have expired or may have been modified, amended, or supplemented from time to time by
various amendments, restatements, waivers, estoppel certificates, letters and other
documents, instruments, and agreements which may not be listed on Schedule G.
To the extent short-term service orders that are oral in nature, such orders have not been
included in Schedule G.
Any and all of the Debtors’ rights, claims and causes of action with respect to the Agreements
listed on Schedule G are hereby reserved and preserved, and as such, the Debtors hereby
reserve all of their rights to (a) dispute the validity, status, or enforceability of any
Agreements set forth on Schedule G, (b) dispute or challenge the characterization of the
structure of any transaction, or any document or instrument related to a creditor’s claim,
including, but not limited to, the Agreements listed on Schedule G, and (c) amend or
supplement such Schedule as necessary.
Certain of the Agreements listed on Schedule G may have been entered into by or on behalf
of more than one of the Debtors. Additionally, the specific Debtor obligor(s) to certain of
the Agreements could not be specifically ascertained in every circumstance. In such cases,
the Debtors have made reasonable efforts to identify the correct Debtor’s Schedule G on
which to list the Agreement.
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 13 of 88
13
5. Schedule H. In the ordinary course of their businesses, the Debtors are involved in pending
or threatened litigation and claims arising out of the conduct of their businesses. Some of
these matters may involve multiple plaintiffs and defendants, some or all of whom may assert
cross-claims and counter-claims against other parties. Subject to these Global and Specific
Notes, any known litigation and/or claims have been listed on Kabbage, Inc’s Schedule F
and SOFA Part 3. Such litigation may be inclusive of other Debtor affiliates and as such,
they have not been set forth individually on Schedule H. Furthermore, the Debtors may not
have identified on Schedule H certain guarantees that are embedded in the Debtors’
contracts, leases, secured financings, debt instruments, and other such agreements. No claim
set forth on the Schedules and Statements of any Debtor is intended to acknowledge claims
of creditors that are otherwise satisfied or discharged by other Debtors or non-Debtors. Due
to their voluminous nature, and to avoid unnecessary duplication, the Debtors have not
included on Schedule H debts for which more than one Debtor may be liable if such debts
were already reflected on Schedule E/F or Schedule G for the respective Debtors subject to
such debt. The Debtors reserve all of their rights to amend the Schedules to the extent that
additional guarantees are identified, or such guarantees are discovered to have expired or be
unenforceable.
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 14 of 88
14
Specific Notes With Respect to the Debtors’ Statements of Financial Affairs
1.
SOFA 1. The income stated in the Debtors’ response to SOFA 1 represents gross
revenue. The Debtors’ fiscal year ends on the last day of each calendar year:
• FY 2020: Comprised of consolidated revenues for fiscal year ended December 31,
2020.
• FY 2021: Comprised of consolidated revenues for fiscal year ended December 31,
2021.
• FY 2022: Comprised of 9 months ending September 30, 2022.
2.
SOFA 3.
As described in the Cash Management Motion, the Debtors utilize their integrated,
centralized Cash Management System to collect, concentrate, and disburse funds
generated by their operations. The obligations of the Debtors are paid by and through
KServicing.
The Debtors routinely remit payments in the ordinary course of business to borrowers
or the Small Business Administration for overpayments made by borrowers on loans
that have already been forgiven or guaranty purchased by the SBA, as applicable.
These Schedules and Statements do not list such payments made in the ordinary course
of business as described in the Motion of Debtors for Interim and Final Orders
Authorizing Debtors to (I) Continue Servicing and Subservicing Activities and (II)
Perform Related Obligations [Docket No. 11].
The payments disclosed in SOFA 3 are based on payments made by the Debtors with
payment dates from July 6, 2022 to October 3, 2022. The actual dates that cash cleared
the Debtors’ bank accounts were not considered. Most payments are made either by
wire or ACH and the actual dates that cash cleared the Debtors’ bank accounts may
vary depending on whether payment was made via wire versus ACH.
The response to SOFA 3 excludes disbursements or transfers listed on SOFA 4.
All payments listed on SOFA 11 are not also listed on SOFA 3.
3.
SOFA 4. The payroll-related amounts shown in response to SOFA 4 are gross amounts
that do not include reductions for amounts including employee taxes or benefit
withholdings. To the extent that insiders receive benefits, such as work-related
allowances, those payments have been included as expense reimbursements to the
extent paid directly to the employee. The Debtors also provide corporate-paid credit
cards and reimburse direct business expenses incurred by insiders. Such business
expenses have not been included in SOFA 4. As authorized by Creditor Matrix Order,
home addresses for individuals identified as insiders have been redacted.
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 15 of 88
15
4.
SOFA 7. The Debtors were engaged in the business of servicing PPP loans following
the enactment of the CARES Act. While the Debtors remained diligent in
understanding and implementing updated guidance and serviced the PPP loans in a
complaint manner, their servicing efforts were the subject of heightened scrutiny, and
they were subsequently implicated in various investigations, disputes, and
administrative proceedings. Information provided in response to SOFA 7 includes
those investigations, disputes, and administrative proceedings that are formally
recognized by an administrative, judicial, or other adjudicative forum. In addition, at
any time, the Debtors may be subject to numerous third party subpoenas, which are not
listed in the response to SOFA 7. While the Debtors believe they were diligent in their
efforts in completing SOFA 7, it is possible that certain matters that may be responsive
to this question may have been inadvertently excluded in the Debtors’ response to
SOFA 7. The Debtors reserve all of their rights to amend or supplement their response
to SOFA 7.
Further, the Debtors reserve all of their rights and defenses with respect to any and all
matters listed in SOFA 7. The listing of any such matters shall not constitute an
admission by the Debtors of any liabilities or that the actions, matters or other
proceedings were correctly filed against the Debtors or any affiliates of the Debtors.
The Debtors also reserve their rights to assert that neither the Debtors nor any affiliate
of the Debtors is an appropriate party to such matters, actions or other proceedings.
5.
SOFA 11. All payments for services of any persons or entities that provided
consultation concerning debt counseling or restructuring services, relief under the
Bankruptcy Code, or preparation of a petition in bankruptcy within one year
immediately preceding the Commencement Date are listed on that Debtor’s response
to SOFA 11. Additional information regarding the Debtors’ retention of professional
service firms is more fully described in individual retention applications and related
orders.
6.
SOFA 13. As reflected on SOFA 13, on or around October 15, 2020, the Debtors sold
substantially all of their assets to affiliates of American Express in exchange for
approximately $750,000,000 (the “Purchase Price”). The substantial majority of the
Purchase Price was paid to shareholders of the Debtors and the balance of the Purchase
Price was used to, among other things, pay transaction costs, employee obligations and
the Debtors’ go-forward working capital obligations.
7.
SOFA 14. The corporate headquarters was transferred to affiliates of American
Express in connection with sale of Debtors’ assets in October 2020. During the COVID-
19 pandemic the offices remained primarily unused as a safety measure. On March 1,
2022, upon entering into a new non-residential lease, the Debtors began utilizing their
current office space.
8.
SOFA 16. In the ordinary course of business in connection with their origination and
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 16 of 88
16
servicing businesses, the Debtors collect certain personally identifiable information
(“PII”), including but not limited to, their borrowers’ names, business names, personal
and business addresses, date of birth, email, social security numbers or EIN, bank
accounts and phone numbers. A list of categories of collected PII is included in the
response to SOFA 16. The Debtors maintain a privacy policy regarding the use of PII.
9.
SOFA 25. The Debtors used their reasonable efforts to identify the beginning and
ending dates of all businesses in which the Debtors were an owner, partner, member or
otherwise a person in control within the six years immediately preceding the
Commencement Date. The nature for operations for some of the businesses is unknown
to current management.
10.
SOFA 26. The Debtors provided financial statements in the ordinary course of business
to certain parties for business, statutory, credit, financing and other reasons. Recipients
include, among others, regulatory agencies, financial institutions, investment banks,
debtholders and their legal and financial advisors. Financial statements have also been
provided to other parties as requested, subject to customary non-disclosure
requirements where applicable.
11.
SOFA 30. Any and all known payments, distributions or withdrawals to insiders of the
Debtors in the year before the Commencement Date have been listed in response to
SOFA 4.
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 17 of 88
Kabbage, Inc.
Part 1:
Cash and cash equivalents
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 2.
Does the debtor have any cash or cash equivalents?
1.
Yes. Fill in the information below.
General description
Type of account
(if applicable)
Last 4 digits of
account #
(if applicable)
Current value of
debtor’s interest
2.
Cash on hand
2.1
3.
Checking, savings, money market, or financial brokerage accounts (Identify all)
COLLECTION ACCOUNT
5276
$3,060,465
SYNOVUS BANK
3.1
CORRESPONDENT BANK
8279
$12,427,329
PRIMIS BANK
3.2
COLLECTION ACCOUNT
5219
$0
SYNOVUS BANK
3.3
COLLECTION ACCOUNT
5227
$0
SYNOVUS BANK
3.4
COLLECTION ACCOUNT
5235
$0
SYNOVUS BANK
3.5
COLLECTION ACCOUNT
5243
$1,610,067
SYNOVUS BANK
3.6
COLLECTION ACCOUNT
5268
$4,150,146
SYNOVUS BANK
3.7
OPERATING ACCOUNT
5201
$13,969,587
SYNOVUS BANK
3.8
COLLECTION ACCOUNT
5458
$311,431
SYNOVUS BANK
3.9
DISBURSEMENT ACCT
5946
$153,476
SYNOVUS BANK
3.10
DISBURSEMENT ACCT
5953
$135,414
SYNOVUS BANK
3.11
ESCROW ACCOUNT
5441
$0
SYNOVUS BANK
3.12
KABBAGE BRIDGE FUNDIN
5987
$0
SYNOVUS BANK
3.13
COLLECTION ACCOUNT
5250
$1,639,371
SYNOVUS BANK
3.14
4.
Other cash equivalents (Identify all)
$2,088,364
CELTIC BANK ESCROW ACCOUNT
4.1
Add lines 2 through 4. Copy the total to line 80.
5.
Total of Part 1.
$39,545,650
Page 1 of 1 to Schedule A/B Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 18 of 88
Kabbage, Inc.
Part 2:
Deposits and prepayments
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 3.
Does the debtor have any deposits or prepayments?
6.
Yes. Fill in the information below.
General description
Current value of
debtor’s interest
7.
Deposits, including security deposits and utility deposits
Description, including name of holder of deposit
$15,834
730 MIDTOWN SPV, LLC - OFFICE LEASE SECURITY DEPOSIT
7.1
8.
Prepayments, including prepayments on executory contracts, leases, insurance, taxes, and rent
Description, including name of holder of prepayment
$24,797
BLACKLINE SYSTEMS, INC. - PREPAID LICENSE
8.1
$670,833
CAC SPECIALTY - PREPAID D&O & EXCESS POLICIES
8.2
$40,600
DELAWARE FRANCHISE TAX - PREPAID Q4 2022 FRANCHISE TAX
8.3
$17,375
DOCUSIGN INC. - PREPAID LICENSE
8.4
$26,667
INSPIRE - PREPAID LICENSE
8.5
$17,777
MARSH USA INC - PREPAID EXCESS D&O
8.6
$6,158
MARSH USA INC. - PREPAID CYBER COVERAGE
8.7
$68,904
MARSH USA INC. - PREPAID D&O AND BPL COVERAGE
8.8
$4,116
MARSH USA INC. - PREPAID UMBRELLA, GENERAL LIABILITY, AUTO LIABILITY AND PROPERTY
INSURANCE
8.9
$53,667
RELIAQUEST HOLDINGS, LLC.- PREPAID LICENSE
8.10
$14,943
SAGE INTACCT, INC. - PREPAID LICENSE
8.11
$46,989
SALESFORCE.COM - PREPAID LICENSE
8.12
$15,750
TRUSTARC INC - PREPAID LEGAL COMPLIANCE
8.13
Add lines 7 through 8. Copy the total to line 81.
9.
Total of Part 2
$1,024,410
Page 1 of 1 to Schedule A/B Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 19 of 88
Kabbage, Inc.
Part 3:
Accounts receivable
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 4.
Does the debtor have any accounts receivable?
10.
Yes. Fill in the information below.
General description
Doubtful or
uncollectable
Current value of
debtor’s interest
Face or requested
amount
Accounts receivable
11.
11a. 90 days old or less:
$19,145,622
$2,583,504
$16,562,118
11b. Over 90 days old:
$0
$0
$0
11c. All accounts receivable:
-
-
-
=
=
=
Current value on lines 11a + 11b = line 12. Copy the total to line 82.
12.
Total of Part 3
$16,562,118
Page 1 of 1 to Schedule A/B Part 3
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 20 of 88
Kabbage, Inc.
Part 4:
Investments
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 5.
Does the debtor own any investments?
13.
Yes. Fill in the information below.
General description
Current value of
debtor’s interest
Valuation method
used for current value
14. Mutual funds or publicly traded stocks not included in Part 1
Name of fund or stock:
$0
NONE
NONE
14.1
15. Non-publicly traded stock and interests in incorporated and unincorporated businesses, including any interest in an LLC, partnership,
or joint venture
Name of entity:
$0
KABBAGE ASSET FUNDING 2017-A LLC (OWNERSHIP: 100.0%)
NONE
15.1
$0
KABBAGE ASSET FUNDING 2019-A LLC (OWNERSHIP: 100.0%)
NONE
15.2
$0
KABBAGE ASSET SECURITIZATION LLC (OWNERSHIP: 100.0%)
NONE
15.3
$0
KABBAGE CANADA HOLDINGS, LLC (OWNERSHIP: 100.0%)
NONE
15.4
$0
KABBAGE DIAMETER, LLC (OWNERSHIP: 100.0%)
NONE
15.5
$0
KABBAGE FINANCIAL SERVICES LIMITED (OWNERSHIP: 100.0%)
NONE
15.6
16. Government bonds, corporate bonds, and other negotiable and non-negotiable instruments not included in Part 1
Describe:
$0
NONE
NONE
16.1
Add lines 14 through 16. Copy the total to line 83.
17.
Total of Part 4
$0
Page 1 of 1 to Schedule A/B Part 4
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 21 of 88
Kabbage, Inc.
Part 5:
Inventory, excluding agriculture assets - detail
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 6.
Does the debtor own any inventory (excluding agriculture assets)?
18.
Yes. Fill in the information below.
General description
Net book value of
debtor's interest
(Where available)
Valuation method
used for current
value
Current value of
debtor’s interest
Date of the last
physical inventory
19.
Raw materials
19.1
20.
Work in progress
20.1
21.
Finished goods, including goods held for resale
21.1
22.
Other Inventory or supplies
22.1
Add lines 19 through 22. Copy the total to line 84.
23.
Total of Part 5
No
Is any of the property listed in Part 5 perishable?
24.
Yes
No
Has any of the property listed in Part 5 been appraised by a professional within the last year?
26.
Yes
No
Has any of the property listed in Part 5 been purchased within 20 days before the bankruptcy was filed?
25.
Yes.
Book Value
Valuation method
Current value
Page 1 of 1 to Schedule A/B Part 5
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 22 of 88
Kabbage, Inc.
Part 6:
Farming and fishing-related assets (other than titled motor vehicles and land) - detail
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 7.
Does the debtor own or lease any farming and fishing-related assets (other than titled motor vehicles and land)?
27.
Yes. Fill in the information below.
General description
Net book value of
debtor's interest
(Where available)
Valuation method
used for current value
Current value of
debtor’s interest
28.
Crops—either planted or harvested
28.1
29.
Farm animals
Examples: Livestock, poultry, farm-raised fish
29.1
30.
Farm machinery and equipment
(Other than titled motor vehicles)
30.1
31.
Farm and fishing supplies, chemicals, and feed
31.1
32.
Other farming and fishing-related property not already listed in Part 6
32.1
Add lines 28 through 32. Copy the total to line 85.
33.
Total of Part 6
No
Is the debtor a member of an agricultural cooperative?
34.
Yes. Is any of the debtor’s property stored at the cooperative?
No
Has any of the property listed in Part 6 been appraised by a professional within the last year?
37.
Yes
No
Yes
No
Has any of the property listed in Part 6 been purchased within 20 days before the bankruptcy was filed?
35.
Yes.
No
Is a depreciation schedule available for any of the property listed in Part 6?
36.
Yes
Book Value
Valuation method
Current value
Page 1 of 1 to Schedule A/B Part 6
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 23 of 88
Kabbage, Inc.
Part 7:
Office furniture, fixtures, and equipment; and collectibles - detail
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 8.
Does the debtor own or lease any office furniture, fixtures, equipment, or collectibles?
38.
Yes. Fill in the information below.
General description
Net book value of
debtor's interest
(Where available)
Valuation method
used for current value
Current value of
debtor’s interest
39.
Office furniture
$0
NONE
39.1
40.
Office fixtures
$0
NONE
40.1
41.
Office equipment, including all computer equipment and communication systems equipment and software
$2,266
$2,266
INTERNALLY DEVELOPED SOFTWARE
41.1
42.
Collectibles
$0
NONE
42.1
Add lines 39 through 42. Copy the total to line 86.
43.
Total of Part 7
$2,266
No
Is a depreciation schedule available for any of the property listed in Part 7?
44.
Yes
No
Has any of the property listed in Part 7 been appraised by a professional within the last year?
45.
Yes
Page 1 of 1 to Schedule A/B Part 7
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 24 of 88
Kabbage, Inc.
Part 8:
Machinery, equipment, and vehicles
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 9.
Does the debtor own or lease any machinery, equipment, or vehicles?
46.
Yes. Fill in the information below.
General description
Net book value of
debtor's interest
(Where available)
Valuation method
used for current value
Current value of
debtor’s interest
47.
Automobiles, vans, trucks, motorcycles, trailers, and titled farm vehicles
47.1
48.
Watercraft, trailers, motors, and related accessories
Examples: Boats, trailers, motors, floating homes, personal watercraft, and fishing vessels
48.1
49.
Aircraft and accessories
49.1
50.
Other machinery, fixtures, and equipment (excluding farm machinery and equipment)
50.1
Add lines 47 through 50. Copy the total to line 87.
51.
Total of Part 8
No
Is a depreciation schedule available for any of the property listed in Part 8?
52.
Yes
No
Has any of the property listed in Part 8 been appraised by a professional within the last year?
53.
Yes
Page 1 of 1 to Schedule A/B Part 8
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 25 of 88
Kabbage, Inc.
Part 9:
Real property - detail
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 10.
Does the debtor own or lease any real property?
54.
Yes. Fill in the information below.
Net book value of
debtor's interest
(Where available)
Valuation method
used for current
value
Current value of
debtor’s interest
Nature and extent
of debtor’s
interest in
property
Description and location of property
Include street address or other description such as
Assessor Parcel Number (APN), and type of property
(for example, acreage, factory, warehouse, apartment
or office building), if available.
55.
Any building, other improved real estate, or land which the debtor owns or in which the debtor has an interest
55.1
Add the current value on all Question 55 lines and entries from any additional sheets. Copy the total to line 88.
56.
Total of Part 9
No
Is a depreciation schedule available for any of the property listed in Part 9?
57.
Yes
No
Has any of the property listed in Part 9 been appraised by a professional within the last year?
58.
Yes
Page 1 of 1 to Schedule A/B Part 9
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 26 of 88
Kabbage, Inc.
Part 10:
Intangibles and intellectual property - detail
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 11.
Does the debtor have any interests in intangibles or intellectual property?
59.
Yes. Fill in the information below.
General description
Net book value of
debtor's interest
(Where available)
Valuation method
used for current value
Current value of
debtor’s interest
60.
Patents, copyrights, trademarks, and trade secrets
Undetermined
O (DESIGN) - 86294422
1
60.
Undetermined
ORCHA RD (DESIGN) - 86294436
2
60.
Undetermined
ORCHARD (STANDARD CHARACTER MARK) -
86867495
3
60.
61.
Internet domain names and websites
Undetermined
DOLRS.ORG
1
61.
Undetermined
KSERVICING.COM
2
61.
Undetermined
ORCHARDELECTRONICMARKETS.COM
3
61.
Undetermined
ORCHARDEM.COM
4
61.
Undetermined
ORCHARD-EM.COM
5
61.
Undetermined
ORCHARDINDEXES.COM
6
61.
Undetermined
ORCHARDINDICES.COM
7
61.
Undetermined
ORCHARD-MARKETPLACE.COM
8
61.
Undetermined
ORCHARD-MARKETS.COM
9
61.
Undetermined
ORCHARDPLATFORM.BLOG
10
61.
Undetermined
ORCHARD-PLATFORM.COM
11
61.
Undetermined
ORCHARDPLATFORM.MARKET
12
61.
Undetermined
ORCHARDPLATFORMMARKETS.COM
13
61.
Undetermined
ORCHARDX.COM
14
61.
Undetermined
WWW.ORCHARD-APP.COM
15
61.
Undetermined
WWW.ORCHARDPLATFORM.COM
16
61.
62.
Licenses, franchises, and royalties
Undetermined
AUTHORIZTION BY UNITED STATES SMALL
BUSINESS ADMINISTRATION ("SBA") AND THE
DEPARTMENT OF TREASURY FOR LENDER TO
MAKE PAYCHECK PROTECTION PROGRAM SBA-
GUARANTEED FINANCING
1
62.
Undetermined
COMMON DATA LICENSE FROM ALPHA KABBAGE
2
62.
Undetermined
INTELLECTUAL PROPERTY LICENSE FROM ALPHA
KABBAGE
3
62.
Page 1 of 2 to Exhibit AB-10
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 27 of 88
Kabbage, Inc.
Part 10:
Intangibles and intellectual property - detail
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
Undetermined
LEGACYCO PLATFORM LICENSE FROM ALPHA
KABBAGE
4
62.
Undetermined
LICENSE TO CONTINUE USE OF CORPORATE
NAME “KABBAGE, INC.” FROM ALPHA KABBAGE
(UNTIL WIND-DOWN IS COMPLETE)
5
62.
Undetermined
NEW LEGACYCO DATA ASSIGNMENT FROM ALPHA
KABBAGE
6
62.
Undetermined
OPEN SOURCE SOFTWARE LICENSES
7
62.
63.
Customer lists, mailing lists, or other compilations
Undetermined
AIRBNB HOST MERCHANT LIST
1
63.
Undetermined
LEGACY BORROWER LISTS
2
63.
Undetermined
PPP BORROWER LISTS
3
63.
64.
Other intangibles, or intellectual property
1
64.
65.
Goodwill
1
65.
Add lines 60 through 65. Copy the total to line 89.
66.
Total of Part 10
Undetermined
No
Do your lists or records include personally identifiable information of customers (as defined in 11 U.S.C. §§ 101(41A) and
107)?
67.
Yes
No
Is there an amortization or other similar schedule available for any of the property listed in Part 10?
68.
Yes
No
Has any of the property listed in Part 10 been appraised by a professional within the last year?
69.
Yes
Page 2 of 2 to Exhibit AB-10
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 28 of 88
Kabbage, Inc.
Part 11:
All other assets
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
No. Go to Part 12.
Does the debtor own any other assets that have not yet been reported on this form? Include all interests in executory
contracts and unexpired leases not previously reported on this form.
70.
Yes. Fill in the information below.
General description
Current value of
debtor’s interest
71.
Notes receivable
Description (include name of obligor)
$1,031,000
Biz2Credit Receivable for Referrals
71.1
$65,496,636
CUBI Uncollected Servicing fees
71.2
$6,653,313
Excess SALT Recoupment
71.3
$7,725,403
Out-of-Pocket Pre-Paid 24 Month Maturities Recoupment
71.4
$548,165,657
PPP Loans Pledged to the PPPLF
71.5
72.
Tax refunds and unused net operating losses (NOLs)
Description (for example, federal, state, local)
Undetermined
California State Net Operating Loss ($11,440,688)
(Tax year: 2021)
72.1
Undetermined
Federal Net Operating Loss ($52,421,100)
(Tax year: 2021)
72.2
Undetermined
Georgia State Net Operating Loss ($1,543,772)
(Tax year: 2021)
72.3
Undetermined
New York State Net Operating Loss ($4,895,935)
(Tax year: 2021)
72.4
Page 1 of 3 to Schedule A/B Part 11
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 29 of 88
Kabbage, Inc.
Part 11:
All other assets
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
General description
Current value of
debtor’s interest
72.
Tax refunds and unused net operating losses (NOLs)
Description (for example, federal, state, local)
Undetermined
North Carolina State Net Operating Loss ($1,670,382)
(Tax year: 2021)
72.5
Undetermined
Pennsylvania State Net Operating Loss ($1,950,081)
(Tax year: 2021)
72.6
73.
Interests in insurance policies or annuities
73.1
74.
Causes of action against third parties (whether or not a lawsuit has been filed)
74.1
75.
Other contingent and unliquidated claims or causes of action of every nature, including counterclaims of the debtor and rights to set
off claims
75.1
76.
Trusts, equitable or future interests in property
76.1
77.
Other property of any kind not already listed Examples: Season tickets, country club membership
Examples: Season tickets, country club membership
77.1
Page 2 of 3 to Schedule A/B Part 11
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 30 of 88
Kabbage, Inc.
Part 11:
All other assets
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
Add lines 71 through 77. Copy the total to line
90.
78.
Total of Part 11
$629,072,009
No
Has any of the property listed in Part 11 been appraised by a professional within the last year?
79.
Yes
Page 3 of 3 to Schedule A/B Part 11
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 31 of 88
Kabbage, Inc.
Part 12:
Summary
Case Number:
22-10951
Schedule A/B: Assets — Real and Personal Property
In Part 12 copy all of the totals from the earlier parts of the form.
Type of property
Current value of
real property
Total of all property
Current value of
personal property
92.
Total of all property on Schedule A/B. Lines 91a + 91b = 92.
$686,206,453
Cash, cash equivalents, and financial assets. Copy line 5, Part 1.
80.
$1,024,410
$0
$39,545,650
Deposits and prepayments. Copy line 9, Part 2.
81.
Accounts receivable. Copy line 12, Part 3.
82.
$0
$16,562,118
Investments. Copy line 17, Part 4.
83.
Inventory. Copy line 23, Part 5.
84.
$0
$0
Farming and fishing-related assets. Copy line 33, Part 6.
85.
Office furniture, fixtures, and equipment; and collectibles. Copy
line 43, Part 7.
86.
$0
$2,266
Machinery, equipment, and vehicles. Copy line 51, Part 8.
87.
Real property. Copy line 56, Part 9.
88.
Intangibles and intellectual property. Copy line 66, Part 10.
89.
$629,072,009
$0
All other assets. Copy line 78, Part 11.
90.
$0
Total. Add lines 80 through 90 for each column.
91.
$686,206,453
a.
b.
Page 1 of 1 to Schedule A/B Part 12
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 32 of 88
Schedule D: Creditors Who Have Claims Secured by Property
Kabbage, Inc.
Case Number:
22-10951
No. Check this box and submit page 1 of this form to the court with debtor’s other schedules. Debtor has nothing else to report on this form.
1.
Yes. Fill in all of the information below.
List in alphabetical order all creditors who have secured claims. If a creditor has more than one secured claim, list the
creditor separately for each claim.
2.
Do any creditors have claims secured by debtor’s property?
Part 1:
List Creditors Who Have Secured Claims
C
U
D
Date Claim was Incurred, Property Description,
Lien & Co-Interest Creditor
Amount of Claim
Value of Collateral
Co-
Debtor
Creditor's Name and Mailing Address, E-mail
Address & An Account Number
Co-
Interest
Insider
LIEN DESCRIPTION: UCC FILE NO. 20196557131
CHTD COMPANY
P.O. BOX 2576
SPRINGFIELD, IL 62708
2.1
LIEN DESCRIPTION: UCC FILE NO. 20203239144
CROSS RIVER BANK
400 KELBY ST
FT. LEE, NJ 7024
2.2
LIEN DESCRIPTION: UCC FILE NO. 20203355056
FEDERAL RESERVE BANK OF SAN FRANCISCO
101 MARKET ST
SAN FRANCISCO, CA 94105
2.4
$536,450,941
LIEN DESCRIPTION: PAYCHECK PROTECTION
PROGRAM LIQUIDITY FACILITY LETTER OF
AGREEMENT AND FEDERAL RESERVE'S
OPERATING CIRCULAR NO. 10
FEDERAL RESERVE BANK
1 LIBERTY PLZ
NEW YORK, NY 10006
2.3
Page 1 of 4 to Schedule D Part 1
UNDETERMINED
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 33 of 88
Schedule D: Creditors Who Have Claims Secured by Property
Kabbage, Inc.
Case Number:
22-10951
C
U
D
Date Claim was Incurred, Property Description,
Lien & Co-Interest Creditor
Amount of Claim
Value of Collateral
Co-
Debtor
Creditor's Name and Mailing Address, E-mail
Address & An Account Number
Co-
Interest
Insider
LIEN DESCRIPTION: UCC FILE NO. 20203003284
FINANCIAL AGENT SERVICES
P.O. BOX 2576
SPRINGFIELD, IL 62708
2.5
LIEN DESCRIPTION: UCC FILE NO. 20196523711
FINANCIAL AGENT SERVICES
P.O. BOX 2576
SPRINGFIELD, IL 62708
2.6
LIEN DESCRIPTION: UCC FILE NO. 038-2019-
021042
FINANCIAL AGENT SERVICES
P.O. BOX 2576
SPRINGFIELD, IL 62708
2.7
LIEN DESCRIPTION: TAX LIEN
FULTON COUNTY, GEORGIA
P.O. BOX 105052
ATLANTA, GA
2.8
LIEN DESCRIPTION: UCC FILE NO. 20195307017
SECURED LENDER SOLUTIONS, LLC
P.O. BOX 2576
SPRINGFIELD, IL 62708
2.9
Page 2 of 4 to Schedule D Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 34 of 88
Schedule D: Creditors Who Have Claims Secured by Property
Kabbage, Inc.
Case Number:
22-10951
C
U
D
Date Claim was Incurred, Property Description,
Lien & Co-Interest Creditor
Amount of Claim
Value of Collateral
Co-
Debtor
Creditor's Name and Mailing Address, E-mail
Address & An Account Number
Co-
Interest
Insider
LIEN DESCRIPTION: TAX LIEN
THE CITY OF ATLANTA, GEORGIA
P.O. BOX 105052
ATLANTA, GA
2.10
LIEN DESCRIPTION: UCC FILE NO. 20177849526
U.S. BANK NATIONAL ASSOCIATION
P.O. BOX 70870
CM-9690
ST. PAUL, MN 55170
2.11
LIEN DESCRIPTION: UCC FILE NO. 20202903799
WILMINGTON SAVINGS FUND SOCIETY, FSB
500 DELAWARE AVE
11TH FL
WILMINGTON, DE 19801
2.12
$536,450,941
Total:
Page 3 of 4 to Schedule D Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 35 of 88
Schedule D: Creditors Who Have Claims Secured by Property
Kabbage, Inc.
Case Number:
22-10951
$536,450,941
Amount of Claim
3.
Total of the dollar amounts from Part 1, Column A, including the amounts from the Additional Page, if any.
Page 4 of 4 to Schedule D Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 36 of 88
Kabbage, Inc.
Part 2:
List Others to Be Notified for a Debt Already Listed in Part 1
Case Number:
22-10951
Schedule D: Creditors Who Have Claims Secured by Property
List in alphabetical order any others who must be notified for a debt already listed in Part 1. Examples of entities that may be listed are
collection agencies, assignees of claims listed above, and attorneys for secured creditors.
Part 1 Line on which the Related
Creditor was Listed
Last 4 Digits of Account
Number for this Entity
Name and Mailing Address
NONE
Page 1 of 1 to Schedule D Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 37 of 88
Part 1:
List All Creditors with PRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
No. Go to Part 2.
1.
Yes. Go to line 2.
List in alphabetical order all creditors who have unsecured claims that are entitled to priority in whole or in part. If the debtor
has more than 3 creditors with priority unsecured claims, fill out and attach the Additional Page of Part 1.
2.
Do any creditors have priority unsecured claims? (See 11 U.S.C. § 507).
Date Claim Was Incurred And
Account Number
Priority Amount
Total Claim
Offset
Creditor's Name, Mailing Address Including
Zip Code
C
U
D
ALABAMA DEPARTMENT OF REVENUE
50 N RIPLEY ST
STE 4112
MONTGOMERY, AL 36130
UNDETERMINED
UNKNOWN
UNDETERMINED
2.1
CALIFORNIA FRANCHISE TAX BOARD
P.O. BOX 2952
SACRAMENTO, CA 95812-2952
UNDETERMINED
UNKNOWN
UNDETERMINED
2.2
DELAWARE DIVISION OF REVENUE
P.O. BOX 2044
WILMINGTON, DE 19899-2044
UNDETERMINED
UNKNOWN
UNDETERMINED
2.3
FEDERAL RESERVE DEFICIENCY CLAIM
1 LIBERTY PLZ
NEW YORK, NY 10006
UNDETERMINED
UNKNOWN
UNDETERMINED
2.4
GEORGIA DEPARTMENT OF REVENUE
1800 CENTURY BLVD NE
STE 12000
ATLANTA, GA 30345
UNDETERMINED
UNKNOWN
UNDETERMINED
2.5
INTERNAL REVENUE SERVICE
2970 MARKET ST
MAIL STOP 5-Q30133
PHILADELPHIA, OA 19104-5016
UNDETERMINED
UNKNOWN
UNDETERMINED
2.6
NEW YORK CITY DEPARTMENT OF
FINANCE
1 CENTRE ST
22ND FL
NEW YORK, NY 10007
UNDETERMINED
UNKNOWN
UNDETERMINED
2.7
NEW YORK STATE DEPARTMENT OF
FINANCE
P.O. BOX 5300
ALBANY, NY 12205-0300
UNDETERMINED
UNKNOWN
UNDETERMINED
2.8
NORTH CAROLINA DEPARTMENT OF
REVENUE
501 N WILMINGTON ST
RALEIGH, NC 27604
UNDETERMINED
UNKNOWN
UNDETERMINED
2.9
Page 1 of 3 to Schedule E/F Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 38 of 88
Part 1:
List All Creditors with PRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Date Claim Was Incurred And
Account Number
Priority Amount
Total Claim
Offset
Creditor's Name, Mailing Address Including
Zip Code
C
U
D
PENNSYLVANIA DEPARTMENT OF
REVENUE
P.O. BOX 280501
HARRISBURG, PA 17128-0501
UNDETERMINED
UNKNOWN
UNDETERMINED
2.10
UNDETERMINED
UNDETERMINED
Total:
Page 2 of 3 to Schedule E/F Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 39 of 88
Part 1:
List All Creditors with PRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
UNDETERMINED
UNDETERMINED
Total: All Creditors with PRIORITY Unsecured Claims
Page 3 of 3 to Schedule E/F Part 1
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 40 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
List in alphabetical order all of the creditors with nonpriority unsecured claims. If the debtor has more than 6 creditors with
nonpriority unsecured claims, fill out and attach the Additional Page of Part 2.
3.
Date Claim Was Incurred And
Account Number
Amount of Claim
Basis For
Claim
Offset
Creditor's Name, Mailing Address
Including Zip Code
C
U
D
365 SUN, LLC
C/O THE FINLEY FIRM, PC
ATTN: MARYBETH V GIBSON
3535 PIEDMONT RD, BLDG 14, STE
230
ATLANTA, GA 30305
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.1
ALLEGIS GROUP HOLDINGS INC
7301 PKWY DR
HANOVER, MD 21076
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$1,600
3.2
AMERICAN EXPRESS KABBAGE
INC.
730 PEACHTREE ST NE
#1100
ATLANTA, GA 30308
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.3
BIZ2X LLC
1 PENN PLZ
STE 4530
NEW YORK, NY 10119
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$100,545
3.4
BOSCO SEUNGCHUL BAEK
C/O THE CARDOZA LAW CORP
ATTN: LAUREN B VEGGIAN
4455 E CAMELBACK RD, STE C250
PHOENIX, AZ 85018
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.5
CALVIN L ERBY, II
C/O SMOOTH & EZ MERCHANT
FUNDING
ATTN: CALVIN L ERBY, II
2860 CREEKWOOD LN
LAWRENCEVILLE, GA 30044
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.6
CANDICE WORTHY
C/O THE FINLEY FIRM, PC
ATTN: MARYBETH V GIBSON
3535 PIEDMONT RD, BLDG 14, STE
230
ATLANTA, GA 30305
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.7
CARLTON MORGAN
C/O THE FINLEY FIRM, PC
ATTN: MARYBETH V GIBSON
3535 PIEDMONT RD, BLDG 14, STE
230
ATLANTA, GA 30305
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.8
Page 1 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 41 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Date Claim Was Incurred And
Account Number
Amount of Claim
Basis For
Claim
Offset
Creditor's Name, Mailing Address
Including Zip Code
C
U
D
CELTIC BANK CORP
DBA CELTIC BANK
C/O LESLIE K RINALDI, GENERAL
COUNSEL
268 S STATE ST, STE 300
SALT LAKE CITY, UT 84111
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.9
CIT BANK NA
155 COMMERCE WAY
PORTSMOUTH, NH 03801
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$6,348
3.10
CORPORATION SERVICE
COMPANY
251 LITTLE FALLS DR
WILMINGTON, DE 19808
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$2,668
3.11
CROSS RIVER BANK
400 KELBY ST
FORT LEE, NJ 07024
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.12
CUSTOMERS BANK
1015 PENN AVE
STE 203
WYOMISSING, PA 19610
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.13
DEBT SETTLEMENT INFO BANK
11152 WESTHEIMER RD
STE 933
HOUSTON, TX 77042
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$503
3.14
DENTONS US LLP
233 S WACKER DR
STE 5900
CHICAGO, IL 60606
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$715
3.15
DRIVE CHANGE, INC.
C/O JONAS ROBINSON ESQ.,
ORRICK, HERRINGTON &
SUTCLIFFE LLP
51 WEST 52ND STREET
NEW YORK, NY
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.16
EDWARD FORD SERVICES, LLC
C/O THE FINLEY FIRM, PC
ATTN: MARYBETH V GIBSON
3535 PIEDMONT RD, BLDG 14, STE
230
ATLANTA, GA 30305
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.17
Page 2 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 42 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Date Claim Was Incurred And
Account Number
Amount of Claim
Basis For
Claim
Offset
Creditor's Name, Mailing Address
Including Zip Code
C
U
D
FEDERAL TRADE COMMISSION
ATTN: MARGUERITE MOELLER
600 PENNSYLVANIA AVE NW
WASHINGTON, DC 20580
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.18
FIVE9 INC.
4000 EXECUTIVE PKWY
STE 400
SAN RAMON, CA 94583
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$1,011
3.19
GEXCON US, INC.
C/O MICHAEL T. STEWART, ESQ.,
PERI & STEWART. LLC
271 ROUTE 46 WEST
SUITE C201
FAIRFIELD, NJ
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.20
HENRY ANESTHESIA
ASSOCIATES, LLC
156 SISSON AVE NE
ATLANTA, GA 30317
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.21
HENRY ANESTHESIA
ASSOCIATES, LLC
C/O OGIER, ROTHSCHILD &
ROSENFELD PC ATTN: TAMARA
MILES OGIER
CHAPTER 11 SUBCHAPTER V
TRUSTEE
P.O. BOX 1547
DECATUR, GA 30031
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.22
HENRY ANESTHESIA
ASSOCIATES, LLC
1740 HUDSON BRIDGE RD, STE
1218
STOCKBRIDGE, GA 30281
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.23
JASON CARR, ET AL
C/O WHITE & WILLIAMS, LLP
ATTN: JUSTIN E PROPER
1650 MARKET ST, STE 1800
PHILADELPHIA, PA 19103
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.24
JASON RUSSELL CARR
C/O THE FINLEY FIRM, PC
ATTN: MARYBETH V GIBSON
3535 PIEDMONT RD, BLDG 14, STE
230
ATLANTA, GA 30305
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.25
Page 3 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 43 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Date Claim Was Incurred And
Account Number
Amount of Claim
Basis For
Claim
Offset
Creditor's Name, Mailing Address
Including Zip Code
C
U
D
KEITH W BERGLUND
C/O THE BERGLUND GROUP
ATTN: CHRISTINA R KING
149 S BARRINGTON AVE, STE 181
LOS ANGELES, CA 90049
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.26
LADONNA WIGGINS
DBA WIGGINS & GRAHAM
ENTERPRISE
17918 BANDERA RIDGE LN
CYPRESS, TX 77433
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.27
LATOYA CLARK
3901 S OCEAN DR, APT 8Q
HOLLYWOOD, FL 33019
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.28
LOVE WATCH HILL & SAILORS
HAVEN, INC
ATTN: DOUGLAS BIVIANO
1125 PEQUASH AVE
CUTCHOGUE, NY 11935
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.29
LUXX LASHES BY LAY, LLC
ATTN: LATOYA CLARK
2020 NE 163RD ST, STE 106
NORTH MIAMI BEACH, FL 33162
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.30
MOORE COLSON
600 GALLERIA PKWY SE
STE 600
ATLANTA, GA 30339
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$60,375
3.31
MYSUPERFOODS CO. LLC
C/O STEVEN MITNICK, ESQ. SM
LAW, PC
PO BOX 530
OLDWICK, NJ
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.32
PIA HOYT LAW FIRM
ATTN: JOHN P MERTENS
136 E SOUTH TEMPLE, 19TH FL
SALT LAKE CITY, UT 84111
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.33
POWER BAIL BONDS
LEXINGTON NATIONAL
INSURANCE CORPORATION C/O
SHULMAN BASTIAN FRIEDMAN &
BUI LLP
ATTN: MELISSA DAVIS LOWE
100 SPECTRUM CENTER DR, STE
6003
IRVINE, CA 92618
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.34
Page 4 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 44 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Date Claim Was Incurred And
Account Number
Amount of Claim
Basis For
Claim
Offset
Creditor's Name, Mailing Address
Including Zip Code
C
U
D
SALESFORCE.COM
415 MISSION ST
3RD FL
SAN FRANCISCO, CA 94105
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$13,535
3.35
SM NOVELTIES
C/O LAW OFFICE OF JAMES A
FLANAGAN, SPECIAL COUNSEL
FOR PLAINTIFF ATTN: RICHARD A
MARSHACK, CH 7 TRUSTEE
400 OCEANGATE STE 800
LONG BEACH, CA 90802
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.36
SMALL BUSINESS
ADMINISTRATION
ATTN: SUSAN STREICH
409 3RD STREET SW
SUITE 7211
WASHINGTON, DC 20416
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.37
SQUEEZE-IT CORP
ATTN: LATOYA CLARK
3610 YACHT CLUB DR, STE 213
AVENTURA, FL 33180
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.38
STERICYCLE INC DBA SHREDIT
2355 WAUKEGAN RD
BANNOCKBURN, IL 60015
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$255
3.39
STRATEGIC ELEMENTS, LLC
C/O WANDRO & ASSOCIATES, PC
ATTN: ALISON F KANNE
2501 GRAND AVE, STE B
DES MOINES, IA 50312
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.40
TASTETUNUP, LLC
ATTN: LATOYA CLARK
1621 AVE M, APT A
FT PIERCE, FL 34950
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.41
TRANSUNION RISK AND
ALTERNATIVE DATA SOLUTIONS
4530 CONFERENCE WAY S
BOCA RATON, FL 33431
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
$39,530
3.42
US DEPARTMENT OF JUSTICE
ATTN: SARAH LOUCKS, ESQ.
175 N STREET NE
ROOM 10.1806
WASHINGTON, DC 20002
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.43
Page 5 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 45 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Date Claim Was Incurred And
Account Number
Amount of Claim
Basis For
Claim
Offset
Creditor's Name, Mailing Address
Including Zip Code
C
U
D
VICKI LEMASTER
C/O THE FINLEY FIRM, PC
ATTN: MARYBETH V GIBSON
3535 PIEDMONT RD, BLDG 14, STE
230
ATLANTA, GA 30305
UNKNOWN
ACCOUNT NO.: NOT AVAILABLE
UNDETERMINED
3.44
$227,083
Total:
Page 6 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 46 of 88
Part 2:
List All Creditors with NONPRIORITY Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
$227,083
Total: All Creditors with NONPRIORITY Unsecured Claims
Page 7 of 7 to Schedule E/F Part 2
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 47 of 88
Part 3:
List Others to Be Notified About Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
List in alphabetical order any others who must be notified for a debt already listed in Part 1. Examples of entities that may be listed
are collection agencies, assignees of claims listed above, and attorneys for secured creditors.
4.
On which line in Part 1 did you enter
the related creditor?
Last 4 digits of account
number for this entity
Creditor's Name, Mailing Address Including Zip Code
NONE
1
4.
Page 1 of 1 to Schedule E/F Part 3
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 48 of 88
Part 4:
Total Amounts of the Priority and Nonpriority Unsecured Claims
Schedule E/F: Creditors Who Have Unsecured Claims
Kabbage, Inc.
Case Number:
22-10951
Total of claim amounts
5a.
Total claims from Part 1
$0
5a.
Add the amounts of priority and nonpriority unsecured claims.
5.
5b.
Total claims from Part 2
$227,083
5b.
+
5c.
Total of Parts 1 and 2
$227,083
5c.
Lines 5a + 5b = 5c.
Page 1 of 1 to Schedule E/F Part 4
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 49 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
No. Check this box and file this form with the court with the debtor’s other schedules. There is nothing else to report on this form.
1.
Yes. Fill in all of the information below even if the contracts or leases are listed on Schedule A/B: Assets - Real and Personal Property (Official Form 206A/B).
List all contracts and unexpired leases
2.
Does the debtor have any executory contracts or unexpired leases?
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
NOT AVAILABLE
KARROT SUSPENSION AGREEMENT
1
2.
730 MIDTOWN SVP, LLC
ATTN: JOHN A COURY
1001 WOODWARD AVE, STE 500
DETROIT, MI 48226
LEASE AGREEMENT DATED MARCH 1,
2022 FOR ATLANTA OFFICE
8/31/2023
2
2.
ABEL COMMERCIAL FUNDING
11140 ROCKVILLE PIKE
SUITE 400
ROCKVILLE, MD 20582
REFERRAL PROGRAM AGREEMENT
APRIL 9, 2020
3
2.
A-FRAME CAPITAL, LLC D/B/A
DEALSTRUCK
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
4
2.
AIG SPECIALTY INSURANCE COMPANY
1271 AVE OF THE AMERICAS
FLOOR 37
NEW YORK, NY 10020-1304
CYBER LIABILITY POLICY 01-772-15-46
5
2.
AIRBNB PAYMENTS UK LTD.
CUSTOMER SERVICE
ATTN: HOST CAPITAL ADVANCE
AGREEMENT
925B PEACHTREE STREET NE,
SUITE 1688,
ATLANTA, GA 30309
PROGRAM AGREEMENT DATED
SEPTEMBER 26, 2017, ALL SUBSIDIARY
ADDENDUMS TO THE PROGRAM
AGREEMENT, AND ALL AMENDMENTS
TO THE PROGRAM AGREEMENT
6
2.
Page 1 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 50 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
AIRBNB PAYMENTS, INC.
CUSTOMER SERVICE
ATTN: HOST CAPITAL ADVANCE
AGREEMENT
925B PEACHTREE STREET NE,
SUITE 1688,
ATLANTA, GA 30309
PROGRAM AGREEMENT DATED
SEPTEMBER 26, 2017, ALL SUBSIDIARY
ADDENDUMS TO THE PROGRAM
AGREEMENT, AND ALL AMENDMENTS
TO THE PROGRAM AGREEMENT
7
2.
AMERICAN EXPRESS KABBAGE INC,
F/K/A ALPHA KABBAGE, INC.
AMERICAN EXPRESS TRAVEL
RELATED SERVICES LEGACY
COMPANY, INC.
200 VESEY STREET
NEW YORK, NY 10285
TRANSITION SERVICES AGREEMENT
BY AND BETWEEN ALPHA KABBAGE,
INC. AND KABBAGE, INC. AND ALL
AMENDMENTS, ADDENDUMS AND
CHANGE ORDERS THERETO
8
2.
AMERICAN EXPRESS KABBAGE INC,
F/K/A ALPHA KABBAGE, INC.
SULLIVAN & CROMWELL LLP
125 BROAD STREET
NEW YORK, NY 10004
TRANSITION SERVICES AGREEMENT
BY AND BETWEEN ALPHA KABBAGE,
INC. AND KABBAGE, INC. AND ALL
AMENDMENTS, ADDENDUMS AND
CHANGE ORDERS THERETO
9
2.
APISERO INC
1351 N ALMA SCHOOL RD, STE 150
CHANDLER, AZ 85224
MSA
10
2.
APPLEPIE CAPITAL, INC.
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
11
2.
APRIO, LLP
5 CONCOURSE PKWY, UNIT 1000
ATLANTA, GA 30328
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
2, 2020, BY AND BETWEEN APRIO, LLP
AND KABBAGE, INC.
12
2.
ARMANINO, LLP
12657 ALCOSTA BLVD #500
SAN RAMON, CA 94583
PROPOSALS DATED JANUARY 29,
2018 AND MARCH 30, 2019 AND ANY
AMENDMENT AND TOGETHER WITH
ANY RENEWALS THERETO
13
2.
Page 2 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 51 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
ATLANTIC SPECIALITY INSURANCE
COMPANY
605 HIGHWAY 169 NORTH
SUITE 800
PLYMOUTH, MN 55441
LIABILITY AND PROPERTY INSURANCE
POLICY 712-00-86-50-0009
14
2.
AUTOMATION ANYWHERE
ATTN: GENERAL COUNSEL
633 RIVER OAKS PKWY
SAN JOSE, CA 95134
CLOUD AUTOMATION AGREEMENT
ORDER FORM Q-154064-1 AND Q-
154065-1
15
2.
AVANT II, LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
16
2.
AVANT II, LLC
NOT AVAILABLE
ORIGINATOR SERVICES AGREEMENT,
DATED APRIL 20, 2015, BY AND
BETWEEN AVANT II, LLC AND
ORCHARD ELECTRONIC MARKETS,
LLC AND ASSIGNED TO KABBAGE, INC.
PURSUANT TO CONTRACT
ASSIGNMENT AGREEMENT DATED
MAY 7, 2018
17
2.
AXIO BUSINESS, INC.
201 MISSION STREET
25TH FLOOR
SAN FRANCISCO, CA 94105
REFERRAL PROGRAM AGREEMENT
APRIL 4, 2020
18
2.
BECOME TECHNOLOGICAL
SOLUTIONS, INC.
400 CONCAR DR
SAN MATEO, CA 94402
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
2, 2020, BY AND BETWEEN BECOME
TECHNOLOGICAL SOLUTIONS, INC.
AND KABBAGE, INC.
19
2.
BERKSHIRE HATHAWAY SPECIALTY
INSURANCE COMPANY
500 NORTHPARK TOWN CENTER
1100 ABERNATHY ROAD, N.E.
SUITE 1200
ATLANTA, GA 30328
FIRST SIDE A DIC D/O LIABILITY
POLICY 47-EPF-323700-01
20
2.
Page 3 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 52 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
BETTER IMPRESSION LTD.
108 IBN GVIROL
TEL AVIV, ISREAL 6406429
REFERRAL PROGRAM AGREEMENT
APRIL 7, 2020
21
2.
BETTERFIN, INC.
40 BUSHWICK AVE
BROOKLYN, NY 11211
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED JUNE
5, 2020, BY AND BETWEEN BETTERFIN,
INC. AND KABBAGE, INC.
22
2.
BIG THINK CAPITAL
225 BROADHOLLOW RD
MELVILLE, NY 11747
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
2, 2020, BY AND BETWEEN BIG THINK
CAPITAL AND KABBAGE, INC.
23
2.
BIZ2CREDIT INC
1 PENN PLZ, STE 4530
NEW YORK, NY 10119
REFERRAL MARKETING AGREEMENT
DATED JANUARY 18, 2021
24
2.
BIZ2CREDIT INC
1 PENN PLZ, STE 4530
NEW YORK, NY 10119
SOFTWARE LICENSING AGREEMENT
DATED APRIL 28, 2021 AND ANY
AMENDMENTS THERETO
25
2.
BLACKLINE SYSTEMS, INC
21300 VICTORY BLVD, 12TH FL
WOODLAND HILLS, CA 91367
MASTER SUBSCRIPTION AGREEMENT
AND ORDER DATED MARCH 31, 2017
AND ANY ADDITIONAL ORDERS
THEREAFTER
26
2.
BOND STREET SERVICING, LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
27
2.
BOOKSY
NOT AVAILABLE
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
10, 2020, BY AND BETWEEN BOOKSY
AND KABBAGE, INC.
28
2.
Page 4 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 53 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
BSD CAPITAL, LLC D/B/A LENDISTRY
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
29
2.
CAN CAPITAL, INC.
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
30
2.
CAPITAL ONE SERVICES, LLC
ATTN: THIRD PARTY
MANAGER/CPO
15000 CAPITAL ONE DR
RICHMOND, VA 23238
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT NO. 32082,
DATED APRIL 24, 2020, BY AND
BETWEEN CAPITAL ONE SERVICES,
LLC AND KABBAGE, INC.
31
2.
CBIZ MHM, LLC
ATTN: M. MICHAEL AQUINO
401 PLYMOUTH RD, STE 200
PLYMOUTH MEETING, PA 19462
AGREEMENT TO PROVIDE
ADMINISTRATOR AGENT SERVICES,
DATED MARCH 15, 2019, BY AND
BETWEEN CBIZ MHM, LLC, KABBAGE
INC. AND KABBAGE ASSET
SECURITIZATION LLC
32
2.
CBIZ MHM, LLC
ATTN: M. MICHAEL AQUINO
401 PLYMOUTH RD, STE 200
PLYMOUTH MEETING, PA 19462
AGREEMENT TO PROVIDE
VERIFICATION SERVICES, DATED
JUNE 18, 2019, BY AND BETWEEN CBIZ
MHM, LLC, KABBAGE INC. AND
KABBAGE ASSET FUNDING 2019-A LLC,
AS AMENDED BY THAT CERTAIN
AMENDMENT NO.1 DATED JUNE 2, 2020
33
2.
CELTIC BANK CORP
ATTN: REESE HOWELL JR
268 S STATE ST, STE 300
SALT LAKE CITY, UT 84111
FIRST AMENDED PROGRAM
MANAGEMENT AGREEMENT JUNE 30,
2015 AND SECOND AMENDED
PROGRAM MANAGEMENT
AGREEMENT DATED AUGUST 31, 2017
34
2.
Page 5 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 54 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
CELTIC BANK CORPORATION
268 S STATE ST, STE 300
SALT LAKE CITY, UT 84111
CONSUMER LOAN MANAGEMENT
AGREEMENT DATED SEPTEMBER 19,
2014 AND AMENDMENTS OR
ADDENDUMS THEREUNDER,
INCLUDING, BUT NOT LIMITED TO THE
AGREEMENT TO TERMINATE
CONSUMER LOAN PROGRAM
MANAGEMENT AGREEMENT AND
AGREEMENT TO SUSPEND
CONSUMER LOAN PROGRAM
MANAGEME
35
2.
CENTER STATE BANK, N.A.
C/O COHNE KINGHORN
ATTN: AO HEADMAN, JR
111 E BROADWAY, 11TH FL
SALT LAKE CITY, UT 84111
PAYCHECK PROTECTION PROGRAM
LIQUIDITY FACILITY LETTER OF
AGREEMENT (NON-DEPOSITORY
INSTITUTIONS) DATED MAY 12, 2020
36
2.
CENTERSTATE BANK, N.A.
C/O COHNE KINGHORN
ATTN: AO HEADMAN, JR
111 E BROADWAY, 11TH FL
SALT LAKE CITY, UT 84111
PROGRAM MANAGEMENT
AGREEMENT
37
2.
CENTERSTATE BANK, N.A.
1101 FIRST STREET SOUTH
WINTER HAVEN, FL 33880
TREASURY MANAGEMENT
AGREEMENT DATED MAY 13, 2020 AND
ANY AMENDMENTS OR ADDENDUMS
THEREAFTER
38
2.
CENTSAI
27 EAST 28TH STREET
NEW YORK, NY 10015
REFERRAL PROGRAM AGREEMENT
MAY 4, 2020
39
2.
CHANNEL PARTNERS CAPITAL, LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
40
2.
CIT BANK
155 COMMERCE WAY
PORTSMOUTH, NH 03801
CONTRACT 097-0100907-000 LEASED
APPLE EQUIPMENT
41
2.
Page 6 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 55 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
CIT BANK
155 COMMERCE WAY
PORTSMOUTH, NH 03801
CONTRACT 097-0100907-001 LEASED
APPLE EQUIPMENT
42
2.
CIT BANK
155 COMMERCE WAY
PORTSMOUTH, NH 03801
CONTRACT 097-0100907-002 LEASED
APPLE EQUIPMENT
43
2.
CIT BANK
155 COMMERCE WAY
PORTSMOUTH, NH 03801
CONTRACT 097-0100907-003 LEASED
APPLE EQUIPMENT
44
2.
CIT BANK
155 COMMERCE WAY
PORTSMOUTH, NH 03801
CONTRACT 097-0111908-000 LEASED
APPLE EQUIPMENT
45
2.
CIT BANK
155 COMMERCE WAY
PORTSMOUTH, NH 03801
MLA ML0123456 FOR LEASED APPLE
EQUIPMENT
46
2.
COBBS ALLEN CAPITAL, LLC
DBA CAC SPECIALTY
ATTN: GRANTLAND RICE, IV
115 OFFICE PARK DR, STE 200
BIRMINGHAM, AL 35223
LETTER OF AGREEMENT
47
2.
COBBS ALLEN CAPITAL, LLC
(PRODUCER)
250 FILLMORE STREET
DENVER, CO 80206
EXCESS SIDE A - D/O POLICY
AS5EX00271-221
48
2.
CONTRACT CALLERS, INC.
ATTN: GREG FERRALL
501 GREENE ST, FL 3, STE 302
AUGUSTA, GA 30901
MASTER SERVICES AGREEMENT,
DATED MARCH 15, 2019, BY AND
BETWEEN CONTRACT CALLERS, INC.
AND KABBAGE, INC.
49
2.
CONTRACT CALLERS, INC.
ATTN: GENERAL COUNSEL/CEO
501 GREENE ST, FL 3, STE 302
AUGUSTA, GA 30901
MASTER SERVICES AGREEMENT,
DATED MAY 28, 2020, BY AND
BETWEEN CONTRACT CALLERS, INC.
AND KABBAGE, INC.
50
2.
CORECARD SOFTWARE, INC
1 MECA WAY
NORCROSS, GA 30093
MASTER LOOP PROCESSING
AGREEMENT DATED FEBRUARY 6,
2020 AND ANY AMENDMENTS OR
ADDENDUMS THERETO
51
2.
Page 7 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 56 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
CORECARD SOFTWARE, INC
1 MECA WAY
NORCROSS, GA 30093
PROFESSIONAL SERVICES
AGREEMENT CT 101111 EXTENDING
LOAN MATURITY WITH NEW PAYMENT
SCHEDULE SEPTEMBER 16, 2022 AND
ANY CURRENT AGREEMENT
ASSOCIATED WITH THIS OR ANY
EXISTING PSA
52
2.
CORPORATION SERVICE CO
ATTN: INDEPENDENT DIRECTOR
SERVICES
251 LITTLE FALLS DR
WILMINGTON, DE 19808
SERVICE AGREEMENT
53
2.
CREDIBILITY CAPITAL INC.
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
54
2.
CREDIBILITY CAPITAL INC.
NOT AVAILABLE
ORIGINATOR MASTER SERVICES
AGREEMENT, DATED AUGUST 11,
2015, BY AND BETWEEN
CREDIBILITY CAPITAL INC. AND
ORCHARD ELECTRONIC MARKETS,
LLC AND ASSIGNED TO KABBAGE, INC.
PURSUANT TO CONTRACT
ASSIGNMENT AGREEMENT DATED
MAY 7, 2018
55
2.
CREDIT CONTROL, LLC
ATTN: RICHARD SAFFER, CEO
5757 PHANTOM DR, STE 330
ST. LOUIS, MO 63042
MASTER SERVICES AGREEMENT,
DATED JANUARY 16, 2018, BY AND
BETWEEN CREDIT CONTROL, LLC
AND KABBAGE, INC.
56
2.
CRESTMONT CAPITAL LLC
400 SPECTRUM CENTER DR, STE
330
IRVINE, CA 92618
PPP REFERRAL AGREEMENT DATED
APRIL 2, 2020 AND ANY AMENDMENTS
THERETO
57
2.
Page 8 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 57 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
CROSS RIVER BANK
ATTN: GILLES GLADE, ARLEN
GELBARD
400 KELBY ST
FT LEE, NJ 07024
LOAN PROGRAM AGREEMENT DATED
APRIL 14, 2020 AND ANY
AMENDMENTS LETTER AGREEMENTS
THERETO
58
2.
CROSS RIVER BANK
ATTN: GILLES GLADE, ARLEN
GELBARD
400 KELBY ST
FT LEE, NJ 07024
LOAN SALE AGREEMENT DATED APRIL
13, 2020 AND ANY AMENDMENTS
THERETO
59
2.
CROSS RIVER BANK
ATTN: GILLES GLADE, ARLEN
GELBARD
400 KELBY ST
FT LEE, NJ 07024
SALE AND SERVICING AGREEMENT
DATED MAY 6, 2020 AND ANY
AMENDMENTS THERETO
60
2.
CROSS RIVER BANK
NOT AVAILABLE
SALE AND SERVICING AGREEMENT,
DATED MAY 6, 2020, BY AND BETWEEN
CROSS RIVER BANK AND KABBAGE,
INC., TOGETHER WITH AMENDMENT
NO. 1, DATED MAY 13, 2020
61
2.
CULLUM FINANCIAL LLC DBA WALLOOT
5142 W SWEET IRON PASS
PHOENIX, AZ 85083
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
9, 2020, BY AND BETWEEN CULLUM
FINANCIAL LLC DBA WALLOOT AND
KABBAGE, INC.
62
2.
CUSTOMERS BANK
ATTN: SAM SIDHU
701 READING AVE
WEST READING, PA 19611
PROCESSING AND SERVICING
AGREEMENT PURSUANT TO DIVISION
A, TITLE I OF THE CARES ACT DATED
APRIL 27, 2020 AND ANY
AMENDMENTS OR ADDENDUMS
THERETO
63
2.
CUSTOMERS BANK
ATTN: SAM SIDHU
1015 PENN AVE, STE 103
WYOMISSING, PA 19610
SAAS SERVICES AGREEMENT DATED
APRIL 24, 2020 AND ANY
AMENDMENTS OR ADDENDUMS
THERETO
64
2.
Page 9 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 58 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
CUSTOMERS BANK
ATTN: JENNIFER PETSU, THIRD
PARTY RISK MANAGEMENT
1015 PENN AVE, STE 203
WYOMISSING, PA 19610
SALE AND SERVICING AGREEMENT
DATED FEBRUARY 2, 2021 AND ANY
AMENDMENTS OR ADDENDUMS
THERETO
65
2.
DAVID STEIN ESQ. DBA LAW OFFICE
OF DAVID STEIN DBA DAVID STEIN LAW
GROUP
531 EDWARD AVE
WOODMERE, NY 11598
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
21, 2020, BY AND BETWEEN DAVID
STEIN ESQ. DBA LAW OFFICE OF
DAVID STEIN DBA DAVID STEIN LAW
GROUP AND KABBAGE, INC.
66
2.
DAYSMART AND KABBAGE, INC.
ANN ARBOR, MI
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
7, 2020, BY AND BETWEEN DAYSMART
AND KABBAGE, INC.
67
2.
DEPARTMENT OF TREASURY
NOT AVAILABLE
CARES ACT SECTION 1102 LENDER
AGREEMENT – NON-BANK AND NON-
INSURED DEPOSITORY INSTITUTION
LENDERS, EXECUTED BY KABBAGE,
INC. ON APRIL 9, 2020 AND ANY
AMENDMENTS THERETO
68
2.
DEPOT.COM, LLC
NOT AVAILABLE
MASTER SERVICES AGREEMENT,
DATED JANUARY12, 2015, BY AND
BETWEEN LOAN DEPOT.COM, LLC
AND ORCHARD ELECTRONIC
MARKETS, LLC AND ASSIGNED TO
KABBAGE, INC. PURSUANT TO
CONTRACT ASSIGNMENT AGREEMENT
DATED MAY 7, 2018
69
2.
DOCUSIGN, INC
221 MAIN ST, STE 1550
SAN FRANCISCO, CA 94105
ORDER FORM Q-00736572 EFFECTIVE
FEBRUARY 2, 2022
70
2.
Page 10 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 59 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
DORADO REAL ESTATE INC. DBA HOST
FINANCIAL
815 E ST, # 122466
SAN DIEGO, CA 92112
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED JUNE
15, 2020, BY AND BETWEEN DORADO
REAL ESTATE INC. DBA HOST
FINANCIAL AND KABBAGE, INC.
71
2.
DYNAMIC RECOVERY SOLUTIONS, LLC
ATTN: GENERAL COUNSEL
135 INTERSTATE BLVD, STE 6
GREENVILLE, SC 29615
MASTER SERVICES AGREEMENT
DATED FEBRUARY 18, 2020 AND ANY
AMENDMENTS OR ADDENDUMS
THERETO
72
2.
ENDURANCE AMERICAN INSURANCE
COMPANY
C/O SOMPO PRO
1221 AVENUE OF THE AMERICAS
NEW YORK, NY 10020
EXCESS CYBER LIABILITY POLICY
PVX30004806801
73
2.
EVANGELICAL CHRISTIAN CREDIT
UNION (ECCU)
955 W IMPERIAL HWY, STE 100
BREA, CA 92822
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
6, 2020, BY AND BETWEEN
EVANGELICAL CHRISTIAN CREDIT
UNION (ECCU) AND KABBAGE, INC.
74
2.
EVEREST INSURANCE
100 EVEREST WAY
WARREN, NJ 07059
EXCESS SIDE A - D/O POLICY
AS5EX00271-221
75
2.
FARM CREDIT EAST, ACA
ENFIELD,, CT
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
9, 2020, BY AND BETWEEN FARM
CREDIT EAST, ACA AND KABBAGE,
INC.
76
2.
FARM CREDIT WEST, ACA
ROCKLIN, CA
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
9, 2020, BY AND BETWEEN FARM
CREDIT WEST, ACA AND KABBAGE,
INC.
77
2.
Page 11 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 60 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
FEDERAL RESERVE BANK OF SAN
FRANCISCO
FEDERAL RESERVE BANK OF SAN
FRANCISCO
CREDIT RISK MANAGEMENT
101 MARKET STREET, MS 830
SAN FRANCISCO,, CA 94105
AUTHORIZING RESOLUTION
CERTIFICATION, DATED AS OF MAY 12,
2020, ON BEHALF OF THE BOARD OF
DIRECTORS OF THE LEGACY
COMPANY
78
2.
FEDERAL RESERVE BANK OF SAN
FRANCISCO
FEDERAL RESERVE BANK OF SAN
FRANCISCO
CREDIT RISK MANAGEMENT
101 MARKET STREET, MS 830
SAN FRANCISCO,, CA 94105
PAYCHECK PROTECTION PROGRAM
LIQUIDITY FACILITY LETTER OF
AGREEMENT (NON-DEPOSITORY
INSTITUTIONS) DATED MAY 12, 2020
79
2.
FEDERAL RESERVE BANK OF SAN
FRANCISCO
FEDERAL RESERVE BANK OF SAN
FRANCISCO
CREDIT RISK MANAGEMENT
101 MARKET STREET, MS 830
SAN FRANCISCO,, CA 94105
PPPLF CERTIFICATION, DATED AS OF
MAY 12, 2020, ON BEHALF OF THE
LEGACY COMPANY TO THE BOARD OF
GOVERNORS OF THE FEDERAL
RESERVE SYSTEM
80
2.
FINANCIAL AGENT SERVICES
P.O. BOX 2576
SPRINGFIELD, IL 62708
EQUIPMENT LEASES
81
2.
FINDER.COM LLC
32 E 31ST ST, FL 4
NEW YORK, NY 10016
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
6, 2020, BY AND BETWEEN
FINDER.COM LLC AND KABBAGE, INC.
82
2.
FIRST ASSOCIATES LOAN SERVICING,
LLC
ATTN: LARRY CHIAVARO
15373 INNOVATION DR
SAN DIEGO, CA 92128
BACKUP SERVICING AGREEMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG KABBAGE, INC., FIRST
ASSOCIATES LOAN SERVICING, LLC
(NOW KNOWN AS VERVENT), FIRST
ASSOCIATES LOAN SERVICING, LLC,
ON BEHALF OF ITS SERIES, THE
STONE RIDGE ALTERNATIVE LENDING
RISK PREMIUM
83
2.
FIRST FLORIDA CREDIT UNION
P.O. BOX 43310
JACKSONVILLE, FL 32203-3310
REFERRAL PROGRAM AGREEMENT
84
2.
Page 12 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 61 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
FIRST FLORIDA CREDIT UNION
500 W 1ST ST
JACKSONVILLE, FL 32202
REFERRAL PROGRAM AGREEMENT
TERMINATED APRIL 20, 2021
85
2.
FIVE9 INC
4000 EXECUTIVE PKWY, STE 400
SAN RAMON, CA 94583
MASTER SERVICES AGREEMENT
EFFECTIVE DECEMBER 4, 2020 AND
ANY AMENDMENT, ADDENDUMS OR
SERVICE ORDERS THERETO
86
2.
FLEETCOR TECHNOLOGIES
OPERATING COMPANY, LLC
3280 PEACHTREE RD NE, STE 2400
ATLANTA, GA 30305
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
3, 2020, BY AND BETWEEN FLEETCOR
TECHNOLOGIES OPERATING
COMPANY, LLC AND KABBAGE, INC.
87
2.
FORENSIC RISK ALLIANCE INC
2550 M ST NW
WASHINGTON, DC 20037
SERVICES AGREEMENT FOR
FORENSIC ACCOUNTING EFFECTIVE
MARCH 14, 2022
88
2.
FORTIS ADVISORS
ATTN: COURTNEY NOTHAUS
12526 HIGH BLUFF DR, STE 280
SAN DIEGO, CA 92130
JOINT DEFENSE AGREEMENT DATED
APRIL 28, 2021
89
2.
GODADDY.COM, LLC
14455 N HAYDEN RD
SCOTTSDALE, AZ 85260
REFERRAL PROGRAM AGREEMENT
DATED JUNE 18, 2019 AND EXPIRED
ON JUNE 17, 2021
90
2.
GOODWIN PROCTER LLP
ATTN: KIMBERLY LARIE, NATHAN
HAGLER, ADAM SLUSKY
100 NORTHERN AVE
BOSTON, MA 02210
JOINT DEFENSE AGREEMENT DATED
APRIL 28, 2021
91
2.
GRIDWISE, INC.
2545 RAILROAD ST, STE 100
PITTSBURGH, PA 15222
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED JUNE
22, 2020, BY AND BETWEEN
GRIDWISE, INC. AND KABBAGE, INC.
92
2.
Page 13 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 62 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
GUIDELINE GROUP, INC.
232 MADISON AVENUE SUITE 700
NEW YORK, NY 10016
PLACEMENT SERVICE AND/OR STAFF
AUGMENTATION SERVICES AND/OR
CONSULTING SERVICING AGREEMENT
EFFECTIVE AS OF 29TH
OCTOBER 2021
93
2.
HCG BUSINESS CREDIT III TRUST
133 FAYATTEVILLE ST
STE 300
RALEIGH, NC 27601
BACKUP SERVICING AGREEMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG FIRST ASSOCIATE LOAN
SERVICING LLC, KABBAGE, INC., HCG
BUSINESS CREDIT III TRUST, HCG
DIGITAL FINANCE TRUST, AND HCG
FINANCE DAC TRUST
94
2.
HCG BUSINESS CREDIT III TRUST
133 FAYATTEVILLE ST
STE 300
RALEIGH, NC 27601
BILL OF SALE AND ASSIGNMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG KABBAGE, INC., AND HCG
BUSINESS CREDIT III TRUST
95
2.
HCG BUSINESS CREDIT III TRUST
133 FAYATTEVILLE ST
STE 300
RALEIGH, NC 27601
PARTICIPATION INTEREST SALE
AGREEMENT, DATED DECEMBER 4,
2018, BY AND BETWEEN HCG
BUSINESS CREDIT III TRUST, AND
KABBAGE, INC.
96
2.
HCG DIGITAL FINANCE TRUST
NOT AVAILABLE
BACKUP SERVICING AGREEMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG FIRST ASSOCIATE LOAN
SERVICING LLC, KABBAGE, INC., HCG
BUSINESS CREDIT III TRUST, HCG
DIGITAL FINANCE TRUST, AND HCG
FINANCE DAC TRUST
97
2.
HCG FINANCE DAC TRUST
NOT AVAILABLE
BACKUP SERVICING AGREEMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG FIRST ASSOCIATE LOAN
SERVICING LLC, KABBAGE, INC., HCG
BUSINESS CREDIT III TRUST, HCG
DIGITAL FINANCE TRUST, AND HCG
FINANCE DAC TRUST
98
2.
Page 14 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 63 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
HI TECH CAPITAL
46 ROBERTSVILLE RD
MARLBORO, NJ 07746
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
6, 2020, BY AND BETWEEN HI TECH
CAPITAL AND KABBAGE, INC.
99
2.
HIGH FIVE CAPITAL
3800 A BRIDGEPORT WAY, UNIT
497
UNIVERSITY PLACE, WA 98466
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED MAY
7, 2020, BY AND BETWEEN HIGH FIVE
CAPITAL AND KABBAGE, INC.
100
2.
INNOVATIE FUNDING SOLUTIONS, INC.
133 VIA PALACI
PALM BEACH GARDENS, FL 33418
PPP REFERRAL AGREEMENT APRIL 1,
2020 AND AMENDED ON JUNE 10, 2020
101
2.
INSCRIBEAI, INC
500 2ND ST, 0TH FL
SAN FRANCISCO, CA 94107
SAAS SERVICES AGREEMENT
EFFECTIVE NOVEMBER 5, 2021
102
2.
INTERIM LEGAL TALENT, A DIVISION OF
MLA – SOLUTIONS PRACTICE GROUP,
LLC
7317 PARKWAY DR
HANOVER, MD 21076
SERVICE AGREEMENT DATED
OCTOBER 19, 2020
103
2.
IOU CENTRAL, INC.
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
104
2.
KABBAGE ASSET FUNDING 2019-A LLC
ATTN: GENERAL COUNSEL
730 PEACHTREE ST, STE 1100
ATLANTA, GA 30308
SALE AND CONTRIBUTION
AGREEMENT, DATED AS OF JUNE 18,
2019, BETWEEN KABBAGE, INC. AND
KABBAGE ASSET FUNDING 2019-A LLC
105
2.
KABBAGE ASSET SECURITIZATION LLC
ATTN: GENERAL COUNSEL
730 PEACHTREE ST, STE 1100
ATLANTA, GA 30308
AMENDED AND RESTATED
RECEIVABLES PURCHASE
AGREEMENT, DATED MARCH 15, 2019,
BY AND BETWEEN KABBAGE, INC.
AND KABBAGE ASSET
SECURITIZATION LLC
106
2.
Page 15 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 64 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
KLDISCOVERY ONTRACK, LLC D/B/A
KLDISCOVERY
8201 GREENSBORO DR, STE 300
MCLEAN, VA 22102
STATEMENT OF WORK 7506706 DATED
MARCH 30, 2021
107
2.
KLDISCOVERY ONTRACK, LLC D/B/A
KLDISCOVERY
8201 GREENSBORO DR, STE 300
MCLEAN, VA 22102
STATEMENT OF WORK 7506707 DATED
MARCH 30, 2021
108
2.
KLDISCOVERY ONTRACK, LLC D/B/A
KLDISCOVERY
8201 GREENSBORO DR, STE 300
MCLEAN, VA 22102
WORK ORDER SO# 7529582 DATED
APRIL 20, 2022
109
2.
LENDINGPOINT LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
110
2.
LENDINGUSA, LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
111
2.
LENDIO, INC.
4100 CHAPEL RIDGE ROAD
SUITE 500
LEHI, UT 84043
PPP REFERRAL AGREEMENT APRIL 3,
2020
112
2.
LENDMART
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
113
2.
LEVEL UP FUNDING LLC
NOT AVAILABLE
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
10, 2020, BY AND BETWEEN LEVEL UP
FUNDING LLC AND KABBAGE, INC.
114
2.
Page 16 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 65 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
LEXISNEXIS RISK SOLUTIONS FL INC
1000 ALDERMAN DR
ALPHARETTA, GA 30005
STEP AGREEMENT DATED OCTOBER
16, 2020
115
2.
LEXOLUTION, LLC
75 BROAD ST, STE 610
NEW YORK, NY 10004
STATEMENT OF WORK DATED JULY 6,
2021
116
2.
LIBERTY LENDING LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
117
2.
LIG INTERNATIONAL LLC
2801 FLORIDA AVE.
SUITE 12
MIAMI, FL 33133
PPP REFERRAL AGREEMENT APRIL 13,
2020
118
2.
LIG INTERNATIONAL LLC [BISCAYNE]
2801 FLORIDA AVE, STE 12
MIAMI, FL 33133
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
13, 2020, BY AND BETWEEN LIG
INTERNATIONAL LLC [BISCAYNE] AND
KABBAGE, INC.
119
2.
LINCOLN & MORGAN, LLC
ATTN: GENERAL COUNSEL, CEO
600 W BROADWAY, STE 700
SAN DIEGO, CA 92101
MASTER SERVICES AGREEMENT
EFFECTIVE JUNE 19, 2019
120
2.
LINCOLN AND MORGAN, LLC
ATTN: GENERAL COUNSEL/CEO
600 W BROADWAY, STE 700
SAN DIEGO, CA 92101
MASTER SERVICES AGREEMENT,
DATED JUNE 19, 2019, BY AND
BETWEEN LINCOLN AND MORGAN,
LLC AND KABBAGE, INC.
121
2.
LOANDEPOT.COM, LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
122
2.
Page 17 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 66 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
MAG MILE CAPITAL
1141 W RANDOLPH ST
CHICAGO, IL 60607
CHICAGO, IL 60607
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
2020, BY AND BETWEEN CSF CAPITAL
LLC DBA MAG MILE CAPITAL AND
KABBAGE, INC.
123
2.
MARLETTE FUNDING, LLC
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
124
2.
MARLETTE FUNDING, LLC
NOT AVAILABLE
MASTER SERVICES AGREEMENT,
DATED JUNE 14, 2014, BY AND
BETWEEN MARLETTE FUNDING, LLC
AND ORCHARD ELECTRONIC
MARKETS, LLC AND ASSIGNED TO
KABBAGE, INC. PURSUANT TO
CONTRACT ASSIGNMENT AGREEMENT
DATED MAY 7, 2018
125
2.
MARQETA, INC.
GIZELLE BARANY, GENERAL
COUNSEL
6201-B DOYLE STREET
EMERYVILLE, CA 94608
MASTER SERVICES AGREEMENT,
DATED AS OF MARCH 18, 2020, BY AND
BETWEEN MARQETA, INC. AND
KABBAGE, INC. (AS AMENDED).
126
2.
MARQETA, INC.
OMRI DAHAN, CHIEF REVENUE
OFFICER
6201-B DOYLE STREET
EMERYVILLE, CA 94608
MASTER SERVICES AGREEMENT,
DATED AS OF MARCH 18, 2020, BY AND
BETWEEN MARQETA, INC. AND
KABBAGE, INC. (AS AMENDED).
127
2.
MARQETA, INC.
GIZELLE BARANY, GENERAL
COUNSEL
6201-B DOYLE STREET
EMERYVILLE, CA 94608
MASTER SERVICES AGREEMENT,
DATED AS OF MARCH 20, 2015, BY AND
BETWEEN MARQETA, INC. AND
KABBAGE, INC., AS AMENDED BY THE
PROGRAM ADDENDUM (KABBAGE)
DATED AS OF OCTOBER 6, 2015, AS
AMENDED BY AMENDMENT NO. 1 TO
MASTER SERVICES AGREEMENT
DATED AS OF OCTO
128
2.
Page 18 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 67 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
MARQETA, INC.
OMRI DAHAN, CHIEF REVENUE
OFFICER
6201-B DOYLE STREET
EMERYVILLE, CA 94608
MASTER SERVICES AGREEMENT,
DATED AS OF MARCH 20, 2015, BY AND
BETWEEN MARQETA, INC. AND
KABBAGE, INC., AS AMENDED BY THE
PROGRAM ADDENDUM (KABBAGE)
DATED AS OF OCTOBER 6, 2015, AS
AMENDED BY AMENDMENT NO. 1 TO
MASTER SERVICES AGREEMENT
DATED AS OF OCTO
129
2.
MARSH USA INC. (PRODUCER)
3560 LENOX ROAD
SUITE 2400
ATLANTA, GA 30326
ATTORNEY LIABILITY POLICY 02-778-00-
04
130
2.
MARSH USA INC. (PRODUCER)
3560 LENOX ROAD
SUITE 2400
ATLANTA, GA 30326
CYBER LIABILITY POLICY 01-772-15-46
131
2.
MARSH USA INC. (PRODUCER)
3560 LENOX ROAD
SUITE 2400
ATLANTA, GA 30326
D/O 2ND LAYER POLICY 02-778-00-05
132
2.
MARSH USA INC. (PRODUCER)
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036-2708
EXCESS CYBER LIABILITY POLICY
PVX30004806801
133
2.
MARSH USA INC. (PRODUCER)
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036-2708
LIABILITY AND PROPERTY INSURANCE
POLICY 712-00-86-50-0009
134
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
BUSINESS INDICES DATA EVALUATION
AND PROTOTYPING AGREEMENT,
DATED AS OF JUNE 24, 2013, BY AND
BETWEEN MASTERCARD
INTERNATIONAL INCORPORATED AND
KABBAGE, INC.
135
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
DATA EVALUATION AGREEMENT,
DATED AS OF NOVEMBER 15, 2017, BY
AND BETWEEN AND MASTERCARD
INTERNATIONAL INCORPORATED
KABBAGE, INC. (AS AMENDED);
136
2.
Page 19 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 68 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
LETTER AGREEMENT REGARDING
MASTERCARD/KABBAGE PARTNER
REFERRAL PROGRAM SIGN OCTOBER
20, 2014
137
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
LETTER AGREEMENT REGARDING
MASTERCARD/KABBAGE PILOT
PROGRAM DATED FEBRUARY 16, 2014
138
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
PARTNER REFERRAL PROGRAM
LETTER AGREEMENT, DATED AS OF
OCTOBER 20, 2014, BY AND BETWEEN
MASTERCARD INTERNATIONAL
INCORPORATED AND KABBAGE, INC
139
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
SMALL BUSINESS CREDIT CO-BRAND
AGREEMENT, DATED AS OF
FEBRUARY 27, 2020, BY AND
BETWEEN KABBAGE, INC. AND
MASTERCARD INTERNATIONAL
INCORPORATED
140
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
SMALL BUSINESS DECISION
ENHANCER STATEMENT OF WORK,
DATED AS OF DECEMBER 21, 2018, BY
AND BETWEEN MASTERCARD
SERVICES INTERNATIONAL
INCORPORATED AND KABBAGE, INC.
(AS AMENDED)
141
2.
MASTERCARD INTERNATIONAL
INCORPORATED
2000 PURCHASE STREET
PURCHASE, NY 10577
SMALL BUSINESS DECISION
ENHANCER, DATED AS OF DECEMBER
21, 2018, BY AND BETWEEN
KABBAGE, INC. AND MASTERCARD
INTERNATIONAL INCORPORATED, AS
AMENDED BY AMENDMENT, DATED
AS OF FEBRUARY 26, 2020
142
2.
Page 20 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 69 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
MERCHANT CASH AND CAPITAL LLC
D/B/A BIZFI
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
143
2.
MISSION CAPITAL DBA SBG FUNDING
135 57TH ST
NEW YORK, NY 10022
REFERRAL PROGRAM AGREEMENT
APRIL 8, 2020
144
2.
MORGANFRANKLIN CONSULTING, LLC
7900 TYSONS ONE PL, STE 300
MCLEAN, VA 22012
MASTER SERVICES AGREEMENT
DATED OCTOBER 5, 2020 AND ANY
WORK ORDER OR AMENDMENTS
THERETO
145
2.
MOUNTAINSEED REAL ESTATE
SERVICES LLC
2100 POWERS FERRY RD, STE 410
ATLANTA, GA 30339
PPP REFERRAL AGREEMENTS DATED
MARCH 30, 2020 AND JANUARY 8, 2021
146
2.
NATIONAL CHECK RESOLUTION, INC
ATTN: GENERAL COUNSEL/CEO
2100 RIVERSIDE PKWY, STE B350
LAWRENCEVILLE, GA 30049
MASTER SERVICES AGREEMENT
DATED APRIL 4, 2019 AND ALL
AMENDMENTS THERETO
147
2.
NATIONAL UNION FIRE INSURANCE
COMPANY OF PITTSBURGH, PA
1271 AVE OF THE AMERICAS
FLOOR 37
NEW YORK, NY 10020-1304
ATTORNEY LIABILITY POLICY 02-778-00-
04
148
2.
NATIONAL UNION FIRE INSURANCE
COMPANY OF PITTSBURGH, PA
1271 AVE OF THE AMERICAS
FLOOR 37
NEW YORK, NY 10020-1304
D/O 2ND LAYER POLICY 02-778-00-05
149
2.
NATURAL INTELLIGENCE LTD.
TOHA, TOTSERET HA-ARETS ST 6-8
TEL AVIV-YAFO
ICELAND
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
2, 2020, BY AND BETWEEN NATURAL
INTELLIGENCE LTD. AND KABBAGE,
INC.
150
2.
NATURAL INTELLIGENCE LTD.
TOHA, TOTSERET HA-ARETS ST 6-
8,
TEL AVIV-YAFO, ISRAEL
PPP REFERRAL AGREEMENTS DATED
APRIL 2, 2020
151
2.
Page 21 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 70 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
NAV TECHNOLOGIES, INC.
13693 S 200 W, STE 200
DRAPER, UT 84062
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
4, 2020, BY AND BETWEEN NAV
TECHNOLOGIES, INC. AND KABBAGE,
INC.
152
2.
NCB MANAGEMENT SERVICES, INC.
ATTN: MARCELO AITA,
PRESIDENT/CEO
ONE ALLIED DR
TREVOSE, PA 19053
COLLECTION SERVICES AGREEMENT,
DATED AS OF JANUARY 11, 2016, BY
AND BETWEEN KABBAGE, INC. AND
NCB MANAGEMENT SERVICES, INC.
153
2.
NEW IMAGITAS, INC.
1101 RED VENTURES DRIVE
FORT MILL, SC 29707
REFERRAL PROGRAM AGREEMENT
DATED APRIL 13, 2020
154
2.
NORTHWEST FARM CREDIT SERVICES,
FLCA
SPOKANE, WA
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
9, 2020, BY AND BETWEEN
NORTHWEST FARM CREDIT
SERVICES, FLCA AND KABBAGE, INC.
155
2.
OCL FINANCIAL SERVICES LLC
20225 WATER TOWER BLVD, FL 4
BROOKFIELD, WI 53045
ONCOURSE LEARNING SERVICE
AGREEMENT DATED DECEMBER 1,
2021 AND ANY AMENDMENTS THERETO
156
2.
OCTOPUSAPPS INC. [JOBBER]
NOT AVAILABLE
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
13, 2020, BY AND BETWEEN
OCTOPUSAPPS INC. [JOBBER] AND
KABBAGE, INC.
157
2.
OKTA
100 1ST ST
SAN FRANCISCO, CA 94105
SERVICE AGREEMENT ORDER FORM
Q-371017 SIGNED OCTOBER 22, 2020
AND Q-481140 SIGNED OCTOBER 8,
2021 AND ANY AMENDMENTS OR
ADDENDUMS THERETO
158
2.
OPTION 1 PARTNERS LLC
5815 WINDWARD PKWY, STE 302
ALPHARETTA, GA 30005
CLIENT SERVICE AGREEMENT
EFFECTIVE JULY 9, 2021 AND ANY
ADDENDUMS, AMENDMENTS, OR RATE
LETTERS THERETO
159
2.
Page 22 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 71 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
ORCHARD ANALYTICS, LLC
ATTN: LINDSAY COHEN
386 PARK AVE S, 3RD FL
NEW YORK, NY 10016
BILL OF SALE AND ASSIGNMENT
AGREEMENT, DATED AS OF MAY 7,
2018, BETWEEN KABBAGE, INC. AND
ORCHARD ANALYTICS, LLC
160
2.
ORCHARD APP, INC
ATTN: LINDSAY COHEN
386 PARK AVE S, FL 3
NEW YORK, NY 10016
ASSET PURCHASE AGREEMENT
DATED AS OF APRIL 20, 2018 AND ANY
AMENDMENTS THERETO AND ANY
AGREEMENTS MADE A PART OF THE
AGREEMENT OF AMENDMENTS
161
2.
ORCHARD APP, INC
C/O GOODWIN PROCTER LLP
ATTN: JEFF KLEIN
620 EIGHTH AVE
NEW YORK, NY 10018
ASSET PURCHASE AGREEMENT
DATED AS OF APRIL 20, 2018 AND ANY
AMENDMENTS THERETO AND ANY
AGREEMENTS MADE A PART OF THE
AGREEMENT OF AMENDMENTS
162
2.
ORCHARD APP, INC
ATTN: LINDSAY COHEN
386 PARK AVE S, 3RD FL
NEW YORK, NY 10016
JOINDER AGREEMENT, DATED AS OF
MAY 7, 2018, BETWEEN ORCHARD
APP, INC. AND KABBAGE, INC.
163
2.
ORCHARD APP, INC.
ATTN: LINDSAY COHEN
386 PARK AVE S, 3RD FL
NEW YORK, NY 10016
BILL OF SALE AND ASSIGNMENT
AGREEMENT, DATED AS OF MAY 7,
2018, BETWEEN KABBAGE, INC. AND
ORCHARD APP, INC.
164
2.
OTO ANALYTICS, INC.
548 MARKET ST., #73871
SAN FRANSISCO, CA 94104
REFERRAL AGREEMENT EFFECTIVE
APRIL 20, 2020
165
2.
OTO ANALYTICS, INC.
548 MARKET ST., #73871
SAN FRANSISCO, CA 94104
REFERRAL PROGRAM AGREEMENT
DATED APRIL 13TH, 2020
166
2.
P.A.B CONSULTING LLC DBA US
BUSINESS FINDING
1 MACARTHUR PLACE #350
SANTA ANA, CA 92707
PPP REFERRAL AGREEMENT APRIL 6,
2020
167
2.
Page 23 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 72 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
PHARMACENTRA LLC
105 INDUSTRIAL DR
AMERICUS, GA 31719
MASTER SERVICES AGREEMENT
DATED APRIL 9, 2020 AND ANY
STATEMENTS OF WORK, AND LETTER
OF TERMINATION DATED AUGUST 24,
2020
168
2.
PHARMACENTRA LLC,
105 INDUSTRIAL DR
AMERICUS, GA 31719
MASTER SERVICES AGREEMENT,
DATED APRIL 9, 2020, BY AND
BETWEEN PHARMACENTRA LLC, AND
KABBAGE, INC.
169
2.
QBE INSURANCE CORPORATION
ATTN: UNDERWRITING
55 WATER STREET
NEW YORK, NY 10041
EXCESS SIDE A-D/O POLICY 130003257
170
2.
QUICK FUNDING SOLUTIONS LLC
695 CROSS STREET
LAKEWOOD, NJ 8701
PPP REFERRAL AGREEMENT APRIL
20, 2022
171
2.
RADIUS INTELLIGENCE, INC.
353 SACRAMENTO ST, STE 200
SAN FRANCISCO, CA 94111
NON-COMPETITION AND NON-
SOLICITATION AGREEMENT, DATED
AS OF AUGUST 31, 2019, BY AND
BETWEEN KABBAGE, INC. AND RADIUS
INTELLIGENCE, INC.
172
2.
RAPID FINANCIAL
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
173
2.
RAPID FINANCIAL SERVICES, LLC
NOT AVAILABLE
ORIGINATOR MASTER SERVICES
AGREEMENT, DATED NOVEMBER 25,
2015, BY AND BETWEEN
RAPID FINANCIAL SERVICES, LLC
AND ORCHARD ELECTRONIC
MARKETS, LLC AND ASSIGNED TO
KABBAGE, INC. PURSUANT TO
CONTRACT ASSIGNMENT AGREEMENT
DATED MAY 7, 2018
174
2.
Page 24 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 73 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
REDWOOD GROWTH CAPITAL, LLC
500 7TH AVENUE
8TH FLOOR
NEW YORK, NY 10016
PPP REFERRAL AGREEMENT APRIL 10,
2020
175
2.
RELIAQUEST, LLC
ATTN: GREG FARRELL, MARK
ROSENBERG
777 S HARBOR ISLAND BLVD
TAMPA, FL 33602
ORDER #: Q-01509 EFFECTIVE
FEBRUARY 1, 2022
176
2.
RETAIL CAPITAL LLC D/B/A CREDIBLY
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
177
2.
RETAIL CAPITAL LLC DBA CREDIBLY
NOT AVAILABLE
MASTER SERVICES AGREEMENT,
DATED JANUARY 22, 2016, BY AND
BETWEEN RETAIL CAPITAL LLC
DBA CREDIBLY AND ORCHARD
ELECTRONIC MARKETS, LLC AND
ASSIGNED TO KABBAGE, INC.
PURSUANT TO CONTRACT
ASSIGNMENT AGREEMENT DATED
MAY 7, 2018
178
2.
REWARDS NETWORK ESTABLISHMENT
SERVICES INC.
2 N RIVERSIDE PL, STE 200
CHICAGO, IL 60606
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
14, 2020, BY AND BETWEEN
REWARDS NETWORK
ESTABLISHMENT SERVICES INC. AND
KABBAGE, INC.
179
2.
SAGE INTACCT, INC. F/K/A INTACCT
CORPORATION
300 PARK AVENUE, SUITE 1400
SAN JOSE, CA 95110
AGREEMENT DATED SEPTEMBER 17,
2014 AND ASSIGNED BY AMERICAN
EXPRESS KABBAGE INC. TO KABBAGE,
INC. AND ALL AMENDMENTS,
ADDENDUMS, WORK ORDERS,
STATEMENTS OF WORK
180
2.
Page 25 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 74 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
SALESFORCE
1 MARKET ST
SAN FRANCISCO, CA 94105
SERVICE AGREEMENT
181
2.
SALESFORCE.COM, INC
SALESFORCE TOWER
415 MISSION ST, 3RD FL
SAN FRANCISCO, CA 94105
MASTER SUBSCRIPTION AGREEMENT
DATED JUNE 6, 2020 AND ALL
AMENDMENTS, ADDENDUMS, AND
ORDER FORMS
182
2.
SECURED LENDER SOLUTIONS, LLC
P.O. BOX 2576
SPRINGFIELD, IL 62708
EQUIPMENT LEASES
183
2.
SMALL BUSINESS ADMINISTRATION
409 3RD ST SW
STE 7211
WASHINGTON, DC 20416
PPP SBA FORM 3507 APPLICATION
DATED APRIL 9, 2020 AND PAYCHECK
PROTECTION PROGRAM, NOTICE OF
FORM 3507 FROM SBA TO KABBAGE
184
2.
SOUTH STATE BANK
FKA CENTERSTATE BANK, NA
1101 1ST ST S
WINTER HAVEN, FL 33880
REFERRAL PROGRAM AGREEMENT
DATED APRIL 10, 2020 AND
TERMINATED EFFECTIVE MAY 15, 2021
185
2.
STERICYCLE INC
2355 WAUKEGAN RD
BANNOCKBURN, IL 60015
STANDARD AGREEMENT EFFECTIVE
MAY 9, 2022
186
2.
STONE RIDGE ALTERNATIVE LENDING
RISK PREMIUM FUND US HOLDINGS I
LLC,
C/O STONE RIDGE ASSET
MANAGEMENT LLC
ATTN: OPERATIONS, 510 MADISON
AVE, 21ST FL
NEW YORK, NY 10022
PARTICIPATION INTEREST SALE
AGREEMENT, DATED AS OF
DECEMBER 4, 2019, BY AND AMONG
WILMINGTON SAVINGS FUND
SOCIETY, FSB, NOT IN ITS INDIVIDUAL
CAPACITY BUT SOLELY AS THE
TRUSTEE OF ALTERNATIVE LENDING
HOLDINGS TRUST II, AS PURCHASER,
AND STONE RIDGE ALT
187
2.
Page 26 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 75 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
STONE RIDGE TRUST V
C/O STONE RIDGE ASSET
MANAGEMENT LLC ATTN:
OPERATIONS
510 MADISON AVE, 21ST FL
NEW YORK , NY 10022
BILL OF SALE AND ASSIGNMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG KABBAGE, INC., WILMINGTON
SAVINGS FUND SOCIETY, FSB, D/B/A
CHRISTIANA TRUST, NOT IN ITS
INDIVIDUAL CAPACITY BUT SOLELY
AS THE TRUSTEE OF ALTERNATIVE
LENDING HOLDINGS TRUST, AND
STONE RIDG
188
2.
STONE RIDGE TRUST V
C/O STONE RIDGE ASSET
MANAGEMENT LLC ATTN:
OPERATIONS
510 MADISON AVE, 21ST FL
NEW YORK , NY 10022
PARTICIPATION INTEREST SALE
AGREEMENT, DATED DECEMBER 4,
2018, BY AND AMONG PARTICIPATION
INTEREST SALE AGREEMENT, DATED
DECEMBER 4, 2018, BY AND AMONG
WILMINGTON SAVINGS FUND
SOCIETY, FSB, D/B/A CHRISTIANA
TRUST, NOT IN ITS INDIVIDUAL
CAPACITY BUT SOL
189
2.
STONE RIDGE TRUST V
C/O STONE RIDGE ASSET
MANAGEMENT LLC ATTN:
OPERATIONS
510 MADISON AVE, 21ST FL
NEW YORK , NY 10022
SIDE LETTER BETWEEN STONE RIDGE
TRUST V, ON BEHALF OF ITS SERIES,
THE STONE RIDGE ALTERNATIVE
LENDING RISK PREMIUM FUND, C/O
STONE RIDGE ASSET MANAGEMENT
LLC AND KABBAGE, INC. DATED
DECEMBER 4, 2018
190
2.
STRATEGIC CAPITAL
10551 BARKLEY, STE 403
OVERLAND PARK, KS 66212
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
3, 2020, BY AND BETWEEN
STRATEGIC CAPITAL AND KABBAGE,
INC.
191
2.
STRATEGIC FINANCIAL SOLUTIONS
LLC (PEERFORM)
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
192
2.
Page 27 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 76 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
SWIFT FINANCIAL CORPORATION
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
193
2.
SWIFT FINANCIAL CORPORATION
NOT AVAILABLE
MASTER SERVICES AGREEMENT,
DATED NOVEMBER 24, 2015, BY AND
BETWEEN SWIFT
FINANCIAL CORPORATION AND
ORCHARD ELECTRONIC MARKETS,
LLC AND ASSIGNED TO KABBAGE, INC.
PURSUANT TO CONTRACT
ASSIGNMENT AGREEMENT DATED
MAY 7, 2018
194
2.
TABLEAU SOFTWARE, LLC
1621 N 34TH ST.
SEATLE, WA 98103
TABLEAU ORDER NUMBER: 5428986
SIGNED FEBRUARY 28, 2022
195
2.
THE ENDURANCE INTERNATIONAL
GROUP, INC
10 CORPORATE DR
BURLINGTON, MA 01803
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
2, 2020, BY AND BETWEEN THE
ENDURANCE INTERNATIONAL GROUP,
INC. AND KABBAGE, INC.
196
2.
THE ENDURANCE INTERNATIONAL
GROUP, INC.
10 CORPORATE DRIVE
BURLINGTON, MA 1803
PPP REFERRAL AGREEMENT APRIL 3,
2020
197
2.
THE NATIONAL DIRECTORY OF
REGISTERED TAX RETURN
PREPARERS & PROFESSIONALS LTD
(PTIN.ORG) PTIN
2001 FROVE STREET
WANTAGH, NY 11793
PPP REFERRAL AGREEMENT APRIL 13,
2020
198
2.
THE PROVIDENCE BANK
5 MARKET ST
AMESBURY, MA 01913
REFERRAL PROGRAM AGREEMENT
DATED APRIL 2, 2020
199
2.
Page 28 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 77 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
THECUT, INC.
NOT AVAILABLE
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED MAY
7, 2020, BY AND BETWEEN THECUT,
INC. AND KABBAGE, INC.
200
2.
TRAFFICPOINT LTD
94 YIGAL ALON ST
TEL AVIV 6789139
ICELAND
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
6, 2020, BY AND BETWEEN
TRAFFICPOINT LTD AND KABBAGE,
INC.
201
2.
TRANSUNION RISK & ALTERNATIVE
DATA SOLUTIONS, INC
P.O. BOX 209047
DALLAS, TX 75320-9047
SUBSCRIBER AGREEMENT SIGNED
OCTOBER 21, 2014 AND ANY
AMENDMENTS, ADDENDUMS, OR
SUPPLEMENTS THERETO
202
2.
TREVELINO/KELLER & GROOVY
STUDIOS
981 JOSEPH E LOWERY BLVD, STE
100
ATLANTA, GA 30318
AGENCY SERVICES AGREEMENT
CONTRACT DATE APRIL 14, 2021
203
2.
TRITON MANAGEMENT GROUP
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
204
2.
TRUSTARC USA
ATTN: ANDY NGUYEN
2121 N CALIFORNIA BLVD, STE 290
WALNUT CREEK, CA 94569
QUOTE AND ORDER QUOTE NUMBER
QTE00057011 CONTRACT START DATE
MARCH 23, 2022
205
2.
UNITED CAPITAL SOURCE INC.
111 GREAT NECK RS, STE 416
GREAT NECK, NY 11021
PPP REFERRAL AGREEMENT APRIL 3,
2020
206
2.
UNITED RESOURCES ENTERPRISE
CORP D/B/A BRICKELL CAPITAL
FINANCE
175 SW 7TH STREET
SUITE 1900
MIAMI, FL 33130
PPP REFERRAL AGREEMENT APRIL 2,
2020
207
2.
Page 29 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 78 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
UNITED STATES SMALL BUSINESS
ADMINISTRATION
NOT AVAILABLE
CARES ACT SECTION 1102 LENDER
AGREEMENT – NON-BANK AND NON-
INSURED DEPOSITORY INSTITUTION
LENDERS, EXECUTED BY KABBAGE,
INC. ON APRIL 9, 2020 AND ANY
AMENDMENTS THERETO
208
2.
UNITED STATES SMALL BUSINESS
ADMINISTRATION
NOT AVAILABLE
CARES ACT SECTION 1102 LENDER
AGREEMENT – NON-BANK AND NON-
INSURED DEPOSITORY INSTITUTION
LENDERS SIGNED 4/9/2020 AND ANY
AMENDMENTS OR ADDENDUMS
THERETO
209
2.
UPLIFT, INC.
NOT AVAILABLE
CUSTOMER CONTRACT ACQUIRED BY
AND THROUGH THE ASSET PURCHASE
AGREEMENT DATED AS OF APRIL 20,
2018 (THE “AGREEMENT”) BY AND
AMONG ORCHARD APP, INC. AND
KABBAGE, INC.
210
2.
UPWISE CAPITAL, LLC
405 E 54TH STREET 4J
NEW YORK, NY 11561
REFERRAL PROGRAM AGREEMENT
4.10.2020
211
2.
URS TECHNOLOGIES SOLUTIONS LLC
ATTN: KAUSTAV CHATTERJEE,
MUKESH CHAMEDIA
1100 GREEN ST, STE 203
ISELIN, NJ 08830
DATA PROCESSING ADDENDUM
EFFECTIVE JANUARY 28, 2020 AND ALL
STATEMENTS OF WORK UNDER THIS
AGREEMENT
212
2.
URS TECHNOLOGIES SOLUTIONS LLC
ATTN: KAUSTAV CHATTERJEE,
MUKESH CHAMEDIA
1100 GREEN ST, STE 203
ISELIN, NJ 08830
MASTER SERVICE AGREEMENT DATED
SEPTEMBER 28, 2017 AND ANY
AMENDMENTS THERETO AND ALL
STATEMENTS OF WORK UNDER THIS
AGREEMENT
213
2.
VACO LLC
5501 VIRGINIA WAY, STE 120
BRENTWOOD, TN 37027
CLIENT SERVICES AGREEMENT
EFFECTIVE OCTOBER 15, 2020 AND
ANY ADDENDUMS OR AMENDMENTS
THERETO
#102001
214
2.
Page 30 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 79 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
VBJ CONSULTING LLC DBA YARROW
FINANCIAL
5100 TOWN CENTER CIR, STE 301
BOCA RATON, FL 33446
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
9, 2020, BY AND BETWEEN VBJ
CONSULTING LLC DBA YARROW
FINANCIAL AND KABBAGE, INC.
215
2.
VEEM INC.
50 OSGOOD PL, STE 200
SAN FRANCISCO, CA 94133
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
18, 2020, BY AND BETWEEN VEEM
INC. AND KABBAGE, INC.
216
2.
VENTURE LENDING & LEASING VII, INC
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
FORECLOSURE SALE AGREEMENT,
DATED AS OF AUGUST 31, 2019, BY
AND AMONG VENTURE LENDING &
LEASING VII, INC., VENTURE LENDING
& LEASING VIII, INC., KABBAGE
DIAMETER, LLC AND KABBAGE, INC.;
217
2.
VENTURE LENDING & LEASING VII, INC
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
JOINDER AGREEMENT, DATED AS OF
AUGUST 31, 2019, EXECUTED BY
VENTURE LENDING & LEASING VII,
INC. AND ACKNOWLEDGED AND
AGREED BY KABBAGE, INC.
218
2.
VENTURE LENDING & LEASING VII, INC
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
PATENT TRANSFER AGREEMENT,
DATED AS OF AUGUST 31, 2019, BY
AND AMONG VENTURE LENDING &
LEASING VII, INC., VENTURE LENDING
& LEASING VIII, INC. AND KABBAGE
DIAMETER, LLC
219
2.
VENTURE LENDING & LEASING VII, INC
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
STOCK ACQUISITION AGREEMENT,
DATED AS OF AUGUST 31, 2019, BY
AND AMONG VENTURE LENDING &
LEASING VII, INC., VENTURE LENDING
& LEASING VIII, INC. AND KABBAGE,
INC.
220
2.
Page 31 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 80 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
VENTURE LENDING & LEASING VIII, INC.
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
FORECLOSURE SALE AGREEMENT,
DATED AS OF AUGUST 31, 2019, BY
AND AMONG VENTURE LENDING &
LEASING VII, INC., VENTURE LENDING
& LEASING VIII, INC., KABBAGE
DIAMETER, LLC AND KABBAGE, INC.;
221
2.
VENTURE LENDING & LEASING VIII, INC.
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
JOINDER AGREEMENT, DATED AS OF
AUGUST 31, 2019, EXECUTED BY
VENTURE LENDING & LEASING VIII,
INC. AND ACKNOWLEDGED AND
AGREED BY KABBAGE, INC.
222
2.
VENTURE LENDING & LEASING VIII, INC.
ATTN: CHIEF FINANCIAL OFFICER
104 LA MESA DR, STE 102
PORTOLA VALLEY, CA 94028
STOCK ACQUISITION AGREEMENT,
DATED AS OF AUGUST 31, 2019, BY
AND AMONG VENTURE LENDING &
LEASING VII, INC., VENTURE LENDING
& LEASING VIII, INC. AND KABBAGE,
INC.
223
2.
VISA U.S.A., INC.
900 METRO CENTER BOULEVARD,
FOSTER CITY,, CA 94404
VISA DIRECT INCENTIVE AGREEMENT,
DATED AUGUST 13, 2018, BETWEEN
VISA U.S.A., INC. AND KABBAGE, INC.
224
2.
VITAL OUTSOURCING SERVICES, INC.
ATTN: ERIC PITTMAN
4775 PEACHTREE INDUSTRIAL
BLVD, STE 310
BERKELEY LAKE, GA 30092
MASTER SERVICES AGREEMENT,
DATED AS OF JUNE 4, 2020, BY AND
BETWEEN VITAL OUTSOURCING
SERVICES, INC. AND KABBAGE, INC.
225
2.
VITAL OUTSOURCINGSERVICES, INC.
4775 PEACHTREE INDUSTRIAL
BLVD, STE 310
BERKELEY LAKE, GA 30092
MASTER SERVICES AGREEMENT
DATED JUNE 4, 2020 AND ANY
ADDENDUMS AND STATEMENTS OF
WORK
226
2.
VITAL SOLUTIONS, INC
C/O BEDARD LAW GROUP , ATTN:
JOHN BEDARD
4855 RIVER GREEN PKWY, STE 310
DULUTH, GA 30096
SERVICE AGREEMENT
227
2.
Page 32 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 81 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
WELLS FARGO BANK. N.A.
ATTN: PAT KEDROWSKI
90 S 7TH ST, 5TH FL, N9305-05F
MINNEAPOLIS, MN 55402
SECURITIES ACCOUNT CONTROL
AGREEMENT, DATED JULY 2, 2020, BY
AND AMONG KABBAGE, INC., WELLS
FARGO SECURITIES, LLC, AND WELLS
FARGO BANK. N.A.
228
2.
WELLS FARGO BANK. N.A.
ATTN: PAT KEDROWSKI
90 S 7TH ST, 5TH FL, N9305-05F
MINNEAPOLIS, MN 55402
SECURITY AGREEMENT: SPECIFIC
RIGHTS TO PAYMENT, DATED JULY 2,
2020, BY AND BETWEEN KABBAGE,
INC. AND WELLS FARGO BANK. N.A.
229
2.
WELLS FARGO SECURITIES, LLC
ATTN: PAT KEDROWSKI
90 S 7TH ST, 5TH FL, N9305-05F
MINNEAPOLIS, MN 55402
SECURITIES ACCOUNT CONTROL
AGREEMENT, DATED JULY 2, 2020, BY
AND AMONG KABBAGE, INC., WELLS
FARGO SECURITIES, LLC, AND WELLS
FARGO BANK. N.A.
230
2.
WETRAVEL, INC.
480 2ND ST, STE 201
SAN FRANCISCO, CA 94107
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
21, 2020, BY AND BETWEEN
WETRAVEL, INC. AND KABBAGE, INC.
231
2.
WHEATEN FINANCIAL, INC.
130 MCCORMICK AVE. 130
COSTA MESA, CA 92626
REFERRAL PROGRAM AGREEMENT
APRIL 8, 2020
232
2.
WILMINGTON SAVINGS FUND SOCIETY,
FSB
AS THE TRUSTEE OF SMALL
BUSINESS LOAN ASSET TRUST
500 DELAWARE AVE, 11TH FL
WILMINGTON, DE 19801
EQUIPMENT LEASES
233
2.
WILMINGTON SAVINGS FUND SOCIETY,
FSB, AS THE TRUSTEE OF
ALTERNATIVE LENDING HOLDINGS
TRUST II
NOT AVAILABLE
PARTICIPATION INTEREST SALE
AGREEMENT, DATED AS OF
DECEMBER 4, 2019, BY AND AMONG
WILMINGTON SAVINGS FUND
SOCIETY, FSB, NOT IN ITS INDIVIDUAL
CAPACITY BUT SOLELY AS THE
TRUSTEE OF ALTERNATIVE LENDING
HOLDINGS TRUST II, AS PURCHASER,
AND STONE RIDGE ALT
234
2.
Page 33 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 82 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
WILMINGTON SAVINGS FUND SOCIETY,
FSB, D/B/A CHRISTIANA TRUST
NOT AVAILABLE
BACKUP SERVICING AGREEMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG KABBAGE, INC., FIRST
ASSOCIATES LOAN SERVICING, LLC
(NOW KNOWN AS VERVENT), FIRST
ASSOCIATES LOAN SERVICING, LLC,
ON BEHALF OF ITS SERIES, THE
STONE RIDGE ALTERNATIVE LENDING
RISK PREMIUM
235
2.
WILMINGTON SAVINGS FUND SOCIETY,
FSB, D/B/A CHRISTIANA TRUST
NOT AVAILABLE
BILL OF SALE AND ASSIGNMENT,
DATED DECEMBER 4, 2018, BY AND
AMONG KABBAGE, INC., WILMINGTON
SAVINGS FUND SOCIETY, FSB, D/B/A
CHRISTIANA TRUST, NOT IN ITS
INDIVIDUAL CAPACITY BUT SOLELY
AS THE TRUSTEE OF ALTERNATIVE
LENDING HOLDINGS TRUST, AND
STONE RIDG
236
2.
WILMINGTON SAVINGS FUND SOCIETY,
FSB, D/B/A CHRISTIANA TRUST
NOT AVAILABLE
PARTICIPATION INTEREST SALE
AGREEMENT, DATED DECEMBER 4,
2018, BY AND AMONG PARTICIPATION
INTEREST SALE AGREEMENT, DATED
DECEMBER 4, 2018, BY AND AMONG
WILMINGTON SAVINGS FUND
SOCIETY, FSB, D/B/A CHRISTIANA
TRUST, NOT IN ITS INDIVIDUAL
CAPACITY BUT SOL
237
2.
XCELLENCE, INC. D/B/A XACT DATA
DISCOVERY
DBA XACT DATA DISCOVERY, A
CONSILIO CO
5800 FOXRIDGE DR, STE 406
MISSION, KS 66202
STATEMENT OF WORK DATED MARCH
28, 2022,
238
2.
XL SPECIALITY INSURANCE COMPANY
100 CONSTITUTION PLAZA, 17TH
FLOOR
HARTFORD, CT 06103
D/O 1ST LAYER POLICY ELU170896-20
239
2.
Page 34 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 83 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
Name
Address
Contract ID
Expiration Date
Co-Debtor
Nature of the Debtor's Interest
ZENDESK
989 MARKET ST
SAN FRANCSCIO, CA 94103
STATEMENT OF WORK DATED
FEBRUARY 24, 2021 AND ALL
AMENDMENTS, ADDENDUMS, AND
SERVICE ORDERS THEREIN
240
2.
ZIP CAPITAL GROUP, LLC
26 EXECUTIVE PARK
SUITE 100
IRVINE, CA 92618
PPP REFERRAL AGREEMENT APRIL 10,
2020
241
2.
ZMC & ASSOCIATES LLC
2310 PARKLAKE DR STE 130
ATLANTA, GA 30345
PPP REFERRAL AGREEMENT DATED
04/21/2020
242
2.
ZMC & ASSOCIATES, LLC
2310 PARKLAKE DR, STE 130
ATLANTA, GA 30345
PAYCHECK PROTECTION PROGRAM
REFERRAL AGREEMENT, DATED APRIL
21, 2020, BY AND BETWEEN ZMC &
ASSOCIATES, LLC AND KABBAGE, INC.
243
2.
Page 35 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 84 of 88
Schedule G: Executory Contracts and Unexpired Leases
Kabbage, Inc.
Case Number:
22-10951
TOTAL NUMBER OF CONTRACTS: 243
Page 36 of 36 to Schedule G
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 85 of 88
Schedule H: Codebtors
Kabbage, Inc.
Case Number:
22-10951
No. Check this box and submit this form to the court with the debtor's other schedules. Nothing else needs to be reported on this form.
1.
Yes
In Column 1, list as codebtors all of the people or entities who are also liable for any debts listed by the debtor in the schedules of
creditors, Schedules D-G.
2.
Does the debtor have any codebtors?
Include all guarantors and co-obligors. In Column 2, identify the creditor to whom the debt is owed and each schedule on which the creditor is
listed. If the codebtor is liable on a debt to more than one creditor, list each creditor separately in Column 2.
Column 1
Column 2
Creditor Name
D
E/F
Applicable Schedule
G
Codebtor Name and Mailing Address
1
2.
Total Number of Co-Debtor / Creditor rows: 0
Page 1 of 1 to Schedule H
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 86 of 88
$0
1. Schedule A/B: Assets–Real and Personal Property (Official Form 206A/B)
1a. Real property:
Copy line 88 from Schedule A/B
..................................................................................................................
$686,206,453
1b. Total personal property:
Copy line 91A from Schedule A/B
..............................................................................................................
$686,206,453
1c. Total of all property:
Copy line 92 from Schedule A/B
...............................................................................................................
Part 1:
Summary of Assets
2. Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)
Part 2:
Summary of Liabilities
$0
3. Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)
3a. Total claim amounts of priority unsecured claims:
..................................................................................................................
$227,083
3b. Total amount of claims of nonpriority amount of unsecured claims:
..............................................................................................................
$536,450,941
..................................................................................................................
Copy the total dollar amount listed in Column A, Amount of claim, from line 3 of Schedule D
Copy the total claims from Part 1 from line 6a of Schedule E/F
Copy the total of the amount of claims from Part 2 from line 6b of Schedule E/F
4. Total liabilities
$536,678,024
...................................................................................................................................................
Lines 2 + 3a + 3b
+
+
Summary of Assets and Liabilities for Non-Individuals
Official Form 206Sum
12/15
Kabbage, Inc.
Debtor Name:
District of Delaware
United States Bankruptcy Court for the:
22-10951
Case Number (if known):
Fill in this information to identify the case:
Check if this is an
amended filing
Page 1 of 1 to Summary of Assets and Liabilities
Case 22-10951-CTG Doc 144 Filed 10/24/22 Page 87 of 88
Kabbage, Inc.
Signature:
Declaration and Signature
Executed on:
Name and Title
Declaration Under Penalty of Perjury for Non-Individual Debtors
/s/ David Walker
David Walker, Interim CFO
An individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must
sign and submit this form for the schedules of assets and liabilities, any other document that requires a declaration that
is not included in the document, and any amendments of those documents. This form must state the individual's position
or relationship to the debtor, the identity of the document, and the date. Bankruptcy Rules 1008 and 9011.
Warning -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or
property by fraud in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20
years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.
I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or another
individual serving as a representative of the debtor in this case.
I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct:
I declare under penalty of perjury that the foregoing is true and correct.
X
Schedule A/B: Assets-Real and Personal Property (Official Form 206A/B)
X
Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)
X
Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)
X
Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)
X
Schedule H: Codebtors (Official Form (206H)
X
Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum)
Amended Schedule ______________
Other document that requires a declaration _______________________________________________________________
Official Form 202
12/15
Debtor Name:
District of Delaware
United States Bankruptcy Court for the:
22-10951
Case Number (if known):
Fill in this information to identify the case and this filing:
10/24/2022
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