your January 13 letter for which data was readily available or where we already knew from looking into prior K‐Servicing

Summary

Exhibit 7, filed March 15, 2023 as Doc 685-7 in Case 22-10951-CTG, the Kabbage, Inc. d/b/a KServicing bankruptcy: an email chain between counsel for the debtors and counsel for American Express running from January 4, 2023 to February 17, 2023. The chain discusses requests made in a January 13 letter and lists items American Express identified in response, including incident reports, questionable activity reports, fraud flag categories and definitions, and results of screening procedures. It records that further data transfers would be handled with three service providers, subject to a written agreement such as an amendment to the TSA. It sets out a working definition of a loan file and Cross River Bank priorities, including origination and forgiveness documentation. It also records American Express's position on the scope of examination under Bankruptcy Rule 2004.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Full text

Case 22-10951-CTG   Doc 685-7   Filed 03/15/23   Page 1 of 12




                        Exhibit 7
                        Case 22-10951-CTG           Doc 685-7       Filed 03/15/23        Page 2 of 12




From:                                Mehta, Suniti N.
Sent:                                Friday, February 17, 2023 9:42 AM
To:                                  Arthur, Candace M.
Cc:                                  Davidoff, Amanda Flug; Bromley, James L.; Hwangpo, Natasha; Bentley, Chase;
                                     Tsekerides, Theodore; Ollestad, Jordan A.; Trinity Litigation; Fotos, Julia Prezioso
Subject:                             RE: KServicing/Amex


Candace,

I believe based on our call last week the outstanding item for us was to investigate whether there are any requests from
your January 13 letter for which data was readily available or where we already knew from looking into prior K‐Servicing
requests that the data was not available. Below are the requests we have identified:

    1.     Incident Reports (IRs) and narratives generated in connection with loan reviews – KServicing previously
           requested this information. American Express is not aware of any incident reports.
    2.     Questionable Activity Reports (QARs) – KServicing previously requested this information. American Express
           provided it to Sal Kafiti on September 8, 2022. We will provide it again via Box.
    3.     (i) Fraud flag categories with definitions for each flag; (ii) documentation of business reason business
           requirements that explain placement of flag; (iii) documentation of process to clear or confirm each category
           of suspected fraud – Kservicing previously requested this information. American Express provided a
           spreadsheet with available fraud flag definitions. We will provide it again via Box. American Express previously
           confirmed it is not aware of any additional documentation beyond the spreadsheet. A call was held with
           KServicing and American Express personnel on September 14, 2021 to discuss the fraud flags.
    4.     Results of any screening procedures – American Express recently pulled Kabbage LexisNexis and Threatmetrix
           data. We will provide it via Box. As per our discussions, collection and transfer of additional data should be part
           of further discussions with the service providers.

For the broader data requests, American Express gave signoff to Sal Kafiti at the beginning of the month to provide CRB
with the data dealt with in Sal’s request of January 31; we don’t know where that stands. We understood from our call
last week that other data requests would be addressed as part of a holistic discussion about transferring data to the
three service providers that KServicing will be working with. American Express is willing to assist with that work subject
to a written agreement, such as an amendment to the TSA. The next step, we believe, is setting up a call or calls with the
data experts at KServicing, American Express, and the three service providers, and to move that forward, your team was
going to have further discussions with your client and the three servicer providers. We would be happy to regroup if you
have any updates.

Thanks,
Suni


Suniti N. Mehta
+1 212 558 4083 (T)


From: Arthur, Candace M.
Sent: Thursday, February 16, 2023 8:45 AM
To: Mehta, Suniti N. ; Davidoff, Amanda Flug ; Bromley, James L.
Cc: Hwangpo, Natasha ; Bentley, Chase ; Tsekerides, Theodore ; Ollestad, Jordan A. ; Trinity Litigation
Subject: [EXTERNAL] RE: KServicing/Amex

                                                                1
                      Case 22-10951-CTG            Doc 685-7       Filed 03/15/23       Page 3 of 12


Suni, Amanda and Jim

Where are we on the below deliverables? I have repasted for ease of reference.

Supporting/Origination Documentation:
    Origination Documentation (application, resolution to borrower form, note, and supporting borrower docs)
    KYC/KYB Documents
    Borrower Communication Interaction
    Forgiveness documentation (application and supporting borrower docs)
    Narrative and Investigation Files (suspicious activity)




Candace M. Arthur
Partner
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax


From: Arthur, Candace M.
Sent: Monday, February 6, 2023 4:38 PM
To: 'Mehta, Suniti N.' <mehtas@sullcrom.com>; Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Bromley, James L.
<bromleyj@sullcrom.com>
Cc: Hwangpo, Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase <Chase.Bentley@weil.com>; Tsekerides,
Theodore <theodore.tsekerides@weil.com>; Ollestad, Jordan A. <Jordan.Ollestad@weil.com>; Trinity Litigation
<Trinity.Litigation@weil.com>
Subject: RE: KServicing/Amex

The rescheduled day and time should work for me but defer to Ted and Richard as well.

Two more datapoints to add to my email (1) definition of loan file CRB initially provided to us and (2) priority list they are
focused on

Please note, that the Servicing Files include “with respect to any [Loan (as defined under the LPA) or Asset (as defined
under the SSA)], the documents, files and records held or maintained by or on behalf of [Cross River] pertaining
specifically to such [Loan or Asset] or the servicing thereof, including, without limitation, computer files, data tapes,
books, records, electronic copies of documents, notes and [Loan Files (as defined under the LPA) and Asset Files (as
defined under the SSA)] relating to such [Loan or Asset].”

CRB Priorities:

Supporting/Origination Documentation:
    Origination Documentation (application, resolution to borrower form, note, and supporting borrower docs)
    KYC/KYB Documents
    Borrower Communication Interaction
    Forgiveness documentation (application and supporting borrower docs)
    Narrative and Investigation Files (suspicious activity)
                                                              2
                     Case 22-10951-CTG           Doc 685-7      Filed 03/15/23      Page 4 of 12




Candace M. Arthur
Partner
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax


From: Mehta, Suniti N. <mehtas@sullcrom.com>
Sent: Monday, February 6, 2023 4:21 PM
To: Arthur, Candace M. <Candace.Arthur@weil.com>; Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Bromley,
James L. <bromleyj@sullcrom.com>
Cc: Hwangpo, Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase <Chase.Bentley@weil.com>; Tsekerides,
Theodore <theodore.tsekerides@weil.com>; Ollestad, Jordan A. <Jordan.Ollestad@weil.com>; Trinity Litigation
<Trinity.Litigation@weil.com>
Subject: RE: KServicing/Amex

Candace,

Thank you for providing this information. Would it be possible to push our call tomorrow to Thursday after 4pm? As part
of that call, we’d like to discuss the attached email from Sal Kafiti to Amex.

Thanks,
Suni

Suniti N. Mehta
T: (212) 558‐4083 | F: (212) 558‐3588
mehtas@sullcrom.com

From: Arthur, Candace M. <Candace.Arthur@weil.com>
Sent: Monday, February 6, 2023 3:10 PM
To: Mehta, Suniti N. <mehtas@sullcrom.com>; Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Bromley, James L.
<bromleyj@sullcrom.com>
Cc: Hwangpo, Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase <Chase.Bentley@weil.com>; Tsekerides,
Theodore <theodore.tsekerides@weil.com>; Ollestad, Jordan A. <Jordan.Ollestad@weil.com>; Trinity Litigation
<Trinity.Litigation@weil.com>
Subject: [EXTERNAL] RE: KServicing/Amex

Jim, Amanda, and Suni

Thank you for the call last week. One of the items we discussed was the “loan file” request that Cross River Bank made
to you and your indication that a number of the components could be provided. We wanted to align on what is
considered a loan file so that we can similarly be responsive to the same request and ensure everyone is working from
the same definition. Please see the below table identifying our understanding of the ask – as also discussed with Cross
River Bank and let us know what is available and how soon it can be provided.

Best
Candace
                                                            3
                       Case 22-10951-CTG        Doc 685-7       Filed 03/15/23     Page 5 of 12


 Requirement                                                                Location of Information
 Loan details (funding date, borrower details, loan amount, current
 balance, forgiveness status, forgiveness amount, payment history, GP
 status, GP payment)                                                        Databricks


 KYC/KYB Documents                                                          Kore


 Borrower Communication Interactions                                        Kore


 Borrower Bank Info w/ACH Detail for Payments                               Kore


 Full list of loan transaction                                              CoreCredit

*Our understanding is that information that is unavailable in Databricks or CoreCredit would need to be sourced from
AmEx directly




Candace M. Arthur
Partner

Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax


From: Mehta, Suniti N. <mehtas@sullcrom.com>
Sent: Thursday, January 19, 2023 5:59 PM
To: Tsekerides, Theodore <theodore.tsekerides@weil.com>; Arthur, Candace M. <Candace.Arthur@weil.com>
Cc: Bromley, James L. <bromleyj@sullcrom.com>; Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Hwangpo,
Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase <Chase.Bentley@weil.com>; Ollestad, Jordan
<Jordan.Ollestad@weil.com>; Trinity Litigation <Trinity.Litigation@weil.com>
Subject: RE: KServicing/Amex

Ted, Candace,

Thank you for sharing these requests. As we’ve discussed, American Express is open to discussing its role in assisting
KServicing with its transition plans, including the requests that you have outlined. We do not believe that all of the
documentation, access, and resources that have been requested constitute information within the scope of examination
under Bankruptcy Rule 2004 or that American Express is obligated under the TSA to provide all of the requested
documentation, access, and resources. However, we agree that it is in the best interests of the parties to work
cooperatively and that it would be helpful to meet and confer on the requests. American Express requires more
information to understand what is being requested and the ultimate goal with respect to transitioning servicing. Some of
these requests may require weeks or months of development or other work to accomplish and so should be discussed in
the context of KServicing’s broader transition plans. Based on such discussions between the parties, a more
                                                           4
                     Case 22-10951-CTG          Doc 685-7       Filed 03/15/23      Page 6 of 12

comprehensive transition plan can be developed. In addition, to the extent that the requests seek documentation that
has not previously been provided to KServicing in response to prior requests, American Express will require time to
investigate whether such documentation exists. In light of the steps required to scope and respond to the requests, at
this time American Express cannot commit to providing all of the documentation, access, and resources requested by
February 17, 2023 but is willing to discuss a realistic timeframe for assisting KServicing.

Please let us know when you are available to discuss the requests next week.

Thanks,
Suni

Suniti N. Mehta
T: (212) 558‐4083 | F: (212) 558‐3588
mehtas@sullcrom.com

From: Tsekerides, Theodore <theodore.tsekerides@weil.com>
Sent: Friday, January 13, 2023 4:37 PM
To: Mehta, Suniti N. <mehtas@sullcrom.com>; Arthur, Candace M. <Candace.Arthur@weil.com>
Cc: Bromley, James L. <bromleyj@sullcrom.com>; Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Hwangpo,
Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase <Chase.Bentley@weil.com>; Ollestad, Jordan
<Jordan.Ollestad@weil.com>; Trinity Litigation <Trinity.Litigation@weil.com>
Subject: [EXTERNAL] RE: KServicing/Amex

Please see the attached letter and schedule listing the requests. Let’s discuss next week.

Thanks very much.




Theodore E. Tsekerides

Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
theodore.tsekerides@weil.com
+1 212 310 8218 Direct
+1 516 398 0510 Mobile
+1 212 310 8007 Fax



From: Mehta, Suniti N. <mehtas@sullcrom.com>
Sent: Wednesday, January 11, 2023 2:41 PM
To: Tsekerides, Theodore <theodore.tsekerides@weil.com>; Arthur, Candace M. <Candace.Arthur@weil.com>
Cc: Bromley, James L. <bromleyj@sullcrom.com>; Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Hwangpo,
Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase <Chase.Bentley@weil.com>; Ollestad, Jordan
<Jordan.Ollestad@weil.com>
Subject: RE: KServicing/Amex

Ted, Candace,

American Express consents to sharing the Merger Agreement, TSA, and Transfer, Assignment and Assumption
Agreement with Cross River Bank.
                                                           5
                       Case 22-10951-CTG          Doc 685-7       Filed 03/15/23      Page 7 of 12


We will come back to you on the draft protective order as soon as possible. As discussed on Friday, it would be helpful to
see the list of requests that we discussed, including details about the data transfer that KServicing is interested in
pursuing.

Thanks,
Suni

Suniti N. Mehta
T: (212) 558‐4083 | F: (212) 558‐3588
mehtas@sullcrom.com

From: Tsekerides, Theodore <theodore.tsekerides@weil.com>
Sent: Wednesday, January 11, 2023 8:27 AM
To: Arthur, Candace M. <Candace.Arthur@weil.com>
Cc: Bromley, James L. <bromleyj@sullcrom.com>; Mehta, Suniti N. <mehtas@sullcrom.com>; Davidoff, Amanda Flug
<davidoffa@sullcrom.com>; Hwangpo, Natasha <Natasha.Hwangpo@weil.com>; Bentley, Chase
<Chase.Bentley@weil.com>; Ollestad, Jordan <Jordan.Ollestad@weil.com>
Subject: [EXTERNAL] Re: KServicing/Amex

Actually, upon further review, the only agreement of these 3 that requires Amex’s consent is the TSA.

Jim, please let us know about the TSA and also let us know if there were any comments on the proposed protective
order we sent around a while back.

Thanks very much.

Theodore E. Tsekerides
Partner
Weil, Gotshal & Manges LLP
212‐310‐8218 Office
516‐398‐0510 Mobile


          On Jan 10, 2023, at 7:47 PM, Arthur, Candace M. <Candace.Arthur@weil.com> wrote:


          Jim, Suniti, and Amanda

          We wanted to see if you had a chance to speak to your client regarding our request for consent to share
          the following documents with Cross River Bank:

                          1. The Transition Services Agreement;
                          2. Agreement and Plan of Merger among American Express Travel Related Services
                             Company, Inc., Green Acquisition Merger Sub, Inc., Kabbage, Inc., Alpha Kabbage,
                             Inc., and Fortis Advisors, LLC, dated August 16, 2020, including all exhibits and
                             schedules thereto, as may be amended from time to time;
                          3. The Transfer, Assignment and Assumption Agreement between Kabbage, LLC and
                             Alpha Kabbage;

          Please advise. Subject to obtaining the requested consent we would like to provide Cross River with the
          documents before their 4pm deadline to object to the Disclosure Statement.
                                                             6
             Case 22-10951-CTG          Doc 685-7      Filed 03/15/23      Page 8 of 12


Best
Candace



Candace M. Arthur
Partner

Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax


From: Bromley, James L. <bromleyj@sullcrom.com>
Sent: Friday, January 6, 2023 1:03 PM
To: Arthur, Candace M. <Candace.Arthur@weil.com>
Cc: Tsekerides, Theodore <theodore.tsekerides@weil.com>; Mehta, Suniti N. <mehtas@sullcrom.com>;
Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Hwangpo, Natasha <Natasha.Hwangpo@weil.com>;
Bentley, Chase <Chase.Bentley@weil.com>
Subject: RE: [EXTERNAL] Re: KServicing/Amex

I can speak between 2:30 and 4


James L. Bromley
T: (212) 558‐4923 | F: (212) 291‐3588 | C: (973) 901‐6898
bromleyj@sullcrom.com

From: Arthur, Candace M. <Candace.Arthur@weil.com>
Sent: Friday, January 6, 2023 12:24 PM
To: Bromley, James L. <bromleyj@sullcrom.com>
Cc: Tsekerides, Theodore <theodore.tsekerides@weil.com>; Mehta, Suniti N. <mehtas@sullcrom.com>;
Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Hwangpo, Natasha <Natasha.Hwangpo@weil.com>;
Bentley, Chase <Chase.Bentley@weil.com>
Subject: RE: [EXTERNAL] Re: KServicing/Amex

Jim

Thank you for the flexibility. Would this afternoon work for you? Perhaps between 2‐4?




Candace M. Arthur
Partner

Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax

                                                   7
              Case 22-10951-CTG          Doc 685-7       Filed 03/15/23      Page 9 of 12

From: Bromley, James L. <bromleyj@sullcrom.com>
Sent: Thursday, January 5, 2023 6:06 PM
To: Arthur, Candace M. <Candace.Arthur@weil.com>
Cc: Tsekerides, Theodore <theodore.tsekerides@weil.com>; Mehta, Suniti N. <mehtas@sullcrom.com>;
Davidoff, Amanda Flug <davidoffa@sullcrom.com>; Hwangpo, Natasha <Natasha.Hwangpo@weil.com>;
Bentley, Chase <Chase.Bentley@weil.com>
Subject: RE: [EXTERNAL] Re: KServicing/Amex

Sure




From: Arthur, Candace M. <Candace.Arthur@weil.com>
Date: Thursday, Jan 05, 2023 at 5:31 PM
To: Bromley, James L. <bromleyj@sullcrom.com>
Cc: Tsekerides, Theodore <theodore.tsekerides@weil.com>, Mehta, Suniti N. <mehtas@sullcrom.com>,
Davidoff, Amanda Flug <davidoffa@sullcrom.com>, Hwangpo, Natasha <Natasha.Hwangpo@weil.com>,
Bentley, Chase <Chase.Bentley@weil.com>
Subject: Re: [EXTERNAL] Re: KServicing/Amex

Jim

We are in striking distance of resolving a contested matter that is scheduled for hearing tomorrow. Is it
possible to reschedule our call for tomorrow?


Candace M. Arthur

Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax


        On Jan 4, 2023, at 9:38 PM, Bromley, James L. <bromleyj@sullcrom.com> wrote:


        Ok




        From: Arthur, Candace M. <Candace.Arthur@weil.com>
        Date: Wednesday, Jan 04, 2023 at 9:32 PM
        To: Bromley, James L. <bromleyj@sullcrom.com>
        Cc: Tsekerides, Theodore <theodore.tsekerides@weil.com>, Mehta, Suniti N.
        <mehtas@sullcrom.com>, Davidoff, Amanda Flug <davidoffa@sullcrom.com>, Hwangpo,
        Natasha <Natasha.Hwangpo@weil.com>, Bentley, Chase <Chase.Bentley@weil.com>
        Subject: Re: [EXTERNAL] Re: KServicing/Amex

        Jim

                                                    8
    Case 22-10951-CTG             Doc 685-7          Filed 03/15/23   Page 10 of 12


Let’s shoot for 6:30. We will circulate a dial‐in.


Candace M. Arthur

Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
candace.arthur@weil.com
+1 212 310 8324 Direct
+1 212 310 8007 Fax


        On Jan 4, 2023, at 11:36 AM, Bromley, James L.
        <bromleyj@sullcrom.com> wrote:


        Ted,
        Thanks for getting back to me so quickly. I am in depositions tomorrow
        until 5:30. I can talk after that if it works for you.
        Jim




        From: Tsekerides, Theodore <theodore.tsekerides@weil.com>
        Date: Wednesday, Jan 04, 2023 at 11:09 AM
        To: Bromley, James L. <bromleyj@sullcrom.com>
        Cc: Mehta, Suniti N. <mehtas@sullcrom.com>, Davidoff, Amanda Flug
        <davidoffa@sullcrom.com>, Arthur, Candace M.
        <Candace.Arthur@weil.com>, Hwangpo, Natasha
        <Natasha.Hwangpo@weil.com>, Bentley, Chase
        <Chase.Bentley@weil.com>
        Subject: [EXTERNAL] Re: KServicing/Amex

        Thanks Jim. We agree it would make a lot of sense to discuss. Would
        you happen to have any availability tomorrow?

        Much appreciated.


        Theodore E. Tsekerides
        Partner
        Weil, Gotshal & Manges LLP
        212‐310‐8218 Office
        516‐398‐0510 Mobile


                 On Jan 4, 2023, at 10:33 AM, Bromley, James L.
                 <bromleyj@sullcrom.com> wrote:


                 Ted,
                                               9
            Case 22-10951-CTG             Doc 685-7       Filed 03/15/23      Page 11 of 12


                         Hope you enjoyed the holidays. We understand that
                         KServicing has approached American Express about
                         options for ongoing loan servicing following bankruptcy.
                         It would be helpful to find a time to discuss the current
                         status of your investigation with respect to the
                         bankruptcy and American Express, in order to facilitate
                         a conversation about options for loan servicing and
                         American Express’s role. Please let us know if you have
                         availability this week or early next week to discuss.

                         Best regards,

                         Jim


                         James L. Bromley
                         Sullivan & Cromwell LLP | 125 Broad Street |
                         New York, NY 10004‐2498
                         T: (212) 558‐4923 | F: (212) 291‐3588 | C: (973)
                         901‐6898
                         bromleyj@sullcrom.com |
                         http://www.sullcrom.com



                         This e-mail is sent by a law firm and contains
                         information that may be privileged and confidential.
                         If you are not the intended recipient, please delete
                         the e-mail and notify us immediately.



                The information contained in this email message is intended only for use
                of the individual or entity named above. If the reader of this message is
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