1025-00007 · Quorum Insurance Holdings · UCC Filings & Perfection

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UCC FINANCING STATEMENT

DRAFT — NOT FOR FILING

Prepared for Review Purposes Only — Not Yet Filed

DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS

DEBTOR: QUORUM RECEIVABLES HOLDING LLC

SECURED PARTY: QUORUM RECEIVABLES FUNDING 2022-1 LLC

Prepared by:

Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022

Attention: Yuki Nakamura, Esq.

Matter No.: 1025-00007

Date of Preparation: October 12, 2022

FILING JURISDICTION: DELAWARE SECRETARY OF STATE

NOTE: This UCC-1 Financing Statement is a DRAFT document prepared in connection with a proposed receivables securitization transaction. This financing statement has NOT been filed with the Delaware Secretary of State or any other filing office. The underlying transaction was shelved on November 14, 2022, and placed in dormant status on November 18, 2022. This document is maintained in the transaction file for reference purposes only and should not be submitted for filing without prior authorization from counsel. All terms, conditions, collateral descriptions, and party designations remain subject to final review, revision, and execution upon closing.

UCC FINANCING STATEMENT

(Form UCC1)

SECTION 1 — FILING OFFICE INFORMATION

Filing Office:

Delaware Secretary of State Division of Corporations John G. Townsend Building 401 Federal Street, Suite 4 Dover, Delaware 19901

Form Type: UCC Financing Statement (Form UCC1), filed pursuant to Article 9 of the Uniform Commercial Code as adopted in the State of Delaware, codified at Title 6, Chapter 9 of the Delaware Code (6 Del. C. § 9-501 et seq.).

Return Acknowledgment Copy To:

Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022

Attention: Yuki Nakamura, Esq.

Reference: Matter No. 1025-00007

This financing statement is being filed with the Delaware Secretary of State as the central filing office for the State of Delaware in accordance with 6 Del. C. § 9-501(a)(2), the Debtor being a registered organization organized under the laws of the State of Delaware.

SECTION 1a — DEBTOR INFORMATION (ORGANIZATION DEBTOR)

Name Verification Note: The Debtor's exact full legal name as set forth above — "Quorum Receivables Holding LLC" — has been verified against the Certificate of Formation of Quorum Receivables Holding LLC as filed with the Delaware Secretary of State on August 3, 2022, and recorded under File No. 7894228. The name as reflected in this financing statement matches, in all respects, the name as it appears on the public records of the Delaware Secretary of State. Counsel has confirmed the continued good standing of the Debtor as of October 11, 2022, by obtaining a certificate of good standing from the Delaware Division of Corporations. The name set forth in this Section 1a is intended to comply with the requirements of 6 Del. C. § 9-503(a)(1), which provides that a financing statement sufficiently provides the name of a registered organization only if the financing statement provides the name that is stated to be the registered organization's name on the public organic record most recently filed with or issued or enacted by the registered organization's jurisdiction of organization.

SECTION 2 — SECURED PARTY INFORMATION

Role of Secured Party: Quorum Receivables Funding 2022-1 LLC ("QRF 2022-1") is a Delaware limited liability company formed as a special purpose entity to serve as the Issuer in a proposed asset-backed securities transaction. QRF 2022-1 is the transferee and purchaser of the insurance premium finance receivables from Quorum Receivables Holding LLC ("QRH") under and pursuant to the Receivables Transfer Agreement described herein. QRF 2022-1 is designated as the Secured Party in this financing statement for purposes of perfecting its ownership interest in the transferred receivables and, to the extent the transfer is recharacterized as a secured financing, its first-priority security interest in the collateral described herein.

SECTION 3 — ASSIGNEE OF SECURED PARTY

Assignee Designation: No assignee of the Secured Party is designated at this time in connection with this UCC-1 filing.

Note Regarding Subsequent Filing: Upon closing of the proposed transaction, the security interest of QRF 2022-1 in the receivables and related collateral would be subject to a further grant in favor of Calvoneth Trust Company, N.A., a national banking association, in its capacity as Indenture Trustee under the Base Indenture and the Series 2022-1 Supplement (together, the "Indenture"), for the benefit of the holders of the Series 2022-1 Asset-Backed Notes. Such grant would be perfected by a separate UCC-1 Financing Statement to be filed with the Delaware Secretary of State, naming Quorum Receivables Funding 2022-1 LLC as Debtor and Calvoneth Trust Company, N.A., as Indenture Trustee, as Secured Party. That separate filing is identified as Filing No. 3 in the chain of related UCC filings described in the Filing Fee and Administrative Notes section of this document.

SECTION 4 — COLLATERAL DESCRIPTION

The collateral covered by this financing statement consists of the following (collectively, the "Collateral"):

4.1 — Insurance Premium Finance Receivables

All insurance premium finance receivables now existing or hereafter arising, whether now owned or hereafter acquired by Debtor, that have been transferred or purported to be transferred, conveyed, sold, assigned, set over, and otherwise delivered by Debtor, in its capacity as Transferor, to Secured Party, in its capacity as Transferee, pursuant to that certain Receivables Transfer Agreement, dated as of the Closing Date (as defined therein), by and between Quorum Receivables Holding LLC, a Delaware limited liability company, as Transferor, and Quorum Receivables Funding 2022-1 LLC, a Delaware limited liability company, as Transferee (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Receivables Transfer Agreement"), including, without limitation:

(a) all insurance premium finance receivables arising under or evidenced by insurance premium finance agreements entered into between Quorum Premium Finance LLC, a Delaware limited liability company (the "Originator"), and commercial policyholders in the United States, and subsequently transferred by the Originator to Debtor pursuant to the Receivables Purchase Agreement, dated as of the Closing Date, between Quorum Premium Finance LLC, as Seller, and Quorum Receivables Holding LLC, as Purchaser (the "Receivables Purchase Agreement");

(b) all insurance premium finance agreements, promissory notes, payment intangibles, instruments, and other agreements or documents evidencing, governing, or relating to such receivables, including all amendments, modifications, renewals, extensions, and replacements thereof;

(c) all rights to receive payments of principal, interest, finance charges, late fees, returned item fees, cancellation fees, and all other amounts payable by or on behalf of the obligors under or in respect of such receivables; and

(d) all receivables that are transferred, sold, conveyed, or assigned to Secured Party during the revolving period established under the Receivables Transfer Agreement, including all "Eligible Receivables" (as defined in the Receivables Transfer Agreement) that are added to the receivables pool from time to time in accordance with the terms and conditions thereof.

4.2 — Related Rights and Collateral

All of the following rights, interests, and collateral relating to the insurance premium finance receivables described in Section 4.1 above:

(a) all security interests in unearned premium refund rights securing or relating to such receivables, including all rights to receive refunds or credits of unearned premiums from insurance carriers, managing general agents, program administrators, or other parties upon cancellation, termination, or lapse of the underlying insurance policies;

(b) all rights under or in connection with insurance policies related to such receivables, including all rights to cancel such policies, to direct insurance carriers to return unearned premiums, and to receive payment of unearned premium refunds directly from insurance carriers or their agents;

(c) all collections, payments, recoveries, and other proceeds of or on account of any of the foregoing receivables, whether received in the form of cash, checks, wire transfers, automated clearing house ("ACH") payments, electronic funds transfers, credit card payments, or any other form of payment;

(d) all rights to enforce or collect upon such receivables, whether directly, through third-party collection agents, through legal proceedings, or through any other means, including all claims, causes of action, judgments, and remedies arising out of or relating to such receivables; and

(e) all rights to receive notices, consents, waivers, and other communications from or on behalf of the obligors under such receivables.

4.3 — Accounts and Proceeds

All of the following accounts and proceeds relating to the receivables described herein:

(a) all deposit accounts, securities accounts, commodity accounts, and other accounts (each as defined in the Uniform Commercial Code) in which collections, payments, recoveries, or other proceeds of the receivables are or may be deposited, held, credited, invested, or maintained, including, without limitation, the Collection Account, the Principal Funding Account, the Interest Funding Account, the Reserve Account, and any other accounts established and maintained pursuant to the Receivables Transfer Agreement or the Indenture;

(b) all cash, checks, drafts, wire transfers, ACH payments, electronic funds transfers, money orders, and other instruments or items representing or constituting collections or payments on the receivables;

(c) all general intangibles (as defined in 6 Del. C. § 9-102(a)(42)), contract rights, payment intangibles (as defined in 6 Del. C. § 9-102(a)(61)), commercial tort claims, and other intangible rights relating to the receivables or arising out of the transactions contemplated by the Receivables Transfer Agreement;

(d) all investment property (as defined in 6 Del. C. § 9-102(a)(49)), including any securities, financial assets, security entitlements, or other investment property acquired with or representing the proceeds of the receivables or collections thereon; and

(e) all books, records, files, ledger cards, computer programs, software, databases, electronic records, data tapes, backup tapes, optical media, and other documentation relating to the receivables, the obligors thereunder, or the administration, servicing, collection, or enforcement of the receivables, whether maintained in paper form, electronic form, or any other medium.

4.4 — Supporting Obligations and Insurance

All of the following supporting obligations, guarantees, insurance, and credit support relating to the receivables described herein:

(a) all supporting obligations (as defined in 6 Del. C. § 9-102(a)(77)) relating to the receivables, including all letters of credit, letter-of-credit rights, guarantees, suretyship agreements, and other credit support or enhancement provided by any person in connection with or supporting the payment or performance of the receivables;

(b) all guarantees, indemnities, insurance policies, surety bonds, and other credit support or credit enhancement provided by any person in connection with the receivables, whether provided by the obligors thereunder, affiliates of the obligors, insurance carriers, guarantors, or other third parties;

(c) all rights under the Receivables Transfer Agreement, including all representations, warranties, covenants, and agreements of the Transferor contained therein, and all rights to require the Transferor to repurchase, replace, or substitute receivables that fail to satisfy the eligibility criteria or that are subject to breaches of representations and warranties, including all repurchase price obligations and indemnification obligations of the Transferor; and

(d) all rights under the Receivables Purchase Agreement, including all representations, warranties, covenants, and agreements of the Originator contained therein, and all rights to require the Originator to repurchase, replace, or substitute receivables that fail to satisfy the eligibility criteria or that are subject to breaches of representations and warranties, to the extent such rights have been assigned to the Secured Party.

4.5 — Proceeds and Products

All proceeds (as defined in 6 Del. C. § 9-102(a)(64)) of any and all of the foregoing Collateral, in whatever form received, including, without limitation:

(a) all insurance proceeds payable by reason of loss or damage to, or in respect of, any of the foregoing Collateral;

(b) all unearned premium refund rights and all amounts paid or payable by insurance carriers as refunds of unearned premiums upon cancellation or termination of the underlying insurance policies;

(c) all condemnation awards, judgments, settlements, and other amounts received in connection with or on account of any of the foregoing Collateral;

(d) all interest, dividends, distributions, and other earnings or income on or from any of the foregoing Collateral or the investment or reinvestment of any proceeds thereof; and

(e) all products of any and all of the foregoing Collateral.

4.6 — Precautionary Filing Language

This financing statement is filed as a precautionary measure in connection with a transaction that the parties intend to constitute, and have structured as, a true sale and absolute transfer of the receivables and related collateral from Quorum Receivables Holding LLC, as Transferor, to Quorum Receivables Funding 2022-1 LLC, as Transferee, pursuant to the Receivables Transfer Agreement. It is the express intent of the parties that the transfer of the receivables and related collateral contemplated by the Receivables Transfer Agreement shall constitute a sale, transfer, and absolute assignment of such receivables and related collateral, and not a grant of a security interest by QRH to QRF 2022-1 to secure a debt or other obligation of QRH. The filing of this financing statement shall not be construed as an admission by any party that the transaction is other than a true sale.

Notwithstanding the foregoing, if, contrary to the parties' intention and express agreement, the transfer of the receivables and related collateral from QRH to QRF 2022-1 pursuant to the Receivables Transfer Agreement were to be recharacterized by a court of competent jurisdiction or any other governmental authority as a secured financing or a pledge, rather than a true sale and absolute transfer, then this financing statement is intended to, and shall be deemed to, perfect a first-priority security interest in favor of Quorum Receivables Funding 2022-1 LLC, as Secured Party, in all of the Collateral described in Sections 4.1 through 4.5 above, and all proceeds and products thereof, to secure all obligations of Quorum Receivables Holding LLC to Quorum Receivables Funding 2022-1 LLC arising under or in connection with the Receivables Transfer Agreement.

This filing is made in connection with, and by reference incorporates the provisions of, the Receivables Transfer Agreement (execution draft version 3, dated October 12, 2022), including the back-up security interest grant provisions contained in Section 9.01 thereof, which provides for the grant of a first-priority security interest by QRH to QRF 2022-1 in all of the foregoing Collateral in the event that the transfer of the receivables is recharacterized as a secured financing.

SECTION 5 — TYPE OF FILING / ADDITIONAL INFORMATION

Collateral Type Designations: This financing statement covers Collateral that is or includes the following types of personal property, as defined in Article 9 of the Uniform Commercial Code:

• [X] Accounts

• [X] Chattel Paper (including electronic chattel paper and tangible chattel paper)

• [X] Payment Intangibles

• [X] General Intangibles

• [X] Instruments

• [X] Deposit Accounts

• [X] Investment Property

• [ ] Goods (including equipment, inventory, consumer goods, farm products)

• [ ] Fixtures

• [ ] As-Extracted Collateral

• [ ] Timber to Be Cut

• [ ] Manufactured Home

Transmitting Utility Designation:

• [ ] Debtor is a transmitting utility.

The Debtor is NOT a transmitting utility. This box is not checked.

Precautionary Filing Designation:

• [X] This financing statement is filed as a precautionary filing. See precautionary language set forth in Section 4.6 of the Collateral Description above.

Alternative Designation: This financing statement is filed both (i) as a filing to perfect the ownership interest of QRF 2022-1 in the transferred receivables and related collateral in connection with a true sale transaction, and (ii) as a precautionary security interest filing to perfect a first-priority security interest in favor of QRF 2022-1 in the event that such true sale transaction is recharacterized as a secured financing.

SECTION 6 — FILER INFORMATION / SEND ACKNOWLEDGMENT TO

Filed By / Return Acknowledgment Copy To:

Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022

Attention: Yuki Nakamura, Esq.

Telephone: (212) 558-4000 Facsimile: (212) 558-3588

Email: ynakamura@calderwoodharkness.com

Reference: Matter No. 1025-00007 Client Reference: Quorum Receivables Funding 2022-1 LLC — Series 2022-1 Asset-Backed Notes

EXHIBIT A

FINANCING STATEMENT ADDENDUM

(COLLATERAL DESCRIPTION — EXTENDED)

Debtor Name: Quorum Receivables Holding LLC

Secured Party Name: Quorum Receivables Funding 2022-1 LLC

This Financing Statement Addendum supplements and is filed in connection with the UCC Financing Statement to which it is attached. The Collateral described herein is in addition to, and is intended to supplement and restate in its entirety, the description of Collateral set forth in Section 4 of the UCC Financing Statement. To the extent of any conflict or inconsistency between the description of Collateral set forth in this Exhibit A and the description set forth in Section 4 of the UCC Financing Statement, the description set forth in this Exhibit A shall control.

COLLATERAL DESCRIPTION. The Collateral consists of all of the following property, rights, and interests, whether now existing or hereafter arising, wherever located:

I. Insurance Premium Finance Receivables. All insurance premium finance receivables now existing or hereafter arising, whether now owned or hereafter acquired by Debtor, that have been or will be transferred, conveyed, sold, assigned, set over, or otherwise delivered by Debtor, in its capacity as Transferor, to Secured Party, in its capacity as Transferee, pursuant to the Receivables Transfer Agreement, dated as of the Closing Date, between Quorum Receivables Holding LLC, as Transferor, and Quorum Receivables Funding 2022-1 LLC, as Transferee (the "Receivables Transfer Agreement"), including all insurance premium finance agreements, promissory notes, payment intangibles, instruments, and other agreements or documents evidencing, governing, or relating to such receivables, and all rights to receive payments of principal, interest, finance charges, late fees, returned item fees, cancellation fees, and all other amounts payable thereunder.

Nature of Receivables. The insurance premium finance receivables consist of short-term insurance premium finance loans originated by Quorum Premium Finance LLC, a Delaware limited liability company (the "Originator"), to commercial policyholders located in the United States. Each such receivable arises from a premium finance agreement pursuant to which the Originator has advanced funds on behalf of a commercial policyholder to pay insurance premiums to one or more insurance carriers, and the policyholder has agreed to repay such advance in installments over a period not exceeding twelve (12) months. All receivables are denominated in United States dollars. Each receivable is secured by the policyholder's assignment to the Originator (and its assigns) of the right to receive any unearned premium refund payable by the applicable insurance carrier upon cancellation or termination of the financed insurance policy.

Initial Receivables Pool. As of the initial cut-off date of June 30, 2022, the receivables pool transferred to the Debtor by the Originator consisted of the following:

Revolving Period Receivables. During the twenty-four (24) month revolving period established under the Receivables Transfer Agreement (the "Revolving Period"), additional receivables meeting the eligible receivables criteria set forth in the Receivables Transfer Agreement (the "Eligible Receivables Criteria") will be transferred by Debtor to Secured Party from time to time and shall become part of the Collateral described herein. All such additional receivables, upon transfer, shall be subject to this financing statement and the security interest perfected hereby.

II. Related Rights and Collateral. All security interests in unearned premium refund rights securing such receivables; all rights under insurance policies related to such receivables, including rights to unearned premium refunds from insurance carriers upon cancellation; all collections, payments, and other proceeds of or on account of any of the foregoing receivables; and all rights to enforce or collect upon such receivables, whether directly or through third parties.

III. Accounts and Proceeds. All deposit accounts, securities accounts, and other accounts in which collections or proceeds of the receivables are deposited or held; all cash, checks, drafts, wire transfers, ACH payments, and other instruments representing collections; all general intangibles, contract rights, and payment intangibles relating to the receivables; and all books, records, files (including electronic records and data tapes), and other documentation relating to the receivables.

IV. Supporting Obligations and Insurance. All supporting obligations (as defined in the UCC) relating to the receivables; all guarantees, indemnities, insurance, and other credit support relating to the receivables; and all rights under the Receivables Transfer Agreement, including representations, warranties, and repurchase obligations.

V. Proceeds and Products. All proceeds (as defined in Section 9-102(a)(64) of the UCC) of any and all of the foregoing, including insurance proceeds, refund rights, and condemnation awards, and all products of any and all of the foregoing.

VI. Precautionary Filing. This financing statement is filed as a precautionary measure in connection with a transaction that the parties intend to be a true sale and absolute transfer of the receivables from Quorum Receivables Holding LLC to Quorum Receivables Funding 2022-1 LLC, and not a secured financing. Notwithstanding such characterization, if such transfer were to be recharacterized as a secured financing rather than a true sale, this financing statement is intended to perfect a first-priority security interest in favor of Quorum Receivables Funding 2022-1 LLC in all of the above-described Collateral. Cross-reference is made to the Receivables Transfer Agreement (execution draft v3, dated October 12, 2022) and the back-up security interest grant provisions contained in Section 9.01 thereof.

FILING FEE AND ADMINISTRATIVE NOTES

Filing Fee: The standard filing fee schedule of the Delaware Secretary of State applies to this UCC-1 Financing Statement. As of the date of preparation, the standard filing fee for a UCC Financing Statement filed with the Delaware Secretary of State is $141.00 for electronic filing and $176.00 for paper filing, plus any applicable addendum fees. The exact fee will be confirmed at the time of filing.

Filing Method: This financing statement is to be filed electronically through the Delaware Secretary of State's online UCC filing system, or alternatively by mail to the Division of Corporations at the address set forth in Section 1 above, upon closing of the transaction.

Status:

DRAFT — Filing authorized but not yet submitted. The underlying transaction — the proposed issuance of $500,000,000 in asset-backed notes by Quorum Receivables Funding 2022-1 LLC — was shelved by direction of the sponsor, Quorum Insurance Holdings Corp., on November 14, 2022, due to adverse market conditions and the inability to achieve target pricing for the notes. The matter was formally placed in dormant status on November 18, 2022, pursuant to the direction of Sandra Ling-Hwang, General Counsel of Quorum Insurance Holdings Corp. This financing statement has not been filed with the Delaware Secretary of State or any other filing office and remains in draft form pending further instruction.

Related UCC Filings: This UCC-1 Financing Statement is part of a chain of three related UCC filings that were prepared in connection with the proposed transaction. The full chain is as follows:

1. Filing No. 1: UCC-1 Financing Statement — Quorum Premium Finance LLC (Debtor) / Quorum Receivables Holding LLC (Secured Party). Purpose: To perfect the transfer and/or security interest in the insurance premium finance receivables transferred from the Originator (QPF) to the depositor entity (QRH) pursuant to the Receivables Purchase Agreement.

2. Filing No. 2 (THIS FILING): UCC-1 Financing Statement — Quorum Receivables Holding LLC (Debtor) / Quorum Receivables Funding 2022-1 LLC (Secured Party). Purpose: To perfect the transfer and/or security interest in the insurance premium finance receivables transferred from the depositor entity (QRH) to the issuer SPV (QRF 2022-1) pursuant to the Receivables Transfer Agreement.

3. Filing No. 3: UCC-1 Financing Statement — Quorum Receivables Funding 2022-1 LLC (Debtor) / Calvoneth Trust Company, N.A., as Indenture Trustee (Secured Party). Purpose: To perfect the first-priority security interest of the Indenture Trustee in all assets of QRF 2022-1, including the receivables and related collateral, for the benefit of the holders of the Series 2022-1 Asset-Backed Notes, pursuant to the Indenture.

None of the three related filings described above has been submitted to or accepted by the Delaware Secretary of State. All three filings remain in draft form as of the date hereof.

CERTIFICATION / SIGNATURE BLOCK

AUTHORIZATION AND CERTIFICATION

The undersigned, being a duly authorized representative of the Debtor named in this financing statement, hereby authorizes the filing of this UCC-1 Financing Statement with the Delaware Secretary of State and certifies that the information set forth herein is true and correct in all material respects.

DEBTOR:

QUORUM RECEIVABLES HOLDING LLC

By: ________

Name: Eleanor M. Vasquez

Title: Independent Manager (Fortbridge Corporate Services LLC)

Date: ________

OR, IN THE ALTERNATIVE:

QUORUM RECEIVABLES HOLDING LLC

By: ________

Name: Sandra Ling-Hwang

Title: Manager of Quorum Premium Finance LLC, the sole member of Quorum Receivables Holding LLC

Date: ________

NOTE: Signature not yet executed. This document remains in draft form only. Neither Eleanor M. Vasquez nor Sandra Ling-Hwang has executed this financing statement. Authorization to execute and file this UCC-1 Financing Statement is contingent upon closing of the transaction, which has been shelved as of November 14, 2022.

This document has been prepared by Calderwood & Harkness LLP as counsel to Quorum Receivables Funding 2022-1 LLC (the "Issuer") in connection with the proposed issuance of $500,000,000 in aggregate principal amount of Series 2022-1 Asset-Backed Notes backed by insurance premium finance receivables. This draft has not been filed with the Delaware Secretary of State or any other filing office and remains subject to final review, revision, and execution upon closing of the transaction. No representation is made that this document is in final form or that the transaction described herein will be consummated. This document is subject to the attorney-client privilege and the work product doctrine and is provided to the recipients solely for purposes of review and comment in connection with the proposed transaction.

Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022 Matter No.: 1025-00007

[END OF DOCUMENT]

Field	Information
Debtor's Exact Full Legal Name:	Quorum Receivables Holding LLC
Debtor Type:	Organization — Limited Liability Company
Jurisdiction of Organization:	Delaware
Organizational Identification Number:	DE SOS File No. 7894228
Debtor's Mailing Address:	400 Atlantic Street, Suite 2200, Stamford, CT 06901
Employer Identification Number (EIN):	88-1247619
Field	Information
Secured Party's Exact Full Legal Name:	Quorum Receivables Funding 2022-1 LLC
Secured Party Type:	Organization — Limited Liability Company
Jurisdiction of Organization:	Delaware
Organizational Identification Number:	DE SOS File No. 7894231
Secured Party's Mailing Address:	400 Atlantic Street, Suite 2200, Stamford, CT 06901 (c/o Quorum Insurance Holdings Corp.)
Employer Identification Number (EIN):	88-1247653
Characteristic	Value
Aggregate Principal Balance:	Approximately $612,000,000
Number of Receivables:	Approximately 82,400 loans
Weighted Average Annual Percentage Rate (APR):	7.85%
Weighted Average Remaining Term:	5.7 months
Maximum Original Term:	12 months
Currency:	United States Dollars (USD)
Obligor Type:	U.S. Commercial Policyholders
Originator:	Quorum Premium Finance LLC

UCC FINANCING STATEMENT
DRAFT — NOT FOR FILING
Prepared for Review Purposes Only — Not Yet Filed
DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS
DEBTOR: QUORUM RECEIVABLES HOLDING LLC
SECURED PARTY: QUORUM RECEIVABLES FUNDING 2022-1 LLC
Prepared by:
Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022
Attention: Yuki Nakamura, Esq.
Matter No.: 1025-00007
Date of Preparation: October 12, 2022
FILING JURISDICTION: DELAWARE SECRETARY OF STATE
NOTE: This UCC-1 Financing Statement is a DRAFT document prepared in connection with a proposed receivables securitization transaction. This financing statement has NOT been filed with the Delaware Secretary of State or any other filing office. The underlying transaction was shelved on November 14, 2022, and placed in dormant status on November 18, 2022. This document is maintained in the transaction file for reference purposes only and should not be submitted for filing without prior authorization from counsel. All terms, conditions, collateral descriptions, and party designations remain subject to final review, revision, and execution upon closing.
UCC FINANCING STATEMENT
(Form UCC1)
SECTION 1 — FILING OFFICE INFORMATION
Filing Office:
Delaware Secretary of State Division of Corporations John G. Townsend Building 401 Federal Street, Suite 4 Dover, Delaware 19901
Form Type: UCC Financing Statement (Form UCC1), filed pursuant to Article 9 of the Uniform Commercial Code as adopted in the State of Delaware, codified at Title 6, Chapter 9 of the Delaware Code (6 Del. C. § 9-501 et seq.).
Return Acknowledgment Copy To:
Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022
Attention: Yuki Nakamura, Esq.
Reference: Matter No. 1025-00007
This financing statement is being filed with the Delaware Secretary of State as the central filing office for the State of Delaware in accordance with 6 Del. C. § 9-501(a)(2), the Debtor being a registered organization organized under the laws of the State of Delaware.
SECTION 1a — DEBTOR INFORMATION (ORGANIZATION DEBTOR)
Name Verification Note: The Debtor's exact full legal name as set forth above — "Quorum Receivables Holding LLC" — has been verified against the Certificate of Formation of Quorum Receivables Holding LLC as filed with the Delaware Secretary of State on August 3, 2022, and recorded under File No. 7894228. The name as reflected in this financing statement matches, in all respects, the name as it appears on the public records of the Delaware Secretary of State. Counsel has confirmed the continued good standing of the Debtor as of October 11, 2022, by obtaining a certificate of good standing from the Delaware Division of Corporations. The name set forth in this Section 1a is intended to comply with the requirements of 6 Del. C. § 9-503(a)(1), which provides that a financing statement sufficiently provides the name of a registered organization only if the financing statement provides the name that is stated to be the registered organization's name on the public organic record most recently filed with or issued or enacted by the registered organization's jurisdiction of organization.
SECTION 2 — SECURED PARTY INFORMATION
Role of Secured Party: Quorum Receivables Funding 2022-1 LLC ("QRF 2022-1") is a Delaware limited liability company formed as a special purpose entity to serve as the Issuer in a proposed asset-backed securities transaction. QRF 2022-1 is the transferee and purchaser of the insurance premium finance receivables from Quorum Receivables Holding LLC ("QRH") under and pursuant to the Receivables Transfer Agreement described herein. QRF 2022-1 is designated as the Secured Party in this financing statement for purposes of perfecting its ownership interest in the transferred receivables and, to the extent the transfer is recharacterized as a secured financing, its first-priority security interest in the collateral described herein.
SECTION 3 — ASSIGNEE OF SECURED PARTY
Assignee Designation: No assignee of the Secured Party is designated at this time in connection with this UCC-1 filing.
Note Regarding Subsequent Filing: Upon closing of the proposed transaction, the security interest of QRF 2022-1 in the receivables and related collateral would be subject to a further grant in favor of Calvoneth Trust Company, N.A., a national banking association, in its capacity as Indenture Trustee under the Base Indenture and the Series 2022-1 Supplement (together, the "Indenture"), for the benefit of the holders of the Series 2022-1 Asset-Backed Notes. Such grant would be perfected by a separate UCC-1 Financing Statement to be filed with the Delaware Secretary of State, naming Quorum Receivables Funding 2022-1 LLC as Debtor and Calvoneth Trust Company, N.A., as Indenture Trustee, as Secured Party. That separate filing is identified as Filing No. 3 in the chain of related UCC filings described in the Filing Fee and Administrative Notes section of this document.
SECTION 4 — COLLATERAL DESCRIPTION
The collateral covered by this financing statement consists of the following (collectively, the "Collateral"):
4.1 — Insurance Premium Finance Receivables
All insurance premium finance receivables now existing or hereafter arising, whether now owned or hereafter acquired by Debtor, that have been transferred or purported to be transferred, conveyed, sold, assigned, set over, and otherwise delivered by Debtor, in its capacity as Transferor, to Secured Party, in its capacity as Transferee, pursuant to that certain Receivables Transfer Agreement, dated as of the Closing Date (as defined therein), by and between Quorum Receivables Holding LLC, a Delaware limited liability company, as Transferor, and Quorum Receivables Funding 2022-1 LLC, a Delaware limited liability company, as Transferee (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the "Receivables Transfer Agreement"), including, without limitation:
(a) all insurance premium finance receivables arising under or evidenced by insurance premium finance agreements entered into between Quorum Premium Finance LLC, a Delaware limited liability company (the "Originator"), and commercial policyholders in the United States, and subsequently transferred by the Originator to Debtor pursuant to the Receivables Purchase Agreement, dated as of the Closing Date, between Quorum Premium Finance LLC, as Seller, and Quorum Receivables Holding LLC, as Purchaser (the "Receivables Purchase Agreement");
(b) all insurance premium finance agreements, promissory notes, payment intangibles, instruments, and other agreements or documents evidencing, governing, or relating to such receivables, including all amendments, modifications, renewals, extensions, and replacements thereof;
(c) all rights to receive payments of principal, interest, finance charges, late fees, returned item fees, cancellation fees, and all other amounts payable by or on behalf of the obligors under or in respect of such receivables; and
(d) all receivables that are transferred, sold, conveyed, or assigned to Secured Party during the revolving period established under the Receivables Transfer Agreement, including all "Eligible Receivables" (as defined in the Receivables Transfer Agreement) that are added to the receivables pool from time to time in accordance with the terms and conditions thereof.
4.2 — Related Rights and Collateral
All of the following rights, interests, and collateral relating to the insurance premium finance receivables described in Section 4.1 above:
(a) all security interests in unearned premium refund rights securing or relating to such receivables, including all rights to receive refunds or credits of unearned premiums from insurance carriers, managing general agents, program administrators, or other parties upon cancellation, termination, or lapse of the underlying insurance policies;
(b) all rights under or in connection with insurance policies related to such receivables, including all rights to cancel such policies, to direct insurance carriers to return unearned premiums, and to receive payment of unearned premium refunds directly from insurance carriers or their agents;
(c) all collections, payments, recoveries, and other proceeds of or on account of any of the foregoing receivables, whether received in the form of cash, checks, wire transfers, automated clearing house ("ACH") payments, electronic funds transfers, credit card payments, or any other form of payment;
(d) all rights to enforce or collect upon such receivables, whether directly, through third-party collection agents, through legal proceedings, or through any other means, including all claims, causes of action, judgments, and remedies arising out of or relating to such receivables; and
(e) all rights to receive notices, consents, waivers, and other communications from or on behalf of the obligors under such receivables.
4.3 — Accounts and Proceeds
All of the following accounts and proceeds relating to the receivables described herein:
(a) all deposit accounts, securities accounts, commodity accounts, and other accounts (each as defined in the Uniform Commercial Code) in which collections, payments, recoveries, or other proceeds of the receivables are or may be deposited, held, credited, invested, or maintained, including, without limitation, the Collection Account, the Principal Funding Account, the Interest Funding Account, the Reserve Account, and any other accounts established and maintained pursuant to the Receivables Transfer Agreement or the Indenture;
(b) all cash, checks, drafts, wire transfers, ACH payments, electronic funds transfers, money orders, and other instruments or items representing or constituting collections or payments on the receivables;
(c) all general intangibles (as defined in 6 Del. C. § 9-102(a)(42)), contract rights, payment intangibles (as defined in 6 Del. C. § 9-102(a)(61)), commercial tort claims, and other intangible rights relating to the receivables or arising out of the transactions contemplated by the Receivables Transfer Agreement;
(d) all investment property (as defined in 6 Del. C. § 9-102(a)(49)), including any securities, financial assets, security entitlements, or other investment property acquired with or representing the proceeds of the receivables or collections thereon; and
(e) all books, records, files, ledger cards, computer programs, software, databases, electronic records, data tapes, backup tapes, optical media, and other documentation relating to the receivables, the obligors thereunder, or the administration, servicing, collection, or enforcement of the receivables, whether maintained in paper form, electronic form, or any other medium.
4.4 — Supporting Obligations and Insurance
All of the following supporting obligations, guarantees, insurance, and credit support relating to the receivables described herein:
(a) all supporting obligations (as defined in 6 Del. C. § 9-102(a)(77)) relating to the receivables, including all letters of credit, letter-of-credit rights, guarantees, suretyship agreements, and other credit support or enhancement provided by any person in connection with or supporting the payment or performance of the receivables;
(b) all guarantees, indemnities, insurance policies, surety bonds, and other credit support or credit enhancement provided by any person in connection with the receivables, whether provided by the obligors thereunder, affiliates of the obligors, insurance carriers, guarantors, or other third parties;
(c) all rights under the Receivables Transfer Agreement, including all representations, warranties, covenants, and agreements of the Transferor contained therein, and all rights to require the Transferor to repurchase, replace, or substitute receivables that fail to satisfy the eligibility criteria or that are subject to breaches of representations and warranties, including all repurchase price obligations and indemnification obligations of the Transferor; and
(d) all rights under the Receivables Purchase Agreement, including all representations, warranties, covenants, and agreements of the Originator contained therein, and all rights to require the Originator to repurchase, replace, or substitute receivables that fail to satisfy the eligibility criteria or that are subject to breaches of representations and warranties, to the extent such rights have been assigned to the Secured Party.
4.5 — Proceeds and Products
All proceeds (as defined in 6 Del. C. § 9-102(a)(64)) of any and all of the foregoing Collateral, in whatever form received, including, without limitation:
(a) all insurance proceeds payable by reason of loss or damage to, or in respect of, any of the foregoing Collateral;
(b) all unearned premium refund rights and all amounts paid or payable by insurance carriers as refunds of unearned premiums upon cancellation or termination of the underlying insurance policies;
(c) all condemnation awards, judgments, settlements, and other amounts received in connection with or on account of any of the foregoing Collateral;
(d) all interest, dividends, distributions, and other earnings or income on or from any of the foregoing Collateral or the investment or reinvestment of any proceeds thereof; and
(e) all products of any and all of the foregoing Collateral.
4.6 — Precautionary Filing Language
This financing statement is filed as a precautionary measure in connection with a transaction that the parties intend to constitute, and have structured as, a true sale and absolute transfer of the receivables and related collateral from Quorum Receivables Holding LLC, as Transferor, to Quorum Receivables Funding 2022-1 LLC, as Transferee, pursuant to the Receivables Transfer Agreement. It is the express intent of the parties that the transfer of the receivables and related collateral contemplated by the Receivables Transfer Agreement shall constitute a sale, transfer, and absolute assignment of such receivables and related collateral, and not a grant of a security interest by QRH to QRF 2022-1 to secure a debt or other obligation of QRH. The filing of this financing statement shall not be construed as an admission by any party that the transaction is other than a true sale.
Notwithstanding the foregoing, if, contrary to the parties' intention and express agreement, the transfer of the receivables and related collateral from QRH to QRF 2022-1 pursuant to the Receivables Transfer Agreement were to be recharacterized by a court of competent jurisdiction or any other governmental authority as a secured financing or a pledge, rather than a true sale and absolute transfer, then this financing statement is intended to, and shall be deemed to, perfect a first-priority security interest in favor of Quorum Receivables Funding 2022-1 LLC, as Secured Party, in all of the Collateral described in Sections 4.1 through 4.5 above, and all proceeds and products thereof, to secure all obligations of Quorum Receivables Holding LLC to Quorum Receivables Funding 2022-1 LLC arising under or in connection with the Receivables Transfer Agreement.
This filing is made in connection with, and by reference incorporates the provisions of, the Receivables Transfer Agreement (execution draft version 3, dated October 12, 2022), including the back-up security interest grant provisions contained in Section 9.01 thereof, which provides for the grant of a first-priority security interest by QRH to QRF 2022-1 in all of the foregoing Collateral in the event that the transfer of the receivables is recharacterized as a secured financing.
SECTION 5 — TYPE OF FILING / ADDITIONAL INFORMATION
Collateral Type Designations: This financing statement covers Collateral that is or includes the following types of personal property, as defined in Article 9 of the Uniform Commercial Code:
•  [X] Accounts
•  [X] Chattel Paper (including electronic chattel paper and tangible chattel paper)
•  [X] Payment Intangibles
•  [X] General Intangibles
•  [X] Instruments
•  [X] Deposit Accounts
•  [X] Investment Property
•  [ ] Goods (including equipment, inventory, consumer goods, farm products)
•  [ ] Fixtures
•  [ ] As-Extracted Collateral
•  [ ] Timber to Be Cut
•  [ ] Manufactured Home
Transmitting Utility Designation:
•  [ ] Debtor is a transmitting utility.
The Debtor is NOT a transmitting utility. This box is not checked.
Precautionary Filing Designation:
•  [X] This financing statement is filed as a precautionary filing. See precautionary language set forth in Section 4.6 of the Collateral Description above.
Alternative Designation: This financing statement is filed both (i) as a filing to perfect the ownership interest of QRF 2022-1 in the transferred receivables and related collateral in connection with a true sale transaction, and (ii) as a precautionary security interest filing to perfect a first-priority security interest in favor of QRF 2022-1 in the event that such true sale transaction is recharacterized as a secured financing.
SECTION 6 — FILER INFORMATION / SEND ACKNOWLEDGMENT TO
Filed By / Return Acknowledgment Copy To:
Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022
Attention: Yuki Nakamura, Esq.
Telephone: (212) 558-4000 Facsimile: (212) 558-3588
Email: ynakamura@calderwoodharkness.com
Reference: Matter No. 1025-00007 Client Reference: Quorum Receivables Funding 2022-1 LLC — Series 2022-1 Asset-Backed Notes
EXHIBIT A
FINANCING STATEMENT ADDENDUM
(COLLATERAL DESCRIPTION — EXTENDED)
Debtor Name: Quorum Receivables Holding LLC
Secured Party Name: Quorum Receivables Funding 2022-1 LLC
This Financing Statement Addendum supplements and is filed in connection with the UCC Financing Statement to which it is attached. The Collateral described herein is in addition to, and is intended to supplement and restate in its entirety, the description of Collateral set forth in Section 4 of the UCC Financing Statement. To the extent of any conflict or inconsistency between the description of Collateral set forth in this Exhibit A and the description set forth in Section 4 of the UCC Financing Statement, the description set forth in this Exhibit A shall control.
COLLATERAL DESCRIPTION.  The Collateral consists of all of the following property, rights, and interests, whether now existing or hereafter arising, wherever located:
I. Insurance Premium Finance Receivables. All insurance premium finance receivables now existing or hereafter arising, whether now owned or hereafter acquired by Debtor, that have been or will be transferred, conveyed, sold, assigned, set over, or otherwise delivered by Debtor, in its capacity as Transferor, to Secured Party, in its capacity as Transferee, pursuant to the Receivables Transfer Agreement, dated as of the Closing Date, between Quorum Receivables Holding LLC, as Transferor, and Quorum Receivables Funding 2022-1 LLC, as Transferee (the "Receivables Transfer Agreement"), including all insurance premium finance agreements, promissory notes, payment intangibles, instruments, and other agreements or documents evidencing, governing, or relating to such receivables, and all rights to receive payments of principal, interest, finance charges, late fees, returned item fees, cancellation fees, and all other amounts payable thereunder.
Nature of Receivables. The insurance premium finance receivables consist of short-term insurance premium finance loans originated by Quorum Premium Finance LLC, a Delaware limited liability company (the "Originator"), to commercial policyholders located in the United States. Each such receivable arises from a premium finance agreement pursuant to which the Originator has advanced funds on behalf of a commercial policyholder to pay insurance premiums to one or more insurance carriers, and the policyholder has agreed to repay such advance in installments over a period not exceeding twelve (12) months. All receivables are denominated in United States dollars. Each receivable is secured by the policyholder's assignment to the Originator (and its assigns) of the right to receive any unearned premium refund payable by the applicable insurance carrier upon cancellation or termination of the financed insurance policy.
Initial Receivables Pool. As of the initial cut-off date of June 30, 2022, the receivables pool transferred to the Debtor by the Originator consisted of the following:
Revolving Period Receivables. During the twenty-four (24) month revolving period established under the Receivables Transfer Agreement (the "Revolving Period"), additional receivables meeting the eligible receivables criteria set forth in the Receivables Transfer Agreement (the "Eligible Receivables Criteria") will be transferred by Debtor to Secured Party from time to time and shall become part of the Collateral described herein. All such additional receivables, upon transfer, shall be subject to this financing statement and the security interest perfected hereby.
II. Related Rights and Collateral. All security interests in unearned premium refund rights securing such receivables; all rights under insurance policies related to such receivables, including rights to unearned premium refunds from insurance carriers upon cancellation; all collections, payments, and other proceeds of or on account of any of the foregoing receivables; and all rights to enforce or collect upon such receivables, whether directly or through third parties.
III. Accounts and Proceeds. All deposit accounts, securities accounts, and other accounts in which collections or proceeds of the receivables are deposited or held; all cash, checks, drafts, wire transfers, ACH payments, and other instruments representing collections; all general intangibles, contract rights, and payment intangibles relating to the receivables; and all books, records, files (including electronic records and data tapes), and other documentation relating to the receivables.
IV. Supporting Obligations and Insurance. All supporting obligations (as defined in the UCC) relating to the receivables; all guarantees, indemnities, insurance, and other credit support relating to the receivables; and all rights under the Receivables Transfer Agreement, including representations, warranties, and repurchase obligations.
V. Proceeds and Products. All proceeds (as defined in Section 9-102(a)(64) of the UCC) of any and all of the foregoing, including insurance proceeds, refund rights, and condemnation awards, and all products of any and all of the foregoing.
VI. Precautionary Filing. This financing statement is filed as a precautionary measure in connection with a transaction that the parties intend to be a true sale and absolute transfer of the receivables from Quorum Receivables Holding LLC to Quorum Receivables Funding 2022-1 LLC, and not a secured financing. Notwithstanding such characterization, if such transfer were to be recharacterized as a secured financing rather than a true sale, this financing statement is intended to perfect a first-priority security interest in favor of Quorum Receivables Funding 2022-1 LLC in all of the above-described Collateral. Cross-reference is made to the Receivables Transfer Agreement (execution draft v3, dated October 12, 2022) and the back-up security interest grant provisions contained in Section 9.01 thereof.
FILING FEE AND ADMINISTRATIVE NOTES
Filing Fee: The standard filing fee schedule of the Delaware Secretary of State applies to this UCC-1 Financing Statement. As of the date of preparation, the standard filing fee for a UCC Financing Statement filed with the Delaware Secretary of State is $141.00 for electronic filing and $176.00 for paper filing, plus any applicable addendum fees. The exact fee will be confirmed at the time of filing.
Filing Method: This financing statement is to be filed electronically through the Delaware Secretary of State's online UCC filing system, or alternatively by mail to the Division of Corporations at the address set forth in Section 1 above, upon closing of the transaction.
Status:
DRAFT — Filing authorized but not yet submitted. The underlying transaction — the proposed issuance of $500,000,000 in asset-backed notes by Quorum Receivables Funding 2022-1 LLC — was shelved by direction of the sponsor, Quorum Insurance Holdings Corp., on November 14, 2022, due to adverse market conditions and the inability to achieve target pricing for the notes. The matter was formally placed in dormant status on November 18, 2022, pursuant to the direction of Sandra Ling-Hwang, General Counsel of Quorum Insurance Holdings Corp. This financing statement has not been filed with the Delaware Secretary of State or any other filing office and remains in draft form pending further instruction.
Related UCC Filings: This UCC-1 Financing Statement is part of a chain of three related UCC filings that were prepared in connection with the proposed transaction. The full chain is as follows:
1.  Filing No. 1: UCC-1 Financing Statement — Quorum Premium Finance LLC (Debtor) / Quorum Receivables Holding LLC (Secured Party). Purpose: To perfect the transfer and/or security interest in the insurance premium finance receivables transferred from the Originator (QPF) to the depositor entity (QRH) pursuant to the Receivables Purchase Agreement.
2.  Filing No. 2 (THIS FILING): UCC-1 Financing Statement — Quorum Receivables Holding LLC (Debtor) / Quorum Receivables Funding 2022-1 LLC (Secured Party). Purpose: To perfect the transfer and/or security interest in the insurance premium finance receivables transferred from the depositor entity (QRH) to the issuer SPV (QRF 2022-1) pursuant to the Receivables Transfer Agreement.
3.  Filing No. 3: UCC-1 Financing Statement — Quorum Receivables Funding 2022-1 LLC (Debtor) / Calvoneth Trust Company, N.A., as Indenture Trustee (Secured Party). Purpose: To perfect the first-priority security interest of the Indenture Trustee in all assets of QRF 2022-1, including the receivables and related collateral, for the benefit of the holders of the Series 2022-1 Asset-Backed Notes, pursuant to the Indenture.
None of the three related filings described above has been submitted to or accepted by the Delaware Secretary of State. All three filings remain in draft form as of the date hereof.
CERTIFICATION / SIGNATURE BLOCK
AUTHORIZATION AND CERTIFICATION
The undersigned, being a duly authorized representative of the Debtor named in this financing statement, hereby authorizes the filing of this UCC-1 Financing Statement with the Delaware Secretary of State and certifies that the information set forth herein is true and correct in all material respects.
DEBTOR:
QUORUM RECEIVABLES HOLDING LLC
By: ________
Name: Eleanor M. Vasquez
Title: Independent Manager (Fortbridge Corporate Services LLC)
Date: ________
OR, IN THE ALTERNATIVE:
QUORUM RECEIVABLES HOLDING LLC
By: ________
Name: Sandra Ling-Hwang
Title: Manager of Quorum Premium Finance LLC, the sole member of Quorum Receivables Holding LLC
Date: ________
NOTE: Signature not yet executed. This document remains in draft form only. Neither Eleanor M. Vasquez nor Sandra Ling-Hwang has executed this financing statement. Authorization to execute and file this UCC-1 Financing Statement is contingent upon closing of the transaction, which has been shelved as of November 14, 2022.
This document has been prepared by Calderwood & Harkness LLP as counsel to Quorum Receivables Funding 2022-1 LLC (the "Issuer") in connection with the proposed issuance of $500,000,000 in aggregate principal amount of Series 2022-1 Asset-Backed Notes backed by insurance premium finance receivables. This draft has not been filed with the Delaware Secretary of State or any other filing office and remains subject to final review, revision, and execution upon closing of the transaction. No representation is made that this document is in final form or that the transaction described herein will be consummated. This document is subject to the attorney-client privilege and the work product doctrine and is provided to the recipients solely for purposes of review and comment in connection with the proposed transaction.
Calderwood & Harkness LLP 601 Lexington Avenue New York, NY 10022 Matter No.: 1025-00007
[END OF DOCUMENT]
Field | Information
Debtor's Exact Full Legal Name: | Quorum Receivables Holding LLC
Debtor Type: | Organization — Limited Liability Company
Jurisdiction of Organization: | Delaware
Organizational Identification Number: | DE SOS File No. 7894228
Debtor's Mailing Address: | 400 Atlantic Street, Suite 2200, Stamford, CT 06901
Employer Identification Number (EIN): | 88-1247619
Field | Information
Secured Party's Exact Full Legal Name: | Quorum Receivables Funding 2022-1 LLC
Secured Party Type: | Organization — Limited Liability Company
Jurisdiction of Organization: | Delaware
Organizational Identification Number: | DE SOS File No. 7894231
Secured Party's Mailing Address: | 400 Atlantic Street, Suite 2200, Stamford, CT 06901 (c/o Quorum Insurance Holdings Corp.)
Employer Identification Number (EIN): | 88-1247653
Characteristic | Value
Aggregate Principal Balance: | Approximately $612,000,000
Number of Receivables: | Approximately 82,400 loans
Weighted Average Annual Percentage Rate (APR): | 7.85%
Weighted Average Remaining Term: | 5.7 months
Maximum Original Term: | 12 months
Currency: | United States Dollars (USD)
Obligor Type: | U.S. Commercial Policyholders
Originator: | Quorum Premium Finance LLC

UCC FINANCING STATEMENT

DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS

DEBTOR: QUORUM RECEIVABLES HOLDING LLC

SECURED PARTY: QUORUM RECEIVABLES FUNDING 2022-1 LLC

FILING JURISDICTION: DELAWARE SECRETARY OF STATE

UCC FINANCING STATEMENT

EXHIBIT A

FINANCING STATEMENT ADDENDUM

FILING FEE AND ADMINISTRATIVE NOTES

CERTIFICATION / SIGNATURE BLOCK

AUTHORIZATION AND CERTIFICATION

DEBTOR:

QUORUM RECEIVABLES HOLDING LLC

OR, IN THE ALTERNATIVE:

QUORUM RECEIVABLES HOLDING LLC

Record

Parties

Dates

Amounts