HomeMy WebLinkAbout07-0880
IN THE MATTER OF
JENNIFER CLAY
: IN THE COURT OF COMMON PLEAS
: OF CUMBERLAND COUNTY, PENNSYLVANIA
; NO. 07- <;('%"0 CIVIL
PETITION FOR APPROVAL OF TRANSFER OF STRUCTURED SETTLEMENT
PAYMENT PURSUANT TO THE STRUCTURED SETTLEMENT PROTECTION ACT
AND NOW, comes Jennifer Clay, by and through her attorney Michael D.
Rentschler, Esquire, who files the within Petition, as follows:
1. The Petitioner is Jennifer Clay, an adult individual who is currently residing at
4 Center Drive, Camp Hill, Cumberland County, Pennsylvania 17011 (hereinafter
referred to as "Petitioner/Payee"), Petitioner is married and has one child.
2. This Petition is being filed pursuant to the Structured Settlement Protection
Act, 40 P.S. 4000, et sea. (The "Act"). The Act requires Court approval of transactions
such as the one contemplated herein,
3. Following a personal injury accident, a claim was asserted against the
tortfeasor. The matter was settled through her attorney. The settlement amount, or a
portion thereof, was placed in an annuity. The current owner of the annuity is Allstate
Settlement Corporation, The issuer of the annuity is Allstate Life Insurance Company,
4. Petitioner/Payee now desires to transfer two structured settlement payments
comprising an aggregate amount of $45,000,00, as follows: one (1) payment of
$20,000,00 on June 14,2011 and one (1) payment of $25,000.00 on June 14, 2016,
The discounted present value of the aggregate payments at 5.60% is $30,763.43. The
discounted present value is the calculation of the current value of the transferred
structured settlement payments under federal standards for valuing annuities. The
gross amount due to the Seller is $20,500,00. There is a $500.00 compliance or
administrative fee, Consequently, the net payment to the Seller is $20,000,00. The net
amount that Petitioner will receive from the transferee in exchange for her future
structured settlement represents 65% of the estimated current value of the payments
based upon the discounted value using the applicable federal rate of 5.60%.
Petitioner/Payee intends to use the proceeds of this transaction to pay bills.
5. Prior to the enactment of the Act, Court approval was not necessary in order
to effect a transaction sale such as the one contemplated herein.
6. On February 2, 2007, Petitioner/Payee executed a Purchase Agreement with
321 Henderson Receivables Origination, LLC, whereby 321 Henderson Receivables
Origination, LLC agrees to purchase those structured settlement payments and give
Petitioner/Payee a lump sum payment. A true and correct copy of the Purchase
Agreement is incorporated herein, made a part hereof, and attached as
Exhibit "A",
7. Schedule 1, entitled "Disclosure Statement", advises Petitioner/Payee of
certain disclosures and statements concerning the transaction, Said Disclosure
Statement is incorporated herein, made a part hereof, and attached as Exhibit "8",
8. According to Exhibit "8", the Petitioner/Payee will be entitled to a lump sum
payment of $20,000,00 which amount is the lump sum payment from 321 Henderson
Receivables as described in Exhibit "8".
9. The transaction contemplated by this Petition and the contractual documents
is limited to the transfer of the June 14, 2011 and the June 14, 2016 payments. The
contemplated transaction does not involve the transfer of other future payments,
namely; the $50,000.00 guaranteed lump sum payment payable on June 14, 2021, the
$50,000.00 guaranteed lump sum payment payable on June 14, 2026, the $75,000.00
guaranteed lump sum payment on June 14,2031, the $100,000.00 guaranteed lump
sum payment payable on June 14, 2036, and the $200,000.00 guaranteed lump sum
payment payable on July 15, 2040.
10. This transfer is in Petitioner/Payee's best interest and represents the
settlement of personal injury claim. Allstate Life Insurance Company, the issuer of the
annuity, and Allstate Settlement Corporation, the owner of the annuity, will receive a
copy of this Petition,
11. Allstate Life Insurance Company and Allstate Settlement Corporation may
file comments indicating its respective agreement or disagreement with this Petition by
filing said comments in the Prothonotary's Office in the Cumberland County
Courthouse, Carlisle, Pennsylvania 17013.
WHEREFORE, it is respectfully requested that this Honorable Court
grant the within Petition and, therefore, approve the lump sum payment from the
Petitioner/Payee's structured settlement, pursuant to the Act, consistent with the
statements contained herein.
Respectfully submitted,
~~
MICHAEL D. RENTSCHLER, ESQUIRE
28 North 32nd Street
Camp Hill, PA 17011
(717) 975-9129
Attorney for PetitionerlPayee
~
VERIFICATION
I, Michael D. Rentschler, privately retained counsel for Petitioner, do hereby swear and/or affirm
that the information contained in the forgoing Petition is true and correct based upon the
statements made to attorney by Petitioner, Consequently, the statements contained in the Petition
are true and correct to the best of my information and belief. I ooderstand that any false
statements may be punishable pursuant to 18 PaCS Section 4904, relating to oosworn
falsification to authorities. It is further acknowledged that attorney is authorized by Petitioner to
sign this verification on her behalf,
~~
Michael D. Rentschler, Esquire
Account ID: 311881
PURCHASE AGREEMENT
This is a Purchase Agreement. The date of this Agreement is ,200_. Jennifer Clay is the
Seller. 321 Henderson Receivables Origination LLC, a Nevada Limited Liability Company, its successors
and/or assigns is the Buyer. In this Agreement, Jennifer Clay is referred to as "You" or "Your" and 321
Henderson Receivables Origination LLC or its nominee, is referred to as "We", "Us" or "Our".
BACKGROUND OF THIS AGREEMENT
1. Your or someone on your behalf signed a Settlement Agreement (the "Release" or the
"Settlement Agreement"). in connection with the resolution of a personal injury claim,
2. The insurer funded the Payments by buying an annuity contract (the "Annuity") issued by
Allstate Life Insurance Company (the "Annuity Company"),
3. A list of the Payments being sold under this Agreement is attached to this Agreement as
Exhibit "A".
4, You desire to sell and assign to Us all of Your rights to receive all or a portion of the Payments
under the Release, as described on Exhibit "A", all of the other rights You have under the Release and the
other rights as described in Section 1 (a) below. We desire to purchase all of Your rights and benefits, on
the terms and under the conditions described in this Agreement.
You and We agree as follows:
1. Purchase and Sale.
a. You now sell, transfer and assign to Us all of Your rights in the "Assigned Assets" as
listed in Exhibit "A". By Our signing this Agreement, We are hereby purchasing and
accepting the sale and assignment of all of the Assigned Assets described above.
b. The Gross Purchase Price is Twenty Thousand Five Hundred Dollars and 00/100 Cents
($20,500.00). The Net Purchase Price payable to You is $20,000.00 (the "Purchase
Price"). The Net Purchase Price will be paid to You when both You and We sign this
Agreement and We have completed Our internal process.
2. Acknowledl!ment.
a. You will agree after Your signing of this Agreement to deliver to Us, addressed as We
may require, other notices, instructions or documents, and copies of them, as We think
are necessary or proper to carry out this Agreement.
b. When You and We sign this Agreement, You will also deliver to Us: (1) a letter
addressed to the Annuity Company directing that all payments of the Assigned Assets
after Your death shall be sent directly to Us, and (2) a Change of Beneficiary Form
changing the beneficiary of the Assigned Assets, after Your death, to "321 Henderson
Receivables Origination LLC", as sole beneficiary [(1) and (2) above are referred to as
the Change of Beneficiary Form]. The Change of Beneficiary Form will state that the
instructions may never be revoked and that no change may be made in the instructions or
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@2006 321 Henderson Receivables Limited Partnership
Account ID: 311881
in the payments (including as to the payee or the manner or place of making such
payments) without Our prior written consent. You will also, when this Agreement is
signed by You and Us, deliver to Us, addressed as We may require, such other notices,
instructions or documents, and copies of them, as We think are necessary or proper to
carry out this Agreement.
c. Before You and We sign this Agreement, You will deliver to Us an acknowledgment of
The Estate of Jennifer Clay, as primary beneficiary of the Assigned Assets, of the terms
of this Agreement. The Estate of Jennifer Clay will agree that they are not entitled to
any rights to any ofthe Assigned Assets,
d. You agree to sign all other documents which We may request forever naming Us as the
only beneficiary of the Assigned Assets, including but not limited to an agreement to
provide in Your Last Will and Testament that all of Your rights to the Assigned Assets
were sold to Us (a "Testamentary Agreement").
e, You acknowledge that We advised You to obtain independent professional tax advice to
determine whether this transaction will result in any adverse federal and/or state tax
consequences,
f. You acknowledge that We advised You must obtain independent legal representation
prior to executing this Agreement and that We have advised you that We may not refer
You to any specific attorney for such purpose.
3. Your Reoresentations and Warranties. You now represent and warrant to Us that:
a. You own (and are selling and assigning to Us under this Agreement) all of the
Assigned Assets, free and clear of all claims, liens, charges, security interests,
encumbrances, and agreements of any nature (other than this Agreement), and
when You and We sign this Agreement, no one other than Us shall have any
present or future right to the Assigned Assets.
b. This Agreement and all of the other documents signed in connection with this
Agreement have been properly signed by You, and they represent Your legal,
valid and binding obligation, enforceable against You in accordance with their
terms.
c. The signing and performance of this Agreement by You and the transactions
described in this Agreement:
i. do not conflict with any other obligations of Yours;
ii. will not cause a violation under (or create any right of termination,
cancellation or acceleration or similar right under) any contract or
agreement by which You or Your assets, including the Release, are
bound or may be affected;
iii. will not create, or give any party (other than Us) the right to create, any
lien, charge, security interest or encumbrance in, to or on any of the
Assigned Assets; and
iv. will not create a present or future right in any other party to make any
claim against You or Your assets, or any of the Assigned Assets,
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@2006 321 Henderson Receivables Limited Partnership
Initial:
Account ID: 311881
d. You understand the terms and provisions of this Agreement and You have been
represented by tax and accounting advisors and a lawyer in the signing of this
Agreement.
e. Neither You nor anyone else have to do anything else for (I) the proper signing
and performance by You of this Agreement and any transactions intended to be
done in this Agreement, or (2) the carrying out by Us of any of Our rights and
remedies under this Agreement. No other person has made a claim in any rights
in or to the Assigned Assets.
f. You have valid reasons for selling Your interest in the Assigned Assets rather
than obtaining a loan with the Assigned Assets as collateral, and You agree that
the transaction set forth in this Agreement is not a loan or other fmancing
transaction,
g. This Agreement is a valid sale, transfer and assignment to Us of the Assigned
Assets.
h.
Your residence and legal ad'S is as described in Paragraph II of this
Agreement. During the last years, You have lived at such address.
i.
No representation or warranty of Yours in this Agreement or in any of the
documents delivered in connection with this Agreement or in any agreement
required by this Agreement, is inaccurate or contains any untrue or misleading
statement.
j.
The signing by You of this Agreement will not violate any other promise or
agreement you have made with anyone else. You understand that any and all
restrictions on the assignability of the Scheduled Payments were included in the
Release and/or Annuity at Your request, for Your benefit and not for the benefit
of any other person. These restrictions, if any, were included by You as a
precautionary measure to make sure You were allowed favorable tax treatment
under the Internal Revenue Code. You understand that by entering into this
Agreement, you may be giving up this favorable tax treatment. You understand
that any income earned by You on any investment or use of the Purchase Price
may be taxable to You. You may have to pay more in taxes as a result of this
Agreement. For Our benefit and the benefit of Our assigns or successors, You
agree to WAIVE AND RELEASE all of Your rights in, to, or under, such
restrictions on assignability, if any,
k. You have not before the date of this Agreement, sold or assigned Your right to the
Assigned Assets or any part of the Assigned Assets. You do not owe any money
to Your present or former spouse for support maintenance or similar obligations,
nor do You owe any money to any of Your children or guardians of Your
children. The Assigned Assets are not subject to any community property or
similar marital rights of any person.
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@2006 321 Henderson Receivables Limited Pannership
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1. Your right to the Assigned Assets is not affected by any mortgage, pledge, lien,
charge, security interest, encumbrance, restriction or adverse claim of any
nature. You understand that any violation of any of Your representations in
this agreement will result in an act of fraud by You which could result in
You being held responsible for damages in favor of Us, with money to be
paid by You to Us.
m. You are not in violation of any obligations concerning child-care, alimony or
support.
n. You now give up forever all Your rights in any agreement that says that You
cannot assign or sell Your rights in the Assigned Assets to Us, You have not
requested and You do not expect to receive from Us, a Form 1099 or any other
documentation which could make the transaction described by this Agreement
taxable to You in any way. You further understand that We have not given to
You any advice about any of Your taxes in this transaction. You have relied on
Your own professional advisors concerning taxes,
o. As of the date of this Agreement, You are of legal age in the state noted as Your
address in Section II of this Agreement, mentally sane, and of a sound mind.
You have never been convicted of a felony or any other crime involving
dishonesty.
p. You are very familiar with Your fmancial affairs and condition. With that full
understanding, You certify that (I) on the date We pay You the Purchase Price
and You sell to Us the Assigned Assets, the fair value of Your assets are and
will be greater than all of Your debts; (2) You presently intend to pay all of
Your creditors when such payments are due; and (3) You have not intentionally
hidden the fact from any creditor of Yours that You have entered into this
Agreement and the other documents referred to in this Agreement.
q. You do not intend to file for bankruptcy and there are no lawsuits or other
efforts by any of Your creditors to put You into bankruptcy or to take the
Assigned Assets.
r. The Purchase Price is not Your only or most important source of income and
You do not have any mental or physical problems that would prevent You from
having a paying job.
s. You promise to us that no broker, fmder, or other person other than those
persons named in the broker statement signed by you in connection with this
Agreement was involved in or important in arranging the purchase transaction in
this Agreement. No other person has a right to any fee, payment, commission,
or other compensation because of this Agreement.
t. You agree that We have not forced You to give to Us copies of any confidential
documents. You agree that We told You that We only needed to see those
documents which described the Assigned Assets so we could buy from You the
Assigned Assets. You agree that We do not intend to tell any other party about
what is included in those documents. You understand that if We do so, it will
only be for the sole purpose of buying the Assigned Assets.
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@2006 321 Henderson Receivables Limited Partnership
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U. You understand that it usually takes six to eight weeks to complete this process,
but that it could take longer. You understand that we have to obtain court
approval of this transfer. YOU UNDERSTAND THAT, DUE
TO OCCASIONAL DELAYS, WE WILL ESCROW
THE AMOUNT EQUAL TO THE NEXT TWO
MONTHLY PAYMENTS DUE TO YOU FROM
THE ANNUITY COMPANY TO INSURE THAT
WE RECEIVE ALL OF THE PAYMENTS THAT
WE PURCHASE. YOU UNDERSTAND THAT WE
MAY EITHER PAY OR ESCROW FUNDS TO
SATISFY ANY JUDGMENTS, TAX LIENS OR
CHILD SUPPORT AGAINST YOU OR THE
ASSIGNED ASSETS AND DEDUCT THOSE
AMOUNTS FROM THE PURCHASE PRICE. YOU
UNDERSTAND THAT WE WILL DEDUCT FROM
THE PURCHASE PRICE ANY AMOUNTS OF
PAYMENTS RECEIVED BY YOU PRIOR TO
FUNDING, IF SUCH AMOUNTS ARE NOT
COVERED BY THE ESCROWED FUNDS.
4, You promise Us that:
a. You will not, and will not allow any other party (except Us or Our assignee,
if applicable) to take funds away from the Assigned Assets, You will not
do anything else to affect the Assigned Assets. You will not say You still
own the Assigned Assets. You will not do anything or allow anyone else
to do anything that could in any way interfere with or lessen Our rights in
the Assigned Assets,
b. You will not do anything that will, or could in the future, violate the
Release, or any of the agreements required to be executed by this
Agreement. You also agree to cooperate with Us to help Us to obtain all of
the rights that Weare buying from You in this Agreement and in the
Release,
c. You will give to Us at least thirty (30) days written notice of Your intention
to move Your residence or change Your legal address from the address in
Paragraph 11 of this Agreement.
d. You will not make any change in Your instructions to the Annuity
Company regarding payments to be made to You.
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@2006321 Henderson Receivables Limited Partnership
Account ID: 311881
e. You understand that the Annuity and the Release may say that You agree
not to sell Your rights to the Assigned Assets.
f. You agree to continue to cooperate with Us. This includes Your obligation
to immediately deliver to Us any checks, funds or other form of Payment
received after the date of this Agreement by You or anyone other than Us. If
any Payment is ever denied, delayed, or withheld from Us, as determined by
Us in our reasonable discretion, directly or indirectly on account of any act
or omission by You or any person acting for You, then You shall be in
default under this Agreement (and an Event of Default under ~8 shall be
deemed to have occurred). Immediately upon such default, and without any
further notice to You, You will pay to Us the following amounts:
(i) the full, dollar value of all remaining Assigned Assets as they
become due after the date of the default;
All of the remedies specified under this section shall be cumulative with all
of the remedies for default pursuant to ~ 8 .
g. If You learn before or after the signing of this Agreement of the threat or
actual beginning of any lawsuit or proceeding that has anything to do with
Our rights under this Agreement or the Assigned Assets, then You will
immediately notify Us of that and You will give Us copies of all notices and
other writings relating to it promptly after You receive them.
h. If You receive any notice relating to any supposedly unpaid claim affecting
the Annuity or the Assigned Assets or to any other claim against the
Annuity or the Assigned Assets, then You will promptly notify Us and will
promptly give Us copies of all notices and other writings relating to it
received by You promptly after You receive them.
5. RIGHT TO CANCELLATION. YOU MAY CANCEL THIS CONTRACT
WITHOUT PENALTY OR FURTHER OBLIGATION WITHIN TWENTY-ONE DAYS FROM THE
DATE YOU RECEIVE PAYMENT FROM 321 HENDERSON. In order for the cancellation to be
effective, You must mail a notice of cancellation by registered or certified U.S. mail, postmarked within
twenty-one (21) days of receipt of the Purchase Price to Us, c/o Vice President of Operations at 3993
Howard Hughes Parkway, Suite 250, Las Vegas, NV 89169-6754. Furthermore, in order for Your notice
of cancellation to be effective, Your registered or certified U.S. mail package to us must include a bank or
certified check for the full Purchase Price that We paid You under this Purchase Agreement. Any failure to
comply with the above procedure shall be a waiver of Your right to cancel this transaction,
6. Your Further Promises. You agree that, from time to time, at Your expense, You will
promptly sign and give to Us any and all documents to help Us realize our rights and benefits under this
Agreement. This promise includes signing, filing or allowing Us to file financing or continuation
statements, or amendments or assignments of those documents. You permit Us or others acting for Us to
sign our name and/or your name and file without Your signature such financing statements, if that is
permitted in Your state of residence. When You sign this Agreement, You will also sign and deliver to Us
a "Special Irrevocable Power of Attorney" You must retain the services of an attorney and deliver an
opinion of Your attorney about the sale of Assigned Assets to Us, in a form acceptable to Us.
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@2006321 Henderson Receivables Limited Partnership
Account In: 311881
7. Continuation of ReDresentations. Warranties and Covenants. All of Your
representations, warranties and promises made in this Agreement will continue to be relied on by Us after
this Agreement is signed.
8. Event of Default. Your failure to comply with any term ofthis Agreement or Your
. breach of any of Your representations in this Agreement will mean that You will be in default. We refer to
this as an "Event of Default." If there is an Event of Default, We have the right to sue You in court to make
You perform Your promises or to get money from You. Your failure to comply with any material terms of
this Agreement will be a default.
In Paragraph 4 (c) You agree to give US at least thirty (30) days written notice after Your move to
a new residence or change of Your legal address from the address in Paragraph II of this Agreement. If we
are purchasing from You certain lump sum payments, We will contact you at least 3 months before the
scheduled payment is due to determine if the address change We have effected with the annuity company is
in place and to determine if Your legal address has remained the same. If We cannot contact you because
You have changed Your legal address or moved Your residence and failed to notify Us, We will
consider such failure to notify Us to be an EVENT OF DEF AUL T and We will exercise all of our
legal rights under this Agreement. OUR RIGHT TO PROCEED AGAINST YOU UNDER THIS
AGREEMENT SHALL BE SOLELY LIMITED TO WHEN YOU HAVE COMMITTED AN
EVENT OF DEFAULT. WE SHALL NOT HAVE THE RIGHT TO SUE YOU IF OR BECAUSE
THE ANNUITY COMPANY IS NOT ABLE TO MAKE PAYMENTS BECAUSE IT IS NOT
FINANCIALLY ABLE TO DO SO.
9. Controlling Law. This Agreement shall be governed, construed and enforced in
accordance with the internal laws of the State of your domicile without regard for the conflicts of law rules
thereof or elsewhere, (For Court Orders or Notice Transfers obtained in the following jurisdictions: AK,
AR, AL, AZ, CA, CO, CT, DE, FL, GA, HI, lA, In, IL, IN, KS, KY, LA, MA, MD, ME, MI, MN, MO,
MS, MT, NC, NE, NJ, NM, NV, OH OK, OR, RI, SC, SD, TN, TX, UT, VA, WA, WV and WY the laws
of those jurisdictions shall be applied in the event of a dispute regarding the transfer,) Your domicile is the
proper place of venue to bring any action arising out of a breach of this Agreement.
10. Responsibility for this Agreement. This Agreement will hold responsible Your heirs,
executors, successors and assigns and will benefit Our representatives, successors, beneficiaries and
permitted assigns, Nothing in this Agreement is intended to give anyone other than You or Us or each of
Our successors or assigns any benefits,
11. Notices. All notices and other communications under this Agreement will be in writing
and will be made by delivery by means by which the sender obtains a receipt of delivery from the carrier
(including without limitation, certified mail return receipt requested or overnight courier services),
addressed to the party to whom a request or demand is to be made. Such demand or notice or request shall
be deemed given on the date which is one business day after the date sent by overnight mail or three days
after the date sent by certified mail.
The addresses of the parties are as follows:
If to You:
Jennifer Clay
4 Center Drive
Camp Hill, PA 17011
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@2006 321 Henderson Receivables Limited Partnership
Account 10: 311881
Ifto Us:
321 Henderson Receivables Origination LLC
3993 Howard Hughes Parkway
Suite 250
Las Vegas, NY 89169-6754
Attention: Vice President - Operations
12. Past Actions. Anything either You or We did or said before this Agreement was signed
will not affect Your or Our rights under this Agreement in any way.
13. Exoenses. Except as otherwise affIrmatively set forth in this Agreement, You and We
agree that we will each pay our respective costs and expenses in connection with the carrying out of this
Agreement.
14, Headine:s. The section and subsection headings contained in this Agreement are for
reference purposes only and will not affect in any way the meaning or interpretation ofthis Agreement.
15. Counteroarts. One or more originals of this Agreement may be signed with Your or Our
signature. When put together they will make one agreement and the Agreement will be considered signed
by all parties that need to sign. A facsimile signature will be considered an original.
16. Assie:nment. We and anyone to whom We assign this Agreement may assign Our right,
title and interest in and to this Agreement, the Annuity and the Assigned Assets without Your approval.
You and We agree that if there is an assignment by Us to someone else, We shall not be responsible to
You. You must look only to the person or company that We assign this Agreement to for any payment (for
example, of the Purchase Price) and performance of this Agreement. When asked by Us or any assignee,
You will sign and deliver any such documents as We may require to perform this transaction, as assigned,
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@2006321 Henderson Receivables Limited Partnership
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17. Your spouse. You and Your spouse are fully aware of Your rights in the Assigned
Assets, You and Your spouse fully give up those rights. You and Your spouse understand that by selling
the Assigned Assets to Us, You and Your spouse are not receiving the same amount of money as You
would if You waited for all of the scheduled Payments of the Assigned Assets but, rather, are receiving a
discounted value in return for receipt of the Purchase Price immediately. You and Your spouse have valid
reasons for selling the Assigned Assets. You and Your spouse fully understand the terms of the Purchase
Agreement and understand that the sale of the Assigned Assets is final. You also understand that Your
spouse gives up any property right he or she may have ill the Assigned Assets that Your spouse could claim
because of Your marriage.
18. Entire A2reement. This Agreement and the Exhibits and other documents You signed
make up the entire understanding and agreement between You and Us about this Agreement. This
Agreement replaces all prior agreements, whether written or oral, about this Agreement. This Agreement
may not be changed unless in a writing signed by You and Us.
19, Limitation of Liabilitv of Buver. You understand that Our liability to You under this
Agreement is strictly limited to the requirement to pay the Purchase Price and under no circumstances will
We be responsible for consequential damages.
20. Court Approval. You understand that court approval is required for this transfer.
You agree to cooperate with us to obtain such court approval.
21.
Exhibits.
Attached to this Purchase Agreement are the following Exhibits:
Exhibit" A"
List of What Payments We are Buying.
Intending to be iegally bound, You and We have signed this Agreement as of the date at the top of
the first page of this Agreement.
321 HENDERSON RECEIVABLES ORIGINA nON LLC
Sworn to and sub~ribed
before me this J2!::. day of h6rutli'oo2
~-Az/'L~ 4Jg;~
Notary
NO'NW. SIAl.
MNmI PIRICN
Notary PubIc
CNllHlLIOIOUGIf, OIl-ilL fH)COUNIY
- eomn....,.... "'" 22. 2D09
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@200S 321 Henderson Receivables Limited Partnership
Account ID: 311881
Exhibit A
We are hereby purchasing from You under the Annuity:
A) 1 payment of $20,000.00 on June 14,2011 B) 1 payment of $25,000.00 on June 14,2016
<3IGN HERE I
STATE OF :
COUNTY OF Cumb.er(ti.4l;:
On this d-- day of 1.(. bn<a~ 200!1, before me, the above signed personally appeared before me, personally known to
me to be the person whose name s subscribed to the within instrument and acknowledged to me that he executed it.
~/~ /lIj/Zf~~
Notary
NOTARIAL SEAL
ANNE11E PERICINS
Notary PublIc
CNIf1HUIIOIIOUGiMf. CUlIB\lNC)COUN1\'
Mv Commlulm bpIMI .Iul22. 2009
Account ID: 311881
SCHEDULE 1
DISCLOSURE STATEMENT
PLEASE BE ADVISED THAT THE PROPOSED TRANSACTION IS A
SALE, NOT A LOAN, AND THAT YOU WILL BE SELLING ALL RIGHTS
AND TITLE TO THE ASSIGNED ASSETS ONCE THIS TRANSACTION
IS CONSUMMATED. PLEASE BE ADVISED THAT YOU MAY BE
SUBJECT TO ADVERSE FEDERAL AND STATE INCOME TAX
CONSEQUENCES AS A RESULT OF THE PROPOSED TRANSACTION.
YOU SHOULD CONSULT YOUR OWN COUNSEL, ACCOUNTANT, OR
FINANCIAL ADVISOR REGARDING ANY FEDERAL OR STATE
INCOME TAX CONSEQUENCES ARISING FROM THE PROPOSED
TRANSFER.
YOUR PURCHASE PRICE WAS DERIVED ASSUMING A DISCOUNT
RATE SIGNIFICANTLY HIGHER THAN THE PRIME INTEREST RATES
CHARGED BY COMMERCIAL BANKS, THEREFORE, WE URGE YOU
TO EXPLORE ALL FINANCIAL OPTIONS.
WE WILL PURCHASE FROM YOU A) 1 payment of $20,000.00 on June 14,
2011 B) 1 payment of $25,000.00 on June 14,2016
[THE REMAINDER OF THIS PAGE LEFT BLANK INTENTIONALLY]
Account ID: 311881
SCHEDULE 1. PAGE 2
THE AGGREGATE AMOUNT OF THE PURCHASED PAYMENTS IS
$45,000.00.
THE DISCOUNTED PRESENT VALUE OF THE AGGREGATE
PAYMENTS AT 5.60% IS $30,763.43. THE DISCOUNTED PRESENT
VALUE IS THE CALCULATION OF THE CURRENT VALUE OF THE
TRANSFERRED STRUCTURED SETTLEMENT PAYMENTS UNDER
FEDERAL STANDARDS FOR VALUING ANNUITIES. THE GROSS
AMOUNT PAYABLE TO SELLER IS $20,500.00.
THE FOLLOWING EXPENSES ARE INCURRED BY THE SELLER
(YOU) AND WILL BE DEDUCTED FROM THE PURCHASE PRICE:
COMPLIANCE AND ADMINISTRATIVE FEE: $500.00
FILING AND RELATED EXPENSES FEE: $0.00
THE NET AMOUNT PAYABLE TO THE SELLER(YOU) IS $20,000.00.
NO OTHER EXPENSES ARE INCURRED BY YOU.
THE DISCOUNTED PRESENT VALUE OF PAYMENTS SHALL BE
CALCULATED AS FOLLOWS: THE APPLICABLE FEDERAL RATE
USED IN CALCULATING THE DISCOUNTED PRESENT VALUE IS
5.60%.
THE EFFECTIVE ANNUAL DISCOUNT RATE FOR THIS
TRANSACTION IS 12.71 %. THE CASH PAYMENT YOU RECEIVE IN
THIS TRANSACTION FROM US WAS DETERMINED BY APPLYING
THE SPECIFIED EFFECTIVE ANNUAL DISCOUNT RATE,
COMPOUNDED MONTHLY, TO THE TOTAL AMOUNT OF FUTURE
PAYMENTS TO BE RECEIVED BY US, LESS THE TOTAL AMOUNT OF
COMMISSIONS, FEES, COSTS, EXPENSES AND CHARGES PAYABLE
BY YOU.
THE NET AMOUNT THAT YOU WILL RECEIVE FROM US IN
EXCHANGE FOR YOUR FUTURE STRUCTURED SETTLEMENT
PAYMENTS REPRESENTS 65.00% OF THE ESTIMATED CURRENT
VALUE OF THE PAYMENTS BASED UPON
Account ID: 311881
SCHEDULE 1. PAGE 3
THE DISCOUNTED VALUE USING THE APPLICABLE FEDERAL
RATE.
THE QUOTIENT OBTAINED BY DIVIDING THE NET PAYMENT BY
THE DISCOUNTED PRESENT VALUE IS 65.000/0.
BASED ON THE NET AMOUNT THAT YOU WILL RECEIVE FROM US
AND THE AMOUNTS AND TIMING OF THE STRUCTURED-
SETTLEMENT PAYMENTS THAT YOU ARE TURNING OVER TO US,
YOU WILL, IN EFFECT, BE PAYING INTEREST TO US AT A RATE OF
12.71% PER YEAR. THE NET AMOUNT PAID TO YOU (THE PAYEE)
BY US (THE TRANSFEREE) REPRESENTS AN ESTIMATE OF THE
FAIR MARKET VALUE OF THE FUTURE PERIODIC PAYMENTS
TRANSFERRED UNDER THE STRUCTURED SETTLEMENT
AGREEMENT.
NOTICE OF CANCELLATION RIGHTS:
YOU MAY CANCEL THIS TRANSACTION AT ANY TIME PRIOR TO
5:00 P.M. OF THE TWENTY-FIRST DAY FOLLOWING THE LATER OF
THE EXECUTION OF THE PURCHASE AGREEMENT, OR THE DATE
THE PAYEE BECOMES OBLIGATED UNDER THE PURCHASE
AGREEMENT WITHOUT PENALTY OR FURTHER OBLIGATION.
THIS CANCELLATION RIGHT CANNOT BE WAIVED IN ANY
MANNER.
TO CANCEL, YOU MUST PROVIDE WRITTEN NOTICE TO THE
TRANSFEREE. WRITTEN NOTICE SHOULD BE MAILED OR
DELIVERED TO THE ADDRESS BELOW BY 5:00 P.M. OF
(THE TWENTY-FIRST DAY FOLLOWING THE TRANSACTION). IT IS
BEST TO MAIL IT BY CERTIFIED MAIL, RETURN RECEIPT
Account 10: 311881
SCHEDULE 1. PAGE 4
REQUESTED, AND TO KEEP A PHOTOCOPY OF THE SIGNED FORM
AND YOUR POST OFFICE RECEIPT. ADDRESS TO WHICH
CANCELLATION IS TO BE RETURNED:
321 HENDERSON RECEIVABLES ORIGINATION LLC
3993 HOWARD HUGHES PARKWAY
SUITE 250
LAS VEGAS, NV 89169-6754
ATTENTION: VICE PRESIDENT - OPERATIONS
IMPORTANT NOTICE: YOU ARE STRONGLY URGED TO CONSULT
WITH AN ATTORNEY WHO CAN ADVISE YOU OF THE POTENTIAL
TAX CONSEQUENCES OF THIS TRANSACTION.
PLEASE BE ADVISED THERE ARE NO PENALTIES OR LIQUIDATED
DAMAGES PAYABLE BY YOU IN THE EVENT OF ANY BREACH OF
THE TRANSFER AGREEMENT BY YOU. THERE ARE NO BROKERS
COMMISSIONS, SERVICE CHARGES, APPLICATION FEES,
PROCESSING FEES, CLOSING COSTS, FILING FEES,
ADMINISTRATIVE FEES, LEGAL FEES, NOTARY FEES AND OTHER
COMMISSIONS, FEES, COSTS, EXPENSES AND CHARGES PAYABLE
BY YOU OR DEDUCTED FROM GROSS AMOUNT OTHERWISE
PAYABLE TO YOU OTHER THAN THE COMPLIANCE AND
ADMINISTRATIVE FEE AND THE FILING AND RELATED EXPENSES
FEE.
IF YOU BELIEVE YOU WERE TREATED UNFAIRLY OR WERE
MISLED AS TO THE NATURE OF THE OBLIGATIONS YOU ASSUMED
UPON ENTERING INTO THIS AGREEMENT, YOU SHOULD REPORT
THOSE CIRCUMSTANCES TO YOUR LOCAL DISTRICT ATTORNEY
OR THE OFFICE OF THE ATTORNEY GENERAL.
THE EFFECTIVE DATE OF THE TRANSFER AGREEMENT SHALL BE
DEEMED TO BE THE DATE THAT THE AGREEMENT WAS SIGNED
BY THE YOU (PAYEE).
PLEASE BE ADVISED THAT PAYMENT TO YOU PURSUANT TO THE
TRANSFER AGREEMENT IS CONTINGENT UPON COURT APPROVAL
OF THE TRANSFER AGREEMENT.
Account ID: 311881
SCHEDULE 1. PAGE 5
PLEASE BE ADVISED THAT PAYMENT TO YOU WILL BE DELAYED
UP TO 30 DAYS OR MORE IN ORDER FOR THE COURT TO REVIEW
AND APPROVE THE TRANSFER AGREEMENT.
BY SIGNING BELOW YOU ARE CONFIRMING RECEIPT OF THIS
DISCLOSURE AT LEAST 10 DAYS PRIOR TO RECEIPT OF THIS
ONTRACT.
~IGN HERE I
I
CERTIFICATE OF SERVICE
I, Michael D. Rentschler, Esquire, do hereby certifY that, on the date stated below, I
served a copy of the foregoing Petition and the attachments upon the following by
Certified Mail, return receipt requested and addressed to:
Allstate Life Insurance Company
544 Lakeview Parkway, L3F
Veroon Hills, IL 60061
Attn: Structured Settlement Department
Allstate Settlement Corporation
3100 Sanders Road
M3b
Northbrook, IL 60062
Attn: Structured Settlement Department
Date:
~~~
Michael D. Rentschler, Esquire
28 N. 32nd Street
Camp Hill, PA 17011
(717) 975-9129
P A Supreme Court ID # 45836
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FEe 16 2007 f\
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iN THE MATTER OF
JENNIFER CLAY
: IN THE COURT OF COMMON PLEAS
: OF CUMBERLAND COUNTY, PENNSYLVANIA
~ NO. 07- W'O CIVil
ORDER
AND NOW, this day of rk~ a I ~ ,2007, upon consideration of the
Petition for Approval of Transfer of Structured Settlement Payment Pursuant to the
Structured Settlement Protection Act, a hearing is hereby scheduled to occur at the
Cumberland County Courthouse, Courtroom .3 , ? e>I floor,
on ~ J"t; , the ti 1 ~ day of IV" ~.J.. , 2007,
at /. :30 :2. m., the Honorable Judge C; '-'t · Cit>
presiding.
,
oJ
Distribution:
Michael D. Rentschler, Esquire ~ ~ ~
Allstate Settlement Corporation d>. , ~
Allstate life Insurance Company ~ I
Court Administrator
321 Henderson Receivables Origination, llC
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AtfrllONOi-lJ.Ocd 31-U :10
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.
IN THE MATTER OF
JENNIFER CLA Y
IN THE COURT OF COMMON PLEAS
OF CUMBERLAND COUNTY, PENNSYL VANIA
NO, 07-880 CIVIL
Jk\ ORDER
AND NOW, this d~ day of March, 2007, upon consideration of the unopposed
petition of Jennifer Clay a/kJa Jennifer Brown a/kJa Jennifer N, Brown a/kJa Jenna Brown ("Ms,
Clay"), the Court hereby finds as follows:
1. The Court has jurisdiction over this matter pursuant to the Pennsylvania
Structured Settlement Protection Act, 40 P.S. ~ 4001 et seq.
2. The transfer of the structured settlement proceeds, specifically one lump sum
payment of $20,000,00 due on June 14,2011 and one lump sum payment of $25,000.00 due on
June 14,2016 (the "Assigned Payments"), by Ms. Clay to 321 Henderson Receivables
Origination LLC ("321 Henderson") as described in the purchase agreement between Ms, Clay
and 321 Henderson (the "Purchase Agreement") and in the petition in this matter (the "Proposed
Transfer") (i) does not contravene any applicable federal or state statute or the order of any court
or responsible administrative or governmental authority or any applicable law limiting the
transfer of workers' compensation claims, and (ii) is in the best interest of Ms. Clay, taking into
account the welfare and support of Ms. Clay's dependents,
3. The Proposed Transfer complies with the requirements of the Structured
Settlement Protection Act, 40 P.S. ~ 4001 et seq. and 215 ILCS 153/1 et seq" and does not
contravene other applicable law.
BE\360691 \2
4. Not less than 10 days prior to the date on which Ms. Clay first incurred any
obligation with respect to the Proposed Transfer, 321 Henderson provided Ms, Clay a disclosure
statement in full compliance with 40 P,S. g 4003(a)(2).
5. Ms. Clay has received or expressly waived, in a separate written acknowledgment
signed by Ms. Clay, independent legal advice regarding the implications of the Proposed
Transfer, including consideration of the tax ramifications of the Proposed Transfer.
6, Ms, Clay has given written notice of321 Henderson's name, address and taxpayer
identification number to Allstate Settlement Corporation and Allstate Life Insurance Company
("Allstate Life") (collectively, "Allstate"), and has filed a copy of such notice with the Court.
7. Ms, Clay has timely filed and served on all interested parties, including Allstate, a
notice of the Proposed Transfer and the application for its authorization in compliance with the
requirements of 40 P .S. g 4004,
8, The underlying personal injury action was pending before the District Court,
County of Arapahoe, State of Colorado, Civil Action No, 89 CV 1910, Division 4, at the time of
settlement and was dismissed pursuant to the Order attached hereto as Exhibit "A,"
9, Ms, Clay has consented, in writing, to the Proposed Transfer,
Based upon the foregoing findings, IT IS HEREBY ORDERED that:
1. Pursuant to 40 P.S. ~ 4003, the Proposed Transfer is approved. Until the due date
of the last Assigned Payment, the designated beneficiary under annuity contract no, 90480055
shall be the Estate of Ms. Clay, However, 321 Henderson's right to receive the Assigned
Payments shall not be affected by Ms, Clay's death.
2. Allstate Life shall forward the Assigned Payments, within 7 days of the date due,
by check made payable to "321 Henderson Receivables Origination LLC," at P.O, Box 7780-
BE1360691\2
-2-
4244, Philadelphia, PA 19182-4244, as follows: one lump sum payment of $20,000.00 due on
June 14,2011 and one lump sum payment of $25,000,00 due on June 14,2016,
3, In the event 321 Henderson further assigns or otherwise transfers the Assigned
Payments (or any portion thereof or interest therein) to another person or entity (a
"Reassignment"), Allstate will not itself be obligated to redirect the Assigned Payments (or any
portion thereof) to any person or entity other than Henderson or to any payment address other
than that specified herein, and Henderson shall remain obligated to comply with all terms and
conditions herein.
4. All remaining Periodic Payments (and/or portions thereof), if any, that are not the
subject of the Proposed Transfer and not previously assigned, shall be made payable to Ms. Clay
and will be forwarded by Allstate Life, when due, to Ms. Clay's most recent known address or
any payment address designated by Mr. Clay, subject to the consent of Allstate.
5, 321 Henderson shall defend, indemnify, and hold harmless Allstate, and its
directors, shareholders, officers, agents, employees, servants, successors, and assigns, and any
parent, subsidiary, or affiliate thereof, and their directors, shareholders, officers, agents,
employees, servants, successors, and assigns, past and present, from and against any and all
liability, including but not limited to costs and reasonable attorney's fees, for any and all claims
made in connection with, related to, or arising out of the Purchase Agreement, the Proposed
Transfer, the Assigned Payments, any Reassignment, or Allstate's compliance with the parties'
Stipulation or this Order, except with respect to claims by 321 Henderson against Allstate to
enforce Allstate's obligations to 321 Henderson under the parties' Stipulation. To the extent that
321 Henderson fails to honor this indemnification and defense obligation, Allstate may, in
BE\360691\2
- 3 -
addition to all other remedies afforded by law, satisfy the same by withholding to its own credit
any remaining Assigned Payments,
6. Allstate's lack of opposition to this matter, or its or 321 Henderson's stipulation
hereto or compliance herewith, shall not constitute evidence in this or any matter, and is not
intended to constitute evidence in this or any matter, that:
(a) payments under a structured settlement contract or annuity or related
contracts can be assigned or that "anti-assignment" or "anti-encumbrance"
provisions in structured settlement contracts or annuities or related
contracts are not valid and enforceable; or
(b) other transactions entered into by 321 Henderson and its customers
constitute valid sales and/or secured transactions; or
(c) Allstate has waived any right in connection with any other litigation or
claims; or
(d) 321 Henderson has waived any right other than as expressly set forth in
the parties' Stipulation and/or this Order.
7, 321 Henderson and Ms. Clay, for themselves and for their respective directors,
shareholders, officers, agents, employees, servants, successors, heirs, beneficiaries, contingent
beneficiaries, executors, administrators, and assigns, and any parent, subsidiary, or affiliate
thereof, and their directors, shareholders, officers, agents, employees, servants, successors, and
assigns, past and present (the "Releasors"), hereby remise, release and forever discharge each
other and Allstate, and its directors, shareholders, officers, agents, employees, servants,
successors, and assigns, and any parent, subsidiary, or affiliate thereof, and their directors,
shareholders, officers, agents, employees, servants, successors, and assigns, past and present (the
"Allstate Releasees"), of and from any and all manner of actions and causes of action, suits,
debts, dues, accounts, bonds, covenants, contracts, agreements, judgments, settlements, damages,
claims, and demands whatsoever, in law or in equity, in connection with, related to, or arising
out of any claim or allegation that was or could have been asserted in connection with, related to,
BE\360691\2
-4-
or arising out of the Purchase Agreement, the Assigned Payments, the Proposed Transfer, or the
parties' Stipulation, which against each other or the Allstate Releasees, the Releasors have or had
from the beginning of the world through the date of this Order, except for claims ofReleasors
against the Allstate Releasees to enforce the Allstate Releasees' obligations to Releasors, if any,
under the parties' Stipulation or this Order.
Edward E, Guido, Judge
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BE\360691\2
-5-
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EXHIBIT A
BE\360691\2
03-29-'07 09:47 FROM-
Og/28/2007 04:06 FAX 8109938585
Mar. 28, 2)07 '2~35PM
484-434-2263
DRINKER BIDDLE L
T-930 P015/016 F-116
Idl016/017
No. 0245 P. 11/22
CC~~~
DtsnUCl COURT. C011N'lY or AlW'AII0E. STATE OF COLORADo
ChG AdloIa He .. CV 1910, DtrtIIoIa /I
OIlDER TO DISMISS 'WITH PREJtJDICE
JENNIFER N. BR.OWN, . mIDor, b1 ad IUoIIp bel' 1IlOthcr, ..hind ........ .. .. ttftllCl,
LQllt)A J. STEWART,
P"~
YS.
WASTE MANAGEMENT 0'6 COLORADO, INc., iJ/b/a COLORADO DISPOSAL, 1Ne., ...-
DONAW r. AMES,
Dehdu....
..
._..~
THE COlJRT, M\Iia. ~ QaO "~,,,' lomt M'otioD to DismLw with PrcjudiR.
the ]remiles alated thereia, and .he Court me;
D01H ORDER that this matter fa hereby dtaDl!aed 'NitIl prejudice, each put)' to pay
Ita 0WIl caslJ..
DONE th1s
day of
JUt. 2 S ~H"
-"""0-' 1991.
:BY nm cx)URT!
JAMES F. MACRUM
DISTIWl' JUDIE
J... P. Macrum.lr.
DJstrict Court ludIC
03-29-'07 09:47 FROM-
b3/28/2007 04:08 FAX 610B838585
Mar. 28. 2( 07 12: 34PM
484-434-2263
DRINKER BIDDLE
L
T-930 P016/016 F-116
IdJ017/017
No. 0245 f', 10/L2
CC~~)f
". ..
DISTRICT CO'UR.T, COllN'l'Y or ARArAHOE, STATE OJ CO!DlW)O
CIlO AcdOJI No. BCV 1110, ~.. ·
- . . - 0-
.- ~ :~ ~ t; ! 3
.,..., ,....
, ~
JOINT M0'l10N TO DISMISS W1TB PlUUVDICB
JmItND'ER N.BROWN. .1IIfaor, b1 ad duo'- her mo..... IUItdI'8I padIH. .. _.
LINDA J. STEWART,
JllaIDd,
va.
WASTE MANAG:EMOIT 01' COLORADO, me.. MIl- COlDRADO DlSI'OSAL, 1Nc., ad
DONALD f. AMES,
~
"l~~
COME NOW the parti.. by IIId dIrouJh their Ielpecti\'e attorneys. aqd borcby at.cwe
this HoaanbJa Olurt for aa Order dlsmiJsiDJ ti cue'Ymh p1ejudkc, each pmy to pay 111 own ""..
A& grouzW tberefor, the parties wou.ld Ihow UJltD tJaiI Coun u lo1IotPJ:
1. lb. panles horeln b8YI: amlcably resoIvcd &heir dIfl'emaca and bava ra.ehed.
8I11111'...e:maIlt to settle tbk matter.
2. AI a n:alllt. ClIo panics rcquat met thrs Court enter aD Orcfer dlsmissm, this
b1.tNf wJtlll'rdj~ eBCh Part7 to PI)' ill own COIfs.
WHEREAS, baaed. Oil the foreJOlaJ, aM partia rcquc:lt tbat this Omit eAter .a
Order dilClRif.,iftJ Plalndffl Com,Jablit with. Prll'judi, . part1 to pay .its OWB costs.
_pooll\llly submi- IhII ..:v d.r ofj'5# /
rt.~
KJm avid Po!atto, ~1
of HALL " EVANS
1100 ScwnteeDdl Street
Suite 11001Denver, C4Iorado S0202
(303) 628-3300
A'ITORNEYS FOil DEPENDANIS
1.
oCNcDBW
ct RJiILLY
18110 GayIOKd Street
Domer. Colorado 80206-1211
(303) 39U037
ATTO~ POR PLAIN'J'JFP