Consumer Financial Protection Bureau v. Moseley et al

Filing 1

Notice of ORDER Appointing Receiver Pursuant to 28 U.S.C. § 754 by District Judge Dean Whipple, U.S.District Court MO on 09/09/2014. $46, Receipt Number 64813. (Attachments: # 1 Exhibit A, # 2 Exhibit B) (dbera, ) Modified on 9/19/2014 to reflect the seal order entered was dissolved on 9/15/2014, per Court Order (docket # 11 on U.S.D.C. MO case). (dbera, ).

EXHIBITB

UNITED STATES DISTRICT COURT
WESTERN DISTRICT OF MISSOURI
WESTERN DIVISION
CONSUMER FINANCIAL PROTECTION
BUREAU,

CASE NO. 4:14-00789~CV~Ww
DW

Plaintiff,

v.
RICHARD F. MOSELEY, SR. 1 et al.,

Defendants.

EX PARTE TEMPORARY RESTRAINING ORDER WITH ASSET FREEZE,

APPOINTMENT OF TEMPORARY RECEIVER, EXPEDITED DISCOVERY,
AND OTHER EQUITABLE RELIEF AND ORDER TO SHOW CAUSE WHY
PRELIMINARY INJUNCTION SHOULD NOT ISSUE
(FILED UNDER SEAL)
TABLE OF CONTENTS
I.

PROHIBITIONS ON ORIGINATING, OFFERING, SERVICING~ OR
SELLING LOANS OR OTHER EXTENSIONS OF CREDIT.........................7

II.

PROHIBITED MISREPRESENTATIONS .................................................... 8

III.

DISCLOSURES REQUIRED BY TILA .........................................................9

IV.

PROHIBITION ON VIOLATIONS OF EFTA AND REGULATION E......... to

V.

PRESERVATION OF RECORDS AND TANGIBLE THINGS ...................... 11

VI.

DISABLEMEN'f OF WEBSITES .................................................................. l l

VII.

SUSPENSION OF INTERNET DOMAIN NAME REGISTRATION ........... 12

IX.

RETENTION OF ASSETS AND RECORDS BY FINANCIAL
INSTITUTIONS AND OTHER THIRD PARTIES .......................................14

X.

FINANCIAL STATEMENTS AND ACCOUNTING......................................17

XI.

CONSUMER CREDIT REPORTS ... ,..... ,.,l' ...................... , ••••••• ,., •• , •• , •••••••••••• ,.18

xu.

REPATRIATION OF FOREIGN ASSETS .................................................... 18

XIII.

NON-INTERFERENCE WITH REPATRIATION .......................................19

XIV.

APPOINTMENT OF A TEMPORARY RECEIVER..................................... 20

XV.

DUTIES AND AUTHORITIES OF TEMPORARY RECEIVER.................. 20

XVI.

IMMEDIATE ACCESS TO BUSINESS PREMISES AND RECORDS .......25

XVII.

COOPERATION WITH TEMPORARY RECEIVER ..................................30

xvrn.

DELIVERY OF RECEIVERSHIP PROPERT¥............................................33

XIX.

COMPENSATION FOR TEMPORARY RECEIVER...................................35

XX.

TEMPORARY RECEIVER:S REPORTS ..................................................... 35

XXI.

WITHDRAWAL OF TEMPORARY RECEIVER. .......................................36

XXII.

TEMPORARY RECEIVER'S BOND/LIABILIT¥......................................... 37

XXIII.

PROHIBITION ON RELEASE OF CONSUMER INFORMATION............37

XXIV.
XXV.

LIMITED EXPEDITED DISCOVERY........................................................ -40

XXVI.
XXVII.

DEFENDANTS' DUTY TO DISTRIBUTE ORDER. .................................... 42

XXVIII.

DURATION OF TEMPORARY RESTRAINING ORDER........................... 42

XXIX.

ORDER TO SHOW CAUSE REGARDING PRELIMINARY

XXX.

SERVICE OF PLEADINGS, MEMORANDA, AND OTHER EVIDENCE... 43

XXXI.

LIVE TESTIMONY; WITNESS IDENTIFICATION .................................... 44

XXXII.

CORRESPONDENCE WITH PLAINTIFF CONSUMER FINANCIAL
PROTEcriON BUREAU ···········~······"·· ...... " ,........ ,.............................. ,....... 45
.........
ii

XXXIII.

SERVICE OF TITIS ORDER........................................................................ 45

XXXN.

RETENTION OF JURISDICTION ..............................................................46

ATTACHMENT A- FINANCIAL STATEMENT OF INDIVIDUAL DEFENDANT
ATTACHMENT B- FINANCIAL STATEMENT OF CORPORATE DEFENDANT
ATTACHMENT C- CONSENT TO RELEASE FINANCIAL RECORDS

iii

UNITED STATES DISTRICT COURT
WESTERN DISTRICT OF MISSOURI
WESTERN DMSION
CONSUMER FINANCIAL PROTECTION
BUREAU,

CASE NO. 4=14-00789~CV-W­
DW

Plaintiff,

v.
RICHARD F. MOSELEY, SR., et al.,
Defendants.

EX PARTE TEMPORARY RESTRAINING ORDER WITH ASSET FREEZE,
APPOINTMENT OF TEMPORARY RECEIVER, EXPEDITED DISCOVERY,
AND OTHER EQUITABLE RELIEF AND ORDER TO SHOW CAUSE WHY
PRELIMINARY INJUNCTION SHOULD NOT ISS!l.E
(FILED UNDER SEAL)

Plaintiff, the Consumer Financial Protection Bureau, has filed a complaint under
the Consumer Financial Protection Act of 2010 (CFPA), 12 U.S.C. §§ 5531(a), 5536(a),
5564(a); the Truth in Lending Act (TILA), 15 U.S.C. §§ 1601~1666j; and the Electronic
Fund Transfer Act (EFTA), 15 U.S. C. §§ 1693-1693r. The Complaint alleges that
Defendants' acts or practices violate these laws in connection with the origination and
servicing of online consumer loans. The Complaint seel<s preliminary and permanent
injunctive relief; rescission or reformation of contracts; restitution; the refund of monies
paid; disgorgement of ill-gotten monies; the appointment of a receiver; other equitable
relief; and civil money penalties. Plaintiff has also applied for a temporary restraining
order pursuant to Rule 6s(b) of the Federal Rules of Civil Procedure.

1

FINDINGS OF FACI'

This Court, having considered the Complaint, ex parte application, declarations,
exhibits, memoranda filed in support of the motion, and evidence presented by Plaintiff
finds that:
1.

This Court has jurisdiction over the subject matter of this case, there is

good cause to believe that it will have jurisdiction over all the parties hereto, and venue
in this district is proper;
2.

There is good cause to believe that Defendants (a) Richard F. Moseley, Sr.;

(b) Richard F. Moseley, Jr.; (c) Christopher J. Randazzo; (d) SSM Group, LLC; (e) CMG

Group, LLC; (f) DJR Group, LLC; (g) BCD Group, LLC; (h) Hydra Financial Limited
Fund I; (i) Hydra Financial Limited Fund II; G) Hydra Financial Limited Fund III;
(k) Hydra Financial Limited Fund IV; 0) PCMO Services, LLC; (m) PCKS Services, LLC;
(n) Piggycash Online Holdings, LLC; (o) CLS Services, Inc.; (p) FSR Services, Inc.;
(q) S.J Partners, LLC; (r) River Elk Services, LLC; (s) OSL Marketing, Inc., a/k/a OSL
Group, Inc.; (t) Rocky Oak Services, LLC; (u) RM Partners, LLC; (v) PDC Ventures, LLC;
and (w) Corvus Company LLC have engaged and are likely to continue to engage in acts
or practices that violate the CFPA, TILA and its implementing Regulation Z,12 C.F.R.
Part 1026, and EFTA and its implementing Regulation E, 12 C.F.R. Part 1005. Plaintiff is
therefore likely to prevail on the merits of this action;
3·

There is good cause to believe that immediate and irreparable harm will

result from Defendants' ongoing violations of these laws unless Defendants ate
restrained and enjoined by Order of this Court;

2

4·

There is good cause to believe that immediate and irreparable damage to

the Courtls ability to grant effective final relief for consumers in the form of monetary
restitution and disgorgement or compensation for unjust enrichment will occur from the
transfer, dissipation, or concealment by Defendants of their assets or business records
unless Defendants continue to be restrained and enjoined by Order of this Court; and
that in accordance with Fed. R. Civ. P. 65(b), the interest of justice requires that
Plaintiffs application be heard ex pm·te without prior notice to Defendants. Therefore,
there is good cause for relieving Plaintiff of the duty to provide Defendants with prior
notice of its motion;
5·

Good cause exists for appointing a temporary receiver over SSM Group,

LLC, CMG Group, LLC, DJR Group, LLC, BCD Group, LLC, Hydra Financial Limited
Fund I, Hydra Financial Limited Fund II, Hydra Financial Limited Fund III, Hydra
Financial Limited Fund IV, PCMO Services, LLC; PCKS Services, LLC; Piggycash Online
Holdings, LLC; CLS Services, Inc.; FSR Services, Inc.; SJ Partners, LLC; River Elk
Services, LLC; OSL Marketing, Inc., a/k/a OSL Group, Inc.; Rocky Oak Services, LLC;
RM Partners, LLC; PDC Ventures, LLC; and Corvus Company LLC ("Corporate
Defendants,); permitting Plaintiff immediate access to Defendants' business premises;
and permitting Plaintiff to take expedited discovery;
6.

Weighing the equities and considering Plaintiffs likelihood of ultimate

success on the merits, a temporary restraining order, with an asset freeze, expedited
discovery as to the existence and location of assets and documents, and other equitable
relief is in the public interest; and
7·

No security is required for any agency of the United States for the issuance

ofthis Order. Fed. R. Civ. P. 6s(c).
3

ORDER
DEFINITIONS

For the purposes of this Order, the following definitions shall apply:
a. "Assets" means any legal or equitable interest in, right to, or claim to any real,
personal, or intellectual property, including, but not limited to, chattel, goods,
instruments, equipment, fixtures, general intangibles, effects, leaseholds,
contracts, mail or other deliveries, shares of stock, commodities, futures,
inventory, checks, notes, accounts, credits, receivables (as those terms are
defined in the Uniform Commercial Code), funds, cash, and trusts, including
trusts held for the benefit of a person's minor children or spouse, wherever
located, whether in the United States or abroad;
b. "Corporate Defendants" means SSM Group, LLC, CMG Group, LLC, DJR'
Group, LLC, BCD Group, LLC, Hydra Financial Limited Fund I, Hydra
Financial Limited Fund II, Hydra Financial Limited Fund III, Hydra Financial
Limited Fund IV, PCMO Services,.LLC; PCKS Services, LLC; Piggycash Online
Holdings, LLC; CLS Services, Inc.; FSR Services, Inc.; SJ Partners, LLC; River
Elk Services, LLC; OSL Marketing, Inc., a/k/ a OSL Group, Inc.; Rocky Oak
Services, LLC; RM Partners, LLC; PDC Ventures, LLC; and Corvus Company
LLC;
c. "Debt" means any obligation or alleged obligation to pay money, whether or
not such obligation has been reduced to judgment.

4

d. "Defendants" means the Individual Defendants and the Corporate
Defendants, individually, collectively, or in any combination, and each of
them by whatever names each might be known;
e. ~<Document" and "Electronically Stored Information" are synonymous in
meaning and equal in scope to the usage of the terms in Rule 34(a) of the
Federal Rules of Civil Procedure and include but are not limited to:
•

The original or a true copy of any written, typed, printed, electronically
stored, transcribed, taped, recorded, filmed, punched, or graphic
matter or other data compilations of any kind, including, but not
limited to, letters, email or other correspondencet messages,
memoranda, paper, interoffice communications, notes, reports,
summaries, manuals, magnetic tapes or disks, tabulations, books,
records, checks, invoices, work papers, journals, ledgers, statements,
returns, reports, schedules, files, charts, logs, electronic files, stored in
any medium; and

• Any electronically created or stored information, including but not
limited to elech·onic mail, instant messaging, videoconferencing, SMS,
MMS, or other text messaging, and other electronic correspondence
(whether active, archived, unsent, or in a deleted items folder), word
processing files, spreadsheets, databases, document metadata,
presentation files, and sound recordings, whether stored on any cell
phones, smmtphones, flash drives, personal digital assistants
C'PDAsn), cards, desktop personal computer and workstations, laptops,
notebooks and other portable computers, or other electronic storage
5

media, backup disks and tapes, archive disks and tapes, and other
forms of offline storage, whether assigned to individuals or in pools of
computers available for shared use, or personally owned but used for
work-related purposes, whether stored on-site with the computer used
to generate them, stored offsite in another company facility, or stored,
hosted, or otherwise maintained off-site by a third party; and
computers and related offsite storage used by DefendantS or
Defendants' participating associates, which may include persons who
are not employees of the company or who do not work on company
premises;

f. "Electronic Data Host" means any person or entity that stores, hosts, or
otherwise maintains electronically stored information;
g. "Financial Institution" means any bank, savings and loan institution, credit

union, or any financial depository of any kind, including, but not limited to,
any brokerage house, trustee, broker-dealer, escrow agent, title company,
commodity trading company, or precious metal dealer;
h. '•Individual Defendants)! means Richard F. Moseley, Sr., Richard F. Moseley,
Jr., and Chl'istopher J. Randazzo, individually, collectively, or in any
combination, and each of them by any other names by which they might be
known;

i. "Person" means an individual, partnership, company, corporation, association
(incorporated or unincorporated), trust, estate, cooperative organization, or
other entity;

6

j. "Receivership Defendants" means the Corporate Defendants and their

successors, assigns, affiliates, or subsidiaries, and each of them, by whatever
names each might be known, provided that the Temporary Receiver has
reason to believe they are owned or controlled in whole or in part by any of
the Defendants and conduct any business related to the Corporate
Defendants' consumer loan operations;

k. The words "and" and "or, shall be understood to have both conjunctive and
disjunctive meanings as necessary to make the applicable phrase or sentence
inclusive rather than exclusive.

I.
PROHIBITIONS ON ORIGINATING, OFFERING, SERVICING, OR
SELLING LOANS OR OTHER EXTENSIONS OF CREDIT
IT IS THEREFORE ORDERED that Defendants and their successors, assigns,
officers, agents, servants, employees, and attorneys, and those persons in active concert
or participation with any of them, who receive actual notice of this Order, whether
acting directly or indirectly, in connection with the marketing, advertising, offering,
originating, servicing, or sale of consumer loans or other extensions of credit to
consumers, are hereby temporarily restrained and enjoined from, or assisting others
from, any of the following:
A. Originating loans or extending credit to consumers;

B. Attempting to collect or collecting payments from consumers on an
existing loan, whether directly or through a third-party debt collector; and

7

C. Selling, assigning, gifting, conveying, or otherwise transferring any
purported consumer debt to a third party, including any debt broker, debt
buyer, or debt collector.

II.
PROHIBITED MISREPRESENTATIONS
IT IS THEREFORE ORDERED that Defendants and their successors, assigns,
officers, agents, servants, employees, and attorneys, and those persons in active concert
or participation with any of them, who receive actual notice of this Order, whether
acting directly or indirectly, in connection with the marketing, advertising, offering,
originating, servicing, or sale of consumer loans or other extensions of credit to
consumers, are hereby temporarily restrained and enjoined from falsely representing, or
from assisting others who are falsely representing, expressly or by implication, any of
the following:
A. That consumers authorized or otherwise consented to a loan;
B. That consumers authorized or otherwise consented for Defendants to access

their bank accounts;
C. That consumers were obligated to pay finance charges associated with a loan
that they did not authorize or consent to;
D. That a consumer's total of payments will be equal to the amount financed plus
a stated finance charge;
E. The character, amount, or legal status of a loan;
F. The payment schedule of a loan;
G. The interest rate, annual percentage rate, or finance charge of a loan and
whether they are fixed or adjustable;

8

H. Whether, and to what extent, a consumer's payment will be applied to
repayment of the principal of the loan;
I. Whether a loan will be refinanced or rolled over, and whether refinancing may

trigger a prepayment penalty or other fees; or

J. Any other material fact.
III.
DISCLOSURES REQUIRED BY TILA
IT IS FURTHER ORDERED that Defendants and their successors, assigns,
officers, agents, servants, employees, independent contractors, and attorneys, and those
persons in active concert or participation with any of them, who receive actual notice of
this Order, whether acting directly or indirectly, in connection with the marketing,
advertising, offering, originating, servicing, or sale of consumer loans or other
extensions of credit to consumers, are hereby temporarily restrained and enjoined from
engaging in, or assisting others engaging in, the following conduct:

A. Failing to disclose accurately all of the follovving together in a single writing,
clearly and conspicuously, before extending credit, in a manner reflecting the
terms of the legal obligation between the parties:
a.

the finance charge;

b.

the annual percentage rate;

c.

the payment schedule; and

d.

the total of payments

in violation of Sections 121 and 128 ofTILA, 15 U.S.C. §§ 1631, 1638, and
Sections 1026.17 and 1026.18 of Regulation Z, 12 C.F.R. §§ 1026.17 and 1026.18;
and
9

B. Any other conduct in violation ofTILA, 15 U.S.C. §§ 1601-1666j.
IV.

PROHIBITION ON VIOLATIONS OF EFTA AND REGULATION E
IT IS THEREFORE ORDERED that Defendants and their successors, assigns,

officers, agents, servants, employees, and attorneys, and those persons in active conceit
or participation with any of them, who receive actual notice of this Order, whether
acting directly or indirectly, in connection with the marketing, advertising, offering,
originating, servicing. or sale of consumer loans or other extensions of credit to
consumers, are hereby temporarily restrained and enjoined from engaging in, or
assisting others engaging in, the following conduct:
A. Debiting consumers~ bank accounts on a recurring basis without:
1.

first obtaining a ·written authorization signed or similarly authenticated
by consumers for preauthorized electronic fund transfers from their
accounts; or

2. providing to the consumers a copy of a written authorization signed or
similarly authenticated by the consumers for preauthorized electronic
fund transfers from their accounts,
in violation of Section 907(a) of EFTA, 15 U.S.C. § 1693e(a), and Section
1005.10(b) of Regulation E, 12 C.F.R. § 1005.10(b);
B. Conditioning the extension of consumer credit on the consumer's consent to
repay by preauthorized electronic fund transfers in violation of Section 913(1)
of EFTA, 15 U.S.C. § 1693k(1), and Section 1005.10(e)(1) of Regulation E, 12
C.F.R § 1005.10(e)(1); or
C. Any other conduct in violation of EFTA, 15 U.S.C. §§ 1693-1693r.
10

v.
PRESERVATION OF RECORDS AND TANGIBLE THINGS

IT IS FURTHER ORDERED that Defendants and their successors, assigns,

officers, agents, servants, employees, independent contractors, and attorneys, and those
persons in active concert or participation V\ith any of them, who receive actual notice of
this Order, whether acting directly or indirectly, are hereby temporarily enjoined from
destroying, erasing, mutilating, concealing, altering, transferring, or otherwise disposing
of, in any manner, directly or indirectly, any Documents or records that relate to the
business practices, or business or personal finances of any Defendant, or other entity
directly or indirectly under the control of any Defendant.
VI.
DISABLEMENT OF WEBSITES

IT IS FURTHER ORDERED that, immediately upon service of the Order upon

them and pending determination of Plaintiffs request for a preliminary injunction,
(1)

any person hosting any Internet website for, or on behalf of, any Defendant, and

(2) Defendants and their successors, assigns, officers, agents, servants, employees,

independent contractors, and attorneys, and those persons in active concert or
participation with any of them, who receive actual notice of this order, whether acting
directly or indirectly, shall:
A.

Immediately do whatever is necessary to ensure that any Internet website
used by Defendants for the advertising, marketing, promotion, origination,
servicing, offering for sale, or sale of any consumer loanl1 including but not
limited to www. piggycash.net, containing statements, representations,
11

omissions, or actions prohibited by Sections I through N of this Order cannot
be accessed by the public;
B. Prevent the destruction or erasure of any Internet website used by Defendants
for the advertising, marketing, promotion, offering for sale, or sale of any
consumer loan or other extension of credit to consumers, by preserving such
website in the format in which it is maintained currently; and
C. Immediately notify Plaintiffs counsel, in writing, of any other Internet
website operated or controlled by any Defendant.

VII.
SUSPENSION OF INTERNET DOMAIN NAME REGISTRATIONS
IT IS FURTHER ORDERED that, pending determination of Plaintiffs request for

a preliminary injunction, any domain name registrar shall suspend the registration of
any Internet website used by Defendants for the advertising, marketing, promotion,
origination, servicing, offering for sale, or sale of any consumer loan or other extension
of creditto consumers, and containing statements, representations, omissions or actions
prohibited by Sections I through N ofthis Order, and provide immediate notice to
Plaintiffs counsel of any other Internet domain names registered or controlled by any
Defendants.

VIII.
ASSET FREEZE

IT IS FURTHER ORDERED that Defendants and their successors, assigns,
officers, agents, servants, employees, independent contractors, and attorneys, and all
persons directly or indirectly under the control of any of them, including any financial
institution, and all other persons in active concert or participation with any of them,
12

who receive actual notice of this Order, are hereby temporarily restrained and enjoined
from directly or indirectly:
A. Selling, liquidating, assigning, h·ansferring, convetting, loaning,

hypothecating, disbursing, gifting, conveying, encumbering, pledging,
concealing, dissipating, spending, withdrawing, or otherwise disposing of any
Asset, or interest therein, that is in whole or in part:
1.

owned or controlled, directly or indirectly, by any Defendant, held for
the benefit of any Defendant, or subject to access by, or belonging to,
any Defendant;

2.

in the actual or constructive possession of any Defendant; or

3. in the actual or constructive possession of, or owned or controlled by,
or subject to access by, or belonging to, any corporation, partnership,
trust or other entity directly or indirectly owned, managed or
controlled by, or under common control with any Defendant;
B. Opening, or causing to be opened, any safe deposit box, commercial mail box,

or storage facility belonging to, for the use or benefit of, controlled by, or
titled in the name of any Defendant, or subject to access by any Defendant;
C. Incurring charges or cash advances on any credit card, stored value card,
debit card or charge card issued in the name, singly or jointly, of any
Defendant or any other entity directly or indirectly owned, managed, or
controlled by any Defendant;
D. Incurring liens or encumbrances on real property, personal property, or other
Assets in the name, singly or jointly, of any Defendant; and
E. Cashing any checks from consumers, clients, or customers of any Defendant.
13

IT IS FURTHER ORDERED that the Assets affected by this Section shall
include: (a) all Assets of each Defendant as of the time this Order is entered, and (b)
those Assets obtained or received after entry of this Order that are derived, directly or
indirectly, from the actions alleged in Plaintiffs Complaint. This Section does not
prohibit transfers to the Temporary Receiver, as specifically required in Section XVIII
(Delivery of Receivership Property), nor does it prohibit the Repatriation of Foreign
Assets, as specifically required in Section XII of this Order.
IX.

RETENTION OF ASSETS AND RECORDS BY
FINANCIAL INSTITUTIONS AND OTHER THIRD PARTIES
IT IS FURTHER ORDERED that, except as otherwise ordered by this Court,
any financial or brokerage institution, business entity, trust, electronic data host,
Internet or digital currency payment processor, or person served with a copy of this
Order, or who otherwise has actual or constructive knowledge of this Order, that holds,
controls, or maintains custody of any account, Document, or Asset of, on behalf of, in
the name of, for the benefit of, subject to withdrawal by, subject to access or use by, or
under the signatory power of any Defendant or other party subject to Section VIII above,
or has held, controlled, or maintained any such account, Document, or Asset shall:
A. Hold, preserve, and retain within such person's control, and prohibit the

withdrawal, removal, alteration, assignment, transfer, pledge, hypothecation,
encumbrance, disbursement, dissipation, conversion, sale, liquidation, or
other disposal of such account, Document, or Asset held by or under such
person's control, except as directed by fmther order of the Court or as
directed in writing by the Temporary Receiver regarding accounts,

14

I

Documents, or Assets held in the name of or benefit of any Receivership
Defendant;

B. Provide the Temporary Receiver, the Temporary Receiver's agents, Plaintiff,
and Plaintiffs agents immediate access to Documents, including those
electronically stored, hosted, or otherwise maintained on behalf of Defendants
for forensic imaging or copying;
C. Deny access to any safe deposit box, commercial mail box, or storage facility
belonging to, for the use or benefit of, controlled by, or titled in the name of
any Defendant, or subject to access by any Defendant or other party subject to
Section VIII (Asset Freeze) above, except that this subsection shall not limit
the Temporary Receiver's access to such places;
D. Provide to Plaintiffs counsel and the Temporary Receiver, within one
business day, a sworn statement setting forth:
1.

the identification of each account or Asset titled in the name,
individually or jointly, or held on behalf of or for the benefit of, subject
to withdrawal by, subject to access or use by, or under the signatory
power of any Defendant or other party subject to Section VIII above,
whether in whole or in pmt;

2.

the balance of each such account, or a description of the nature and
value of such Asset, as of the close of business on the day on which this
Order is served;

3. the identification of any safe deposit box, commercial mail box, or
storage facility belonging to, for the use or benefit of, controlled by, or
titled in the name of any Defendant, or subject to access by any

15

Defendant or other party subject to Section VIII above, whether in
whole or in part; and
4· if the account, safe deposit box, or other Asset has been closed or
removed, the date closed or removed, the balance on said date, and the
name or the person or entity to whom such account or other Asset was
remitted;

E. Provide to Plaintiffs counsel and the Temporary Receiver, within three
business days after being served with a request, copies of all Documents
pertaining to such account or Asset, including but not limited to originals or
copies of account applications, account statements, signature cards, checks,
drafts, deposit tickets, transfers to and from the accounts, all other debit and
credit instruments or slips, currency transaction reports, 1099 forms, and safe
deposit box logs; and
F. Cooperate vvith all reasonable requests of the Temporary Receiver relating to
this Order's implementation.
G. The accounts subject to this provision include: (a) all Assets of each
Defendant deposited as of the time this Order is entered, and (b) those Assets
deposited after entry of this Order that are derived from the actions alleged in
Plaintiffs Complaint. This Section does not prohibit transfers to the
Temporary Receiver, as specifically required in Section XVIII (Delivety of
Receivership Property), nor does it prohibit the Repatriation of Foreign
Assets, as specifically required in Section XII of this Order.
H. Plaintiff is granted leave, pursuant to Fed. R. Civ. P. 45, to subpoena
Documents immediately from any financial or brokerage institution, business

16

entity, electronic data host, or person served with a copy of this Order that
holds, controls, or maintains custody of any account, Document, or Asset of,
on behalf of, in the name of, for the benefit of, subject to access or use by, or
under the signatory power of any Defendant or other party subject to Section
VIII above, or has held, controlled, or maintained any such account,
Document, or Asset, and such financial or brokerage institution, business
entity, electronic data host or person shall respond to such subpoena within
three business days after service.

X.
FINANCIAL STATEMENTS AND ACCOUNTING
IT IS FURTHER ORDERED that each Defendant, within three business days

of service of this Order, shall prepare and deliver to Plaintiffs counsel and to the ·
Temporary Receiver:

A. For each Individual Defendant, a completed financial statement accurate
as of the date of service of this Order upon such Defendant on the form of
Attachment A to this Order captioned ~~Financial Statement of Individual
Defendant."
B. For the Corporate Defendants, a completed financial statement accurate as
of the date of service of this Order upon each of the Corporate Defendants
(unless otherwise agreed upon with Plaintiffs counsel) in the form of
Attachment B to this Order captioned "Financial Statement of Corporate
Defendant.,
C. A list of all officers and directors of the Corporate Defendants and all other
individuals or entities vvith authority to direct the operations of each

17

Corporate Defendant or withdraw money from the account of the
Corporate Defendant.
D. A list of all persons and entities to which any purported consumer loan
debt was sold, transferred, or assigned since January 1, 2010.

XI.
CONSUMER CREDIT REPORTS

IT IS FURTHER ORDERED that pursuant to Section 604(a)(1) of the Fair
Credit Reporting Act, 15 U.S.C. § 1681b(a)(1), Plaintiff may obtain credit reports
concerning any Defendant, and that, upon written request, any credit reporting agency
from which such reports are request shall provide them to Plaintiff.

XII.
REPATRIATION OF FOREIGN ASSETS
IT IS FURTHER ORDERED that, within three business days following the

service of this Order, each Defendant shall:
A. Provide Plaintiffs counsel and the Temporary Receiver with a full accounting

of all Assets, accounts, and Documents outside of the territory of the United
States that are held (1) by Defendants; (2) for their benefit; (3) in trust by or
for them, individually or jointly; or (4) under their direct or indirect control,
individually or jointly;
B. Transfer to the territory of the United States all Assets, accounts, and
Documents in foreign countries held (1) by Defendants; (2) for their benefit;
(3) in trust by or for them, individually or jointly; or (4) under their direct or
indirect control, individually or jointly;
C. Hold and retain all repatriated assets, accounts, funds, and documents, and
18

prevent any transfer, disposition, or dissipation whatsoever of any such
assets, accounts, funds, or documents; and
D. Provide Plaintiff access to all records of accounts or Assets of the Corporate
Defendants and Individual Defendants held by financial institutions located
outside the territorial United States by signing the Consent to Release of
Financial Records attached to this Order as Attachment C.
All repatriated Assets, accounts, and Documents are subject to Section VIII of this

Order.
XIII.
NONINTERFERENCE WITH REPATRIATION
IT IS FURTHER ORDERED that Defendants and their successors1 assigns,

oft1cers, agents, servants, employees, independent contractors, and attorneys1 and those
persons in active conceit or pa1ticipation with any of them, who receive actual notice of
this Order, whether acting directly or indirectly, are hereby temporarily restrained and
enjoined from taking any action, directly or indirectly) which may result in the
encumbrance or dissipation of foreign Assets, or in the hindrance of the repatriation
required by the preceding Section XII of this Order, including, but not limited to:
A. Sending any statement, letter, fax, email or wire transmission, or telephoning

or engaging in any other act, directly or indirectly, that results in a
determination by a foreign trustee or other entity that a uduress" event has
occurred under the terms of a foreign trust agreement until such time that all
Assets have been fully repatriated pursuant to Section XII of this Order; or
B. NotifYing any trustee, protector, or other agent of any foreign trust or other
related entities of either the existence of this Order, or of the fact that
19

repatriation is required pursuant to a comt order, until such time that all
Assets have been fully repatriated pursuant to Section XII of this Order.
XIV.
APPOINTMENT OF A TEMPORARY RECEIVER
IT IS FURTHER ORDERED that Thomas W. McNamara of Ballard Spahr LLP

is appointed Temporary Receiver for the business activities of Receivership Defendants
with the full power of an equity receiver. The Temporary Receiver shall be the agent of
this Court and solely the agent of this Comt in acting as Temporary Receiver under this
Order. The Temporary Receiver shall be accountable directly to this Court. The
Temporary Receiver shall comply with all laws and Local Rules of this Court governing
federal equity receivers.
XV.
DT.rfiES AND AUTHORITIES OF TEMPORARY RECEIVER
IT IS FURTHER ORDERED that the Temporary Receiver is directed and

authorized to accomplish the following:
A. Assume full control of the Receivership Defendants by removing, as the

Temporary Receiver deems necessary or advisable, any director, officer,
independent contractor, employee, or agent of any of the Receivership
Defendants including any named Defendant, from control of, management of,
or participation in, the affairs of the Receivership Defendants;
B. Take exclusive custody, control, and possession of all Assets and Documents
of, or in the possession, custody, or under the control of, the Receivership
Defendants, wherever situated. The Temporary Receiver shall have full power
to divert mail and to sue for, collect, receive, take into possession, hold, and
20

manage all Assets and Documents of the Receivership Defendants and other
persons whose interests are now held by or under the direction, possession1
custody, or control of the Receivership Defendants. The Temporary Receiver
shall not, however, attempt to collect or receive any amount from a consumer
if the Temporary Receiver believes the consumer was a victim of the unlawful

conduct alleged in the complaint in this matter;
C. Take all steps necessary to secure the business premises of the Receivership
Defendants. Such steps may include, but are not limited to, the following as
the Temporary Receiver deems necessary or advisable:
1.

serving and filing this Order;

2.

completing a written inventory of all Receivership Assets;

3. obtaining pettinent information from all employees and other agents of
the Receivership Defendants, including but not limited to, the name,
horne address, social security number, job description, method of
compensation, and all accrued and unpaid commissions and
compensation of each such employee or agent, and all computer
hardware and software passwords;
4. videotaping or photographing all portions of the location;
5· securing the location by changing the locks and disconnecting any
computer modems or other means of access to the computer or other
records maintained at that location;
6. requiring any persons present on the premises at the time this Order is
served to leave the premises, to provide the Temporary Receiver ·with
proof of identification, or to demonstrate to the satisfaction of the
21

Temporary Receiver that such persons are not removing from the
premises Documents or Assets of the Receivership Defendants; and

7. requiring all employees, independent contractors, and consultants of
the Receivership Defendants to complete a questionnaire submitted by
the Temporary Receiver;
D. Conserve, hold, and manage all Receivership Assets, and perform all acts
necessary or advisable to preserve the value of those Assets, in order to
prevent any irreparable loss, damage, or injury to consumers or to creditors of
the Receivership Defendants, including, but not limited to, obtaining an
accounting of the Assets and preventing transfer, withdrawal, or
misapplication of Assets;
E. Liquidate any and all securities or commodities owned by or for the benefit of
the Receivership Defendants as the Temporary Receiver deems to be
advisable or necessary;
F. Enter into contracts and purchase insurance as the Temporary Receiver
deems to be advisable or necessary;
G. Prevent the inequitable distribution of Assets and determine, adjust, and
protect the interests of consumers and creditors who have transacted business
with the Receivership Defendants;
H. Manage and administer the business of the Receivership Defendants until
further order of this Comt by performing aU incidental acts that the
Temporary Receiver deems to be advisable or necessary, which includes
retaining, hiring, or dismissing any employees, independent contractors, or
agents;

22

I. Choose, engage, and employ attorneys, accountants, appraisers, and other

independent contractors and technical specialists, as the Temporary Receiver
deems advisable or necessary in the performance of duties and
responsibilities under the authority granted by this Order;

J. Make payments and disbursements from the Receivership estate that are
necessary or advisable for carrying out the directions of, or exercising the
authority granted by, this Order. The Temporary Receiver shall apply to the
Court for prior approval of any payment of any debt or obligation incurred by
the Receivership Defendants prior to the date of entry of this Order, except
payments that the Temporary Receiver deems necessary or advisable to
secure assets of the Receivership Defendants, such as rental payments;

K. Determine and implement measures to ensure that the Receivership
Defendants comply with and prevent violations of this Order and all other
applicable laws, including, but not limited to, revising sales materials and
implementing monitoring procedures;
L. Institute, compromise, adjust, appear in, intervene in, or become party to
such actions or proceedings in state, federal, or foreign courts that the
Temporary Receiver deems necessary and advisable to preserve or recover the
Assets of the Receivership Defendants, or that the Temporary Receiver deems
necessary and advisable to carry out the Temporary Receiver's mandate under
this Order;
M. Defend, compromise, adjust, or otherwise dispose of any or all actions or
proceedings instituted in the past or in the future against the Temporary
Receiver in his or her role as Temporary Receiver, or against the Receivership

23

Defendants, that the Temporary Receiver deems necessary and advisable to
preserve the Assets of the Receivership Defendants or that the Temporary
Receiver deems necessary and advisable to carry out the Temporary
Receiver's mandate under this Order;
N. Continue and conduct the business of the Receivership Defendants in such
manner, to such extent, and for such duration as the Temporary Receiver may
in good faith deem to be necessary or appropriate to operate the business
profitably and lawfully, if at all; provided, however, that the continuation and
conduct of the business shall be conditioned upon the Temporary Receiver's
good faith determination that the businesses can be lawfully operated at a
profit using the Assets of the receivership estate;
0. Take depositions and issue subpoenas to obtain Documents and records
pertaining to the receivership estate and compliance with this Order.
Subpoenas may be served by agents or attorneys of the Temporary Receiver
and by agents of any process server retained by the Temporary Receiver;
P. Open one or more bank accounts as designated depositories for funds of the

Receivership Defendants. The Temporary Receiver shall deposit all funds of
the Receivership Defendants in such a designated account and shall make all
payments and disbursements from the receivership estate from such
account(s);
Q. Maintain accurate records of aU receipts and expenditures that he makes as
Temporary Receiver;
R. Cooperate with reasonable requests for information or assistance from any

state or federal law enforcement agency;
24

S. Maintain the chain of custody of all of Defendants' records in their
possession; and
T. Notify all courts in which receivership Defendants have litigation pending,
that this case is pending, and request temporary stays of those cases or any
other necessary relief to preserve the rights of consumers
XVI.
IMMEDIATE ACCESS TO BUSINESS PREMISES AND RECORDS
IT IS FURTHER ORDERED that Plaintiff, the Temporary Receiver1 and their

respective representatives, agents, contractors, or assistants, are permitted immediate
access to Defendants' business premises; and
IT IS FURTHER ORDERED that the Defendants and their successors,

assigns, officers, directors, agents, servants, employees, attorneys, and aU other persons
directly or indirectly, in whole or in part, under their control, and all other persons in
active concert or participation with them, who receive actual notice of this Order,
whether acting directly or indirectly, shall:
A. Allow Plaintiff and the Temporary Receiver, and their respective

representatives, agents, attorneys, investigators, paralegals, contractors, or
assistants, including, but not limited to, federal, state, and local law
enforcement officers, including the United States Marshals Service, the
Kansas City Police Department, the Sheriff or deputy of any county, and the
Police Department or police officer of any community, immediate access to:
all of the Defendants' business premises, including but not limited to:
1. 2
2.

E. Gregory Blvd, Kansas City, MO 64114 (2 floors);

any storage facilities; and
25

3. such other business locations that are wholly or partially owned,
rented, leased, or under the temporary or permanent control of any
Defendant;
4· any other premises where the Defendants conduct business, sales
operations, or customer service operations;
5· any premises where Documents related to the Defendants' busine..sses
are stored or maintained, including but not limited to a storage unit;
6. any premises where Assets belonging to any Defendant are stored or
maintained; and
7. any Documents located at any of the locations described in this
Section;
B. Immediately identify to Plaintiffs counsel and the Temporary Receiver:
1.

all of Defendants business premises and storage facilities;

2.

any non-residence premises where any Defendant conducts business,
sales operations, or customer service operations;

3. any non-residence premises where Documents related to the business,
sales operations, or customer service operations of any Defendant are
hosted, stored, or otherwise maintained, including but not limited to
the name and location of any Electronic Data Hosts; and
4· any nonMresidence premises where Assets belonging to any Defendant
are stored or maintained; and
C. Provide Plaintiff and the Temporary Receiver, and their respective
representatives, agents, attorneys, investigators, paralegals, contractors, or
assistants with any necessary means of access to, copying of, and forensic

26

imaging of Documents, including, without limitation, identifying the locations
of Receivership Defendants' business premises, keys and combinations to
business premises locks, passwords to devices that hold Electronically Stored
Information, computer access codes of all computers used to conduct
Receivership Defendants' business, access to (including but not limited to
execution of any Documents necessary for access to and forensic imaging of)
any data stored, hosted or otherwise maintained by an electronic data host,
and storage area access information;
IT IS FURTHER ORDERED that:
A. Plaintiff and the Temporary Receiver are authorized to employ the assistance

of federal, state, and local law enforcement officers, including, but not limited
to, the United States Marshals service, the United States Marshal or Deputy
United States Marshal, and the Sheriff or deputy of any county, the Kansas
City Police Department, and the Police Department and police officer of any
community, to effect service, to implement peacefuUy the provisions of this
Order, and to keep the peace. The assistance oflaw enforcement is highly
advisable to ensure that this Order is executed in an efficient, safe, and
orderly manner. It is the primary role and mission of the United States
Marshals Service to provide security and to obey, execute, and enforce all
orders of the United States District Courts and the United States Courts of
Appeals as provided by law. The United States Marshals Service shall execute
all lawful writs, process, and orders issued under the authority of the United
States, and shall command all necessary assistance to execute its duties. The

27

United States Marshals Service is authorized to use any reasonable force in
the enforcement of this Order.
B. The Temporary Receiver shall immediately allow Plaintiff and its
representatives, agents, contractors, or assistants into the premises and
facilities described in this Section to inspect, inventory, image, and copy
Documents relevant to any matter contained in this Order, wherever they may
be situated. The Temporary Receiver may exclude Defendants and their
agents and employees from the business premises and facilities during the
immediate access. No one shall interfere with Plaintiffs or the Temporary
Receiver's inspection of the Defendants• premises or documents.
C. The Temporary Receiver and Plaintiff shall have the right to remove any
Documents, including any devices containing Electronically Stored
Information related to Defendants' business practices from the premises in
order that they may be inspected, inventoried, and copied. The materials so
removed shall be returned vvitbin five business days of completing said
inventory and copying. If any property, records, Documents, or computer files
relating to the Receivership Defendants' finances or business practices are
located in the residence of any Defendant or are otherwise in the custody or
control of any Defendant, then such Defendant shall produce them to the
Temporary Receiver vvithin twenty-four hours of service of this Order. In
order to prevent the destruction of computer data, upon service of this Order
upon Defendants, any such computers may be powered down (turned off) in
the normal course for the operating systems used on such computers and
shall not be powered up or used again until produced for copying and
28

inspection, along with any codes needed for access. Plaintiffs and the
Temporary Receiver's representatives may also photograph and videotape the
inside and outside of all premises to which they are permitted access by this
Order, and all Documents and other items found on such premises;
D. Plaintiffs access to the Defendants' Documents pursuant to this Order shall
not provide grounds for any Defendant to object to any subsequent request
for Documents served by Plaintiff; and
E. The Temporary Receiver shall allow the Defendants and their representatives
reasonable access to the premises of the Receivership Defendants. The
purpose of this access shall be to inspect, inventory, and copy any and aU
Documents and other property mvned by or in the possession of the
Receivership Defendants, provided that those Documents and property are
not removed from the premises. The Temporary Receiver shall have the
discretion to determine the time, manner, and reasonable conditions of such
access.
IT IS FURTHER ORDERED that:
A. The US Marshal or other law enforcement officers are authorized to escort
Plaintiff, the Temporary Receiver, and Plaintiffs and the Temporary Receiver's
representatives and agents inside Defendants' business premises including, but
not limited to, the locations identified in Section XVI.A. of this Order
B. The law enforcement officers, and those persons acting under their supervision,
including Plaintiff and its representatives and attorneys are authorized and
directed to serve this Order along with any summons, complaint, motions,

29

declarations, and discovery requests on Defendants, including at the premises
identified in Section XV1 of this Order;
C. Defendants and their employees, agents, and bookkeepers shall provide

immediate access to such locations to Plaintiff, the Temporary Receiver, the
United States Marshals Service or other law enforcement officers and to
Plaintiffs attorneys;
D. Defendants and their employees, agents, and bookkeepers shall also immediately
provide usernames and passwords to all computers that store information
concerning Defendants' business operations;
E. Defendants and their employees shall surrender Blackberry, iPhone, Android, or

other mobile access devices that contain information concerning Defendants'
business operations to the Temporary Receiver or Plaintiffs representatives.
XVII.
COOPERATION WITH TEMPORARY RECEIVER
IT IS FURTHER ORDERED that:

A. Defendants, and their successors, assigns, officers, agents, directors, servants,
employees, salespersons, independent contractors, attorneys, and
corporations, and all other persons or entities in active concert or
participation with them, who receive actual notice of this Order, whether
acting directly or indirectly, shall fully cooperate with and assist the
Temporary Receiver. Defendants' cooperation and assistance shall include,
but not be limited to:
1.

Providing any information to the Temporary Receiver that the
Temporary Receiver deems necessary to exercising the authmity and
30

discharging the responsibilities of the Temporary Receiver under this
Order, including but not limited to allowing the Temporary Receiver to
inspect Documents and Assets and to partition office space;
2.

Providing any username or password and executing any documents
required to access any computer or electronic files in any medium,
including but not limited to Electronically Stored Information stored,
hosted, or otherwise maintained by an electronic data host; and

3. Advising all persons who owe money to the Receivership Defendants
that all debts should be paid directly to the Temporary Receiver; and
B. Defendants and their successors, assigns, officers, directors, agents, servants,
employees, attorneys, and all other persons or entities directly or indirectly, in
whole or in part, under their control, and all other persons in active conce1t or
participation with them, who receive actual notice of this Order, shall not
interfere in any manner, directly or indirectly with the custody possession,
management, or control by the Temporary Receiver of Assets and Documents,
and are hereby temporarily restrained and enjoined from directly or
indirectly:
1.

Transacting any of the business of the Receivership Defendants;

2.

Destroying, secreting, erasing, mutilating, defacing, concealing,
altering, transferring or otherwise disposing of, in any manner, directly
or indirectly, any Documents or equipment of the Receivership
Defendants, including but not limited to contracts, agreements,
consumer files, consumer addresses and telephone numbers,
correspondence, advertisements, brochures, sales material, sales
31

presentations, Documents evidencing or referring to Defendants'
services, training materials, scripts, data, computer tapes, disl\S, or
other computerized records, books, written or printed records,
handwritten notes, telephone logs, "verification" or "compliance" tapes
or other audio or video tape recordings, receipt books, invoices, postal
receipts, ledgers, personal and business canceled checks and check
registers, bank statements, appointment books~ copies of federal, state
or local business or personal income or property tax returns,
photographs, mobile devices, electronic storage media, accessories, and
any other Documents, records or equipment of any kind that relate to
the business practices or business or personal finances of the
Receivership Defendants or any other entity directly or indirectly
under the control of the Receivership Defendants;
3· Transferring, receiving, altering, selling, encumbering, pledging,
assigning, liquidating, or otherwise disposing of any Assets owned,
controlled, or in the possession or custody of, or in which an interest is
held or claimed by, the Receivership Defendants, or the Temporary
Receiver;
4. Excusing debts owed to the Receivership Defendants;
5· Failing to notify the Temporary Receiver of any Asset, including
accounts, of a Receivership Defendant held in any name other than the
name of the Receivership Defendant, or by any person or entity other
than the Receivership Defendant, or failing to provide any assistance or

32

information requested by the Temporary Receiver in connection with
obtaining possession, custody, or control of such Assets;
6. Failing to create and maintain books, records, and accounts which, in
reasonable detail, accurately, fairly, and completely reflect the incomes,
assets, disbursements, transactions and use of monies by the
Defendants or any other entity directly or indirectly under the control
of the Defendants;
7. Doing any act or refraining from any act whatsoever to interfere with
the Temporary Receiver's taldng custody, control, possession, or
managing of the Assets or Documents subject to this Receivership; or
to harass or to interfere with the Temporary Receiver in any way; or to
interfere in any manner with the exclusive jurisdiction of this Court
over the Assets or Documents of the Receivership Defendants; or to
refuse to cooperate 'With the Temporary Receiver or the Temporary
Receivees duly authorized agents in the exercise of their duties or
authority under any Order of this Court; and
8. Filing, or causing to be filed, any petition on behalf of the Receivership
Defendants for relief under the United States Bankruptcy Code, 11
U.S.C. § 101 et seq., without prior permission from this Court.
XVIII.
DELIVERY OF RECEIVERSHIP PROPERTY

IT IS FURTHER ORDERED that immediately upon service of this Order upon

them or upon their otherwise obtaining actual knowledge ofthis Order, or within a
period permitted by the Temporary Receiver, Defendants and any other person or
33

entity, including but not limited to financial institutions and electronic data hosts, shall
transfer or deliver access to possession, custody, and control of the follovving to the
Temporary Receiver:
A. All Assets of the Receivership Defendants;

B. All Documents of the Receivership Defendants, including but not limited to
books and records of accounts, all financial and accounting records, balance
sheets, income statements, bank records (including monthly statements,
canceled checks, records of wire transfers, records of ACH transactions, and
check registers), client or customer lists, title documents and other papers;
C. All Assets belonging to members of the public now held by the Receivership
Defendants;
D. All keys, computer and other passwords, user names, entry codes,
combinations to locks required to open or gain or secure access to any Assets
or Documents of the Receivership Defendants, wherever located, including,
but not limited to, access to their business premises, means of
communication, accounts, computer systems, or other property; and
E. Information identifying the accounts, employees, properties, or other assets

or obligations of the Receivership Defendants.
In the event any person or entity fails to deliver or transfer immediately any asset

-

or otherwise fails to comply with any provision of this Section, the Temporary Receiver
may file ex parte with the Court an Affidavit of Non-Compliance regarding the failure.
Upon filing of the affidavit, the Court may authorize, without additional process or
demand, Writs of Possession or Sequestration or other equitable writs requested by the
Temporary Receiver. The writs shall authorize and direct the United States Marshal, any
34

Deputy United States Marshal, the Kansas City Police Department, any local police
department, or any sheriff or deputy sheriff of any county to seize the Asset, Document,
or other thing and to deliver it to the Temporary Receiver.
XIX.
COMPENSATION FOR TEMPORARY RECEIVER
IT IS FURTHER ORDERED that the Temporary Receiver and all personnel

hired by the Temporary Receiver as herein authorized, including counsel to the
Temporary Receiver and accountants, are entitled to reasonable compensation for the
performance of duties pursuant to this Order, and for the cost of actual out-of-pocket
expenses incurred by them, from the assets now held by or in the possession or control
of, or which may be received by, the Receivership Defendants. The Temporary Receiver
is expressly authorized to retain Ballard Spahr, a firm of which he is a partner. The
Temporary Receiver shall file with the Court and serve on the parties periodic requests
for the payment of such reasonable compensation, with the first such request filed no
more than sixty (6o) days afterth.e date ofthis Order. The Temporary Receiver shall not
increase the hourly rates used as the bases for such fee applications without prior
approval of the Comt.
XX.
TEMPORARY RECEIVER'S REPORTS
IT IS FURTHER ORDERED that the Temporary Receiver shall report to this

Comt on or before the date set for the hearing to Show Cause regarding the Preliminary
Injunction, regarding:

(1)

the steps taken by the Temporary Receiver to implement the

terms of this Order; (2) the value of all liquidated and unliquidated assets of the
Receivership Defendants; (3) the sum of ali liabilities of the Receivership Defendants;
35

(4) the steps the Temporary Receiver intends to take in the future to (a) prevent any
diminution in the value of assets of the Receivership Defendants, (b) pursue
receivership assets from third parties, and (c) adjust the liabilities of the Receivership
Defendants, if appropriate; (5) the Temporary Receiver's assessment of whether the
business can be operated in compliance with this Order; and (6) any other matters that
the Temporary Receiver believes should be brought to the Court's attention. Provided,

however, that if any of the required information would hinder the Temporary Receiver's
ability to pursue receivership assets, the portions of the Temporary Receiver's report
containing such information may be filed under seal and not served on the parties.

XXI.
WITHDRAWALOFTEMPORARYRECEIVER
IT IS FURTHER ORDERED that the Temporary Receiver and any
professional retained by the Temporary Receiver, including but not limited to his or her
attorneys and accountants, be and are hereby authorized to reasonably withdraw from
his or her respective appointments or representations and apply for payment of their
professional fees and costs at any time after the date of this Order by sending written
notice seven days prior to the date of the intended withdrawal to the Court and to the
parties along with a written report reflecting the Temporary Receiver's work, findings,
and recommendations, as well as an accounting for all funds and assets in possession or
control of the Temporary Receiver. The Temporary Receiver shall be exonerated and the
receivership deemed closed seven days from the date of the mailing of such notice of
withdrawal. The Court will retain jurisdiction to consider the fee applicaHons, repott1
and accounting submitted by the Temporary Receiver and the professionals. The written
notice shall include an interim repott indicating the Temporary Receiver's actions and

36

reflect the knowledge gained along with the fee applications of the Temporary Receiver
and his or her professionals. The repmt shall also contain the Temporary Receiver's
recommendations, if any.
XXII.
TEMPORARY RECEIVER'S BOND/LIABILI1Y
IT IS FURTHER ORDERED that the Temporary Receiver shall file with the

Clerk of this Court a bond in the sum of $so,ooo.oo with sureties to be approved by the
Courtt conditioned that the Receiver \vill well and truly perform the duties of the office
and abide by and perform all acts the Court directs. Except for an act of gross
negligence, the Temporary Receiver and the professionals shall not be liable for any loss
or damage suffered by any of the Defendants, their officers, agents, servants, employees1
and attorneys or any other person, by reason of any act performed or omitted to be
performed by the Ternporary Receiver and the professionals in connection with the
discharge of his or her duties and responsibilities, including but not limited to their
withdrawal from the case under Section XXI.
XXIII.
PROHIBITION ON RELEASE OF CONSUMER INFORMATION
IT IS FURTHER ORDERED that, except as required by a law enforcement

agency, law, regulation, or court order, Defendants, and their successors, assigns,
officers, agents, servants, employees, and attorneys, and all other persons in active
concert or participation \vith any of them, who receive actual notice of this Order, are
temporarily restrained and enjoined from disclosing, using, or benefitting from
consumer information, including the name, address, telephone number, email address,
social security number, other identifying information, or any data that enables access to
37

a consumer's account (including a credit card, bank account, or other financial account),
of any person, which any Defendant obtained prior to entry of this Order in connection
with any consumer loan.
XXIV.
STAY OF ACfiONS
IT IS FURTHER ORDERED that:

A. Except by leave of this Court, during pendency of the Receivership ordered
herein, Defendants are hereby stayed from taking any action for, against, on
behalf of, or in the name of any of the following: the Receivership Defendants,
any of their subsidiariesJ affiliates, partnerships, Assets, Documents or the
Temporary Receiver or the Temporary Receiver's duly authorized agents
acting in their capacities as such. Such hereby-stayed actions include, but are
not limited to, the following:
1.

Commencing, prosecuting, continuing, entering, or enforcing any suit
or proceeding, except that such actions may be filed to toll any
applicable statute oflimitations;

2.

Accelerating the due date of any obligation or claimed obligation; filing
or enforcing any lien; taking or attempting to take possession, custody,
or control of any asset; attempting to foreclose, forfeit, alter, or
terminate any interest in any asset, whether such acts are part of a
judicial proceeding, are acts of self-help, or otherwise; or

3· Executing, issuing, serving, or causing the execution, issuance, or
service of, any legal process, including, but not limited to, attachments,

38

garnishments, subpoenas, writs of replevin, writs of execution, or any
other form of process whether specified in this Order or not.
B. This Section XXN does not stay:
1. The commencement or continuation of a criminal action or

proceeding;
2. The commencement or continuation of an action or proceeding by a

state bar association to enforce its police or regulatory power;
3. The commencement or continuation of an action or proceeding by a
governmental unit to enforce such governmental unitts police or
regulatory power;
4· The enforcement of a judgment, other than a money judgment,
obtained in an action or proceeding by a governmental unit to enforce
such governmental unit's police or regulatory power; or
5· The issuance to a Receivership Defendant of a notice of tax deficiency;
and
C. Except as otherwise provided in this Order, all persons and entities in need of
documentation from the Temporary Receiver shall in all instances first
attempt to secure such information by submitting a formal written request to
the Temporary Receiver, and, if such request has not been responded to
within thirty days of receipt by the Temporary Receiver, any such person or
entity may thereafter seek an Order of this Court with regard to the relief
requested.

39

XXV.
LIMITED EXPEDITED DISCOVERY

IT IS FURTHER ORDERED that Plaintiff and the Temporary Receiver are
granted leave to conduct certain expedited discovery, and that, commencing \vith the
time and date of this Order, in lieu of the time periods, notice provisions, and other
requirements of Rules 19, 26, 30, 34, and 45 of the Federal Rules of Civil Procedure, and
applicable Local Rules, the Plaintiff and the Temporary Receiver are granted leave to:
A. Take the deposition, on three calendar days' notice, of any person or entity,
whether or not a party, for the purpose of: (1) discovering the nature, location,
status, and extent of Assets of Defendants or their affiliates or subsidiaries;
(2) discovering the nature and location of Documents and business records of
Defendants or their affiliates or subsidiaries; and (3) enforcing compliance
with this Order. The limitations and conditions set forth in Fed. R. Civ. P.
30(a)(2) and 31(a)(2) regarding subsequent depositions shall not apply to
depositions taken pursuant to this Section. In addition, any such depositions
taken pursuant to this Section shall not be counted toward the ten deposition
limit set forth in Fed. R. Civ. P. 30(a)(2)(A)(i) and 31(a)(2)(A)(i) and shall not
preclude Plaintiff from subsequently deposing the same person or entity in
accordance vvith the Federal Rules of Civil Procedure. Service of discovery
upon a party, taken pursuant to this Section, shall be sufficient if made by
facsimile, email or by overnight delivery. Any deposition taken pursuant to
this subsection that has not been reviewed and signed by the deponent may be
used by any party for purposes of the preliminary injunction hearing;

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B. Serve upon parties requests for production of documents or inspection that
require production or inspection within three calendar days of service, and
may serve subpoenas upon non-parties that direct production or inspection
within five calendar days of service, for the purpose of discovering: (1) the
nature, location, status, and extent of assets of Defendants or their affiliates or
subsidiaries; (2) the nature and location of Documents and business records
of Defendants or their affiliates or subsidiaries; and (3) compliance with this

Otder,provided that twenty-four hours' notice shall be deemed sufficient for
the production of any such Documents that are maintained or stored only as
electronic data;
C. Serve deposition notices and other discovery requests upon the parties to this
action by facsimile or overnight courier, and take depositions by telephone or
other remote electronic means; and
If a Defendant fails to appear for a properly noticed deposition or fails to comply
with a request for production or inspection, seek to prohibit that Defendant from
introducing evidence at any subsequent hearing.

XXVI.
MONITORING
IT IS FURTHER ORDERED that Plaintiffs agents or representatives may

contact Defendants directly or anonymously for the purpose of monitoring compliance
with this Order, and may tape record any oral communications that occur in the course
of such contacts.

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XXVII.
DEFENDANTS' DUTY TO DISTRIBUTE ORDER
IT IS FURTHER ORDERED that Defendants shall immediately provide a
copy of this Order to each affiliate, subsidiary, division, sales entity, successor, assign,
officer, director, employee, independent contractor, client company, electronic data
host, agent, authorized signatory to bank accounts, attorney, spouse, and representative
of Defendants and shall, within three calendar days from the date of entry of this Order,
provide Plaintiffs counsel with a sworn statement that: (a) confirms that Defendants
have provided copies of the Order as required by this Section and (b) lists the names and
addresses of each entity or person to whom Defendants provided a copy of the Order.
Furthermore, Defendants shall not take any action that would encourage officei.'s,
agents, directors, employees, salespersons, independent contractors, attorneys,
subsidiaries, affiliates, successors, assigns, or other persons or entities in active concert
or participation with Defendants to disregard this Order or believe that they are not
bound by its provisions.

XXVIII.
DURATION OF TEMPORARY RESTRAINING ORDER
IT IS FURTHER ORDJD that the Temporary ~estraining Order granted

herein shall expire on the _l,'l day of~· 2014, at];ilo'clock P.m., unless
within such time, the Order, for good cause shown, is extended with the consent of the
parties, or for an additional period not to exceed fourteen calendar days, or unless it is
further extended pursuant to Federal Rule of Civil Procedure 65.

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XXIX.
ORDER TO SHOW CAUSE REGARDING PRELIMINARY INJUNCTION
IT IS FURTHER ORDERED that, pursuant to Federal Rule of Civil Procedure

65(b), each of the Defendants shall appear before this Court on the2J day of
2014

W:,

at~'clock,h:..m., at the United States Courthouse, Courtroom f>-B, Kansas

City, Missouri, to show cause, if there is any, why this Court should not enter a
preliminary injunction enjoining the violations oflaw alleged in Plaintiffs Complaint,
continuing the freeze of their assets, and imposing such additional relief as may be
appropriate.
XXX.
SERVICE OF PLEADINGS, MEMORANDA, AND OTHER EVIDENCE
IT IS FURTHER ORDERED that Defendants shall file any answering

affidavits, pleadings, or legal memoranda with the Court and serve the same on
Plaintiffs counsel no later than five business days prior to the preliminary injunction
hearing in this matter. Plaintiff may file responsive or supplemental pleadings,
materials, affidavits, or memoranda \"lith the Court and serve the same on counsel for
Defendants no later than one business day prior to the preliminary injunction hearing in
this matter. Provided that service shall be performed by personal or overnight delivery,
facsimile, e-filing, or email, and documents shall be delivered so that they shall be
received by the other parties no later than 4 p.m. on the appropriate dates listed in this
Section XXX.

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XXXI.
LIVE TESTIMONY; WITNESS IDENTIFICATION
IT IS FURTHER ORDERED that the question of whether this Court should

enter a preliminary injunction pursuant to Rule 65 of the Federal Rules of Civil
Procedure enjoining the Defendants during the pendency of this action shall be resolved
on the pleadings, declarations, exhibits, and memoranda filed by, and oral argument of,
the parties. Live testimony shall be heard only on further order of this Comt on motion
filed with the Court and served on counsel for the other parties at least five business
days prior to the preliminary injunction hearing in this matter. Such motion shall set
forth the name, address, and telephone number of each proposed witness, a detailed
summary or affidavit disclosing the substance of each proposed witness' expected
testimony, and an explanation of why the taking oflive testimony would be helpful to
this Court. Any papers opposing a timely motion to present live testimony or to present
live testimony in response to live testimony presented by another party shall be filed
with this Comt and served on the other parties at least three business days prior to the
preliminary injunction hearing in this matter. P1'Dvided that service shall be performed
by personal or overnight delivery or by facsimile, e-filing, or email, and documents shall
be delivered so that they shall be received by the other parities no later than 3 p.m.
central time on the appropriate dates listed in this Subsection. Pr·ovidedfurther,
however, that an evidentiary hearing on Plaintiffs request for a preliminary injunction
is not necessary unless Defendants demonstrate that they have, and intend to introduce,
evidence that raises a genuine issue of material fact

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XXXII.
CORRESPONDENCE WITH PLAINTIFF CONSUMER FINANCIAL
PROTECTION BUREAU
IT IS FURTHER ORDERED that, for the purposes of this Order, because mail

addressed to the Bureau is subject to delay due to heightened security screening, all
correspondence and service of pleadings on Plaintiff Consumer Financial Protection
Bureau shall be sent either via electronic submission or via overnight express delivery
to:
John Thompson
Consumer Financial Protection Bureau
Office of Enforcement
1700 G Street, NW
Washington, DC 20552
[e-mail]
With a copy to:
Thomas M. Larson- Local Counsel
Assistant United States Attorney
Charles Evans Whittaker Courthouse
400 East Ninth Street, Room 5510
Kansas City, Missouri 64106
[e-mail]
XXXIII.
SERVICE OF TIIIS ORDER
IT IS FURTHER ORDERED that copies of this Order may be served by

facsimile transmission, email, personal or overnight delivery, or US Mail, by Plaintiffs
agents and employees or any local, state, or federal law enforcement agency or by
private process server, upon any financial institution or other entity or person that may
have possession, custody, or control of any Documents or Assets of any Defendant, or
that may otherwise be subject to any provision of this Order. Service upon any branch or
office of any financial institution shall effect service upon the entire financial institution.
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XXXIV.
RETENTION OF JURISDICTION

IT IS FURTHER ORDERED that this Court shall retain jurisdiction of this
matter for all purposes of construction, modification, and enforcement of this Order.

c;;th

SO ORDERED, this___,(_ day of

C./
-Tf--•

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