PUBLIC NOTICE OF UCC ARTICLE 9 SALE: Traffk, LLC

NOTIFICATION OF DISPOSITION OF COLLATERAL BY PUBLIC SALE

YOU ARE HEREBY NOTIFIED pursuant to Sections 610 & 611 of revised Article 9 of the Uniform Commercial Code (the “UCC”) that Traffic Acquisition Corporation, a Delaware corporation (“Secured Party”), P.O. Box 147, Vero Beach, Florida 32963, will sell all right, title and interest of Traffk, LLC (“Debtor”), located at 316 East 63rd St., Suite IA, New York, New York 10065, United States of America, in, to and under the “Collateral” described in Exhibit A hereto (the “Subject Collateral”). The sale of the Subject Collateral (the “Sale”) pursuant to this Notification of Disposition of Collateral by Public Sale (this “Notification”) will be in exercise of the rights granted by Debtor under applicable commercial law and the Secured Promissory Note, Security Agreement and duly filed UCC Financing Statement executed by the Debtor in favor of the Secured Party (the “Security Documents”).

The Subject Collateral will be sold to the highest qualified bidder at a public auction (the “Auction”) to be held on March 26, 2024, at 2:00 p.m. (ET) (as the same may be continued from time to time, the “Sale Date”). The Auction will be held remotely via Zoom only (details for credentials to allow bids to be provided to qualified bidders and secured parties). The Secured Party reserves the right to continue or discontinue the Sale in its sole discretion. The Sale Date may be continued from time to time at Secured Party’s discretion by further notice to the recipients of this Notification and/or by proclamation at the time and place last fixed for the Sale.

The Secured Party will select timely delivered opening bids to be qualified bids by March 25, 2024, at 5:00 p.m. (ET) (“Qualified Bids”) and provide bidding procedures, including the opening bid and the initial bid increments. Bidders must submit a bid by March 21, 2024 at 4:00 p.m. (ET) which includes (i) evidence acceptable to Secured Party of bidder’s financial wherewithal to consummate the Sale, including but not limited to verified bank statements showing cash sufficient to close the Sale (which cash amount must be greater than the amount of the Secured Obligations as defined below); and (ii) a statement that if the bid is selected as a Qualified Bid, the bidder (“Qualified Bidder”) will deposit a good faith deposit of 100% of its bid, to be deposited and received by March 22, 2024 at 5:00 p.m. (ET) (“Deposit”). The designation of Qualified Bids is within the sole discretion of the Secured Party.

The Secured Party may credit-bid any or all of the secured obligations for the Subject Collateral. Unless otherwise expressly proclaimed in the Auction, any bid by the Secured Party for the Subject Collateral will be deemed to be a credit-bid.  Any amount that is not credit-bid for the Subject Collateral, whether by Secured Party, or any other person, shall be due and payable at the conclusion of the Auction (but prior to the consummation of the Sale) in immediately available funds, or on other terms determined by Secured Party in its sole discretion to be reasonable. The Sale may be continued following the conclusion of the Auction until payment of the successful bid is completed. The Sale will be deemed consummated upon the delivery of a Foreclosure Bill of Sale to the successful bidder for the Subject Collateral. The Secured Party will determine which offer will be accepted as the successful bid and its decision in this regard will be final.

THERE IS NO WARRANTY RELATING TO THE SUBJECT COLLATERAL, INCLUDING, WITHOUT LIMITATION, TITLE, POSSESSION, QUIET ENJOYMENT, OR THE LIKE, IN THIS DISPOSITION. THE SUBJECT COLLATERAL WILL BE SOLD “AS IS, WHERE IS” WITH ALL DEFECTS AND FAUL TS.

Prior to the sale, Debtor and any secondary obligor or other secured party may redeem the Subject Collateral by payment of the unpaid balance due Secured Party. As of the date of the sale, the outstanding amounts owed pursuant to and under the Security Documents will be no less than $294,101.52 (the “Secured Obligations”) such that the Secured Party’s initial bid amount is expected to be $294,101.52.

You may obtain, and are entitled to, a complete accounting of the Secured Obligations (including accrued interest, costs, attorneys’ fees, and other amounts due under the Security Documents) by contacting Secured Party’s counsel as follows: Christopher D. Loizides, [email protected] or 302-379-2301.

Debtor will be liable for any deficiency remaining after the sale of the Subject Collateral, and the sale of the Subject Collateral shall not limit Secured Party’s rights with respect to other Collateral or against any secondary or co-obligors in respect of the remaining Secured Obligations (if any).

Inquiries concerning the foreclosure of Secured Party’s security interests and the Sale of the Subject Collateral should be directed to the counsel for the Secured Party, as set forth above.

Dated: March 12, 2024

Christopher D. Loizides
LOIZIDES, P.A.
1225 King Street, Suite 800
Wilmington, DE  19801
Telephone:      (302) 654-0248
Facsimile:       (302) 654-0728
Email:             [email protected]

Title: Attorney for Secured Party

Exhibit A

Collateral

The term “Collateral” means all assets of the Debtor including but not limited to: a. accounts; b. chattel paper; c. commercial tort claims; d. deposit accounts; e. documents; f. general intangibles; g. goods; h. instruments; i. investment property; j. letter-of-credit rights; m. insurance and insurance claims; n. supporting obligations; and o. all other personal and fixture property, whether governed by Article 9 of the U.C.C. or other law wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof name, domain name and other brand names and trademarks.

Without limiting the foregoing, the Collateral includes:

1. The sole membership interest in Innovative Brokerage Network, LLC (“IBN”), a Missouri limited liability company with a business address of 9859 Big Bend Blvd., Suite 102, St. Louis Missouri 63122. Among IBN’s assets are:
   • Hero Life Insurance in partnership with Assurity MGA contract
   • 30+ insurance carrier contracts
   • IBN national licenses with 40+ insurance carrier contracts
   • Bank account with an estimated $35,000.00
   • IBN accounting, commissions, and records
     Note: IBN has liabilities in the approximate amount of $400,000
2. Intellectual Property, Technology and website assets including:
   • Agent Portal–allows insurance agents to manage their life business related to products serviced. Major features include launching and managing applications, viewing policy information, commissions, management of downline agents, CRM functionality. This cloud hosted software is operated for Traffk and can be run in separate instances for other companies.
   • eApp Platforms–hosts data entry forms that support functionality such as insurance applications and agent onboarding forms. Individual eApps are comprised of configuration files and custom theming.
   • Electronic insurance card software built by Capsci and owned by Traffk. For such software, Traffk possesses: source code, APIs, configuration scripts, bootstrap data, deployment scripts, test plans, test scripts, listing of issues and feature requests, workflows.
   • Completed IT Assessments for data transfer/manipulation/integrations with: Assurity, BlueKC, Chase Paymentech, Elevance Health, Lexis-Nexis, USAA, Prudential, Reinsurance Group of America (RGA), Sagicor, Stripe, Velogica.
   • Domain names: agnt.life, genesisdigitallife.com, genfamilylifeinsurance.com, genfamilyterminsurance.com, hero-insurance.com, herolife.app, hero-life.com, herolife.info, herolifeinsurance.com, newspectrum.life, newspectrumlife.com, traffk.cloud, traffk.com, traffk.io, traffkagency.com, traffkmga.com, traffkmgu.com.
   • Data science models: life expectancy, product propensity.
   • Data sets: Center for Disease Control (CDC/NCHS) datasets cleaned, normalized, and processed for purpose.
   • Licenses for SaaS Software: Amazon Web Services, BrowserStack, GitHub, Google Cloud Platform, iText, JetBrains, Jira, Microsoft 365, Microsoft Azure, OneHQ, OneSpan, Telerik, Test Rail, Webflow.