Commonwealth of Pennsylvania Department of Banking and Securities v. Cool Creek Financial, LLC

COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES : COMMONWEALTH OF PENNSYLVANIA : DEPARTMENT OF BANKING AND : SECURITIES, BUREAU OF SECURITIES : COMPLIANCE AND EXAMINATIONS : Docket No.: 250031 (SEC-CAO) : v. : : COOL CREEK FINANCIAL, LLC, : : : CONSENT AGREEMENT AND ORDER The Commonwealth of Pennsylvania, acting through the Department of Banking and Securities ("Department"), Bureau of Securities Compliance and Examinations ("Bureau") has conducted an investigation of the business practices of Cool Creek Financial, LLC (“CCF”). Based on the results of its investigation, the Bureau has concluded that CCF operated in violation of the Pennsylvania Securities Act of 1972, 70 P.S. § 1-101 et seq. (“1972 Act”). CCF, in lieu of litigation, and without admitting or denying the allegations contained herein, and intending to be legally bound, hereby agrees to the entry of this Consent Agreement and Order (“CAO”). BACKGROUND

1. The Department is the Commonwealth of Pennsylvania's administrative agency authorized and empowered to administer and enforce the 1972 Act.
2. The Bureau is primarily responsible for administering and enforcing the 1972 Act for the Department.
3. The Bureau operates from the Department's main office located at 17 North Second FILED 2025 SEPT 29 PM 3:03 PA DEPARTMENT OF BANKING AND SECURITIES

and Securities and shall be mailed or delivered in person, to the Bureau of Securities Compliance and Examinations located at 17 North Second Street, Suite 1300, Harrisburg, PA 17101. 10. CCF is ORDERED to comply with the 1972 Act and Regulations adopted by the Department and in particular Section 305 (a) (ix) of the 1972 Act, 70 P.S. § 1-305 (a) (ix). 11. This Order is not intended to constitute and shall not be interpreted to constitute a basis for disqualification of CCF or any of its affiliates under Federal or state securities laws, rules or regulations promulgated thereunder or any self-regulatory organizations’ rules or regulations. 12. Should CCF fail to pay the assessment as set forth in Paragraph 9 above, the sanctions set forth elsewhere in the Order shall continue in full force and effect until payment is made. However, this provision shall not be construed as affording CCF the option of either paying the assessment or being indefinitely subject to the sanctions. 13. Should CCF fail to comply with any or all provisions of this Order, the Department may impose additional sanctions and costs and seek other appropriate relief subject to the right to a hearing pursuant to the 1972 Act. FURTHER PROVISIONS 14. Consent. CCF hereby knowingly, willingly, voluntarily and irrevocably consents to the entry of this Order pursuant to the Bureau’s authority under the 1972 Act and agree that they understand all of the terms and conditions contained herein. CCF, by voluntarily entering into this Order, waives any right to a hearing or appeal concerning the terms, conditions and/or penalties set forth in this Order. 15. Entire Agreement. This Order contains the entire agreement among the Department, CCF. There are no other terms, obligations, covenants, representations, statements, conditions, or otherwise, of any kind whatsoever concerning this Order. This Order may be amended in writing by mutual agreement by the Department and CCF.

16. Binding Nature. The Department and CCF, and all officers, owners, directors, employees, heirs and assigns of CCF intend to be and are legally bound by the terms of this Order.
17. Counsel. This Order is entered into by the parties upon full opportunity for legal advice from legal counsel.
18. Effectiveness. CCF hereby stipulates and agrees that the Order shall become effective on the date that the Bureau executes the Order (“Effective Date”).
19. Other Enforcement Action. a. The Department reserves all of its rights, duties and authority to enforce all statutes, rules and regulations under its jurisdiction against CCF in the future regarding all matters not resolved by this Order. b. CCF acknowledges and agrees that this Order is only binding upon the Department and not any other local, state or federal agency, department or office regarding matters within this Order. c. CCF acknowledges and agrees that this Order does not preclude any other agency from instituting administrative, civil or criminal proceedings that may be related to matters addressed by this Order.
20. Authorization. The parties below are authorized to execute this Order and legally bind their respective parties.
21. Counterparts. This Order may be executed in separate counterparts, by facsimile and by PDF.
22. Titles. The titles used to identify the paragraphs of this document are for the convenience of reference only and do not control the interpretation of this document.
23. Findings. The Department finds that it is necessary and appropriate in the public interest and for the protection of investors, and consistent with the purposes fairly intended by the