Mike Hampton financial troubles

Form 668 (Rev. February 2004i 3595 Department of the Treasury Internal Revenue Service Notice of Federal Tax lien Area: SMALL EMPLOYED AREA #5 Lien Unit Phone: (800) 913-6050 Serial Number 959172613 For Optional Use by Recording Oflice As provided by section 6321, 6322, and 6323 of the Internal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the l'ollowing-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all property and rights to property belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Name of Taxpayer MICHAEL HAMPTON Residence 3111 OVERLOOK DR NASHVILLE, TN 37212-4108 IMPORTANT RELEASE INFORMATION: For each assessment listed below. unless notice of the lien is refiled by the date given in column (0), this notice shall, on the day following such date, operate as a certificate of release as defined in IRC 6325ial. BILL Davidson County TranszT20130079747 LIENFTL Recvd: 09/15/13 08:40 1 Fees:12.00 Taxes:0.06 2%130916?0996969 Tax Period . Date of last Da for Unpaid Balance of Tax Ending Identifying Number Assessment Reli ng of Assessment 6672 09/30/2011 08/05/2013 09/04/2023 86774.56 6672 12/31/2011 08/05/2013 09/04/2023 121438.35 6672 03/31/2012 08/05/2013 09/04/2023 138265.98 6672 06/30/2012 08/05/2013 09/04/2023 23516.65 Place 'of Filing Register of Deeds Davidson County Totai 369995 . 54 Nashville, TN 37201 This notice was prepared and signed at NASHVILLE TN on this, the "?wgicii day of September, 2013' Title I gnaum REVENUE OFFICER 25?06?2264 for LINDA (615) 250?5384 (NOTE: Certificate of officer 80 Rev. Rul. 71-466, 1971 - 2 QB. l409) Part 1 - Kept By Recording Office thorized by law to take acknowiedgment is not essential to the validity of Notice of Federal Tax lien Form 668(Y)(c) lRev. 2.2004] CAT. N0 60025X 3595 Form 668 (Rev. February 2004) Department of the Treasury - internal Revenue Service Notice of Federal Tax Lien Area: Seri sptALL EMPLOYED AREA #5 Lien Unit Phone: (800) 913?6050 al Number 906477512 As provided by section 6321, 6322, and 6323 of the Internal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the following-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all preperty and rights to property belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Name of Taxpayer MICHAEL HAMPTON Residence 3111 OVERLOOK DR NASHVILLE, TN 37212-41 08 RELEASE INFORMATION: For each assessment iisted below, unless netice of- the lien is refiled by the data given in column lei, this notice shall, on the day following such date, operate as a certificate of release as defined Recyd: For Optional Use by Recording Office BILL Davidson County Trans T29120089479 IENFTL 11/25/12 09:02 Fees:12.a? Taxes:9.0@ 20121126?0107854 1 ianC 6325m1 Tax Period Date of last Dal? for Unpaid Balance Kind of Tax Ending Identifying Number Assessment Refi ng of Assessment (4) 1040 12/31/2007 07/21/2008 08/20/2018 508 60 1040 12/31/2008 10/03/2011 11/02/2021 40885.90 1040 12/31/2009 10/10/2011 11/09/2021 49884.42 6672 09/30/2009 03/26/2012 04/25/2022 98066.94 6672 12/31/2009 03/26/2012 04/25/2022 116888.48 6672 06/30/2010 03/26/2012 04/25/2022 85463.87 6672 12/31/2010 03/26/2012 04/25/2022 126660.66 6672 03/31/2011 03/26/2012 04/25/2022 92142.63 Place of Filing Register of Deeds Davidson County Total 610501 . 50 Nashville, TN 37201 . This notice was prepared and signed at TN . on this, the I 15th day of November 20.12. I I Sgnmum REVENUE OFFICER 25-06?2264 for LINDA ROSE (615) 250?5384 (NOTE: Certificate of officer authorized by iaw to take acknowledgment is not essential to the validity of Notice of Federal Tax lien Rev. Rul. 71-466, 1971 2 QB. 409) Part I - Kept By Retarding Office Form 66800?) (Rev. 2-2004) CAT. N0 50025X Lien Unit Phone: (300) 913?6050 icertify that the following-named taxpayer, of the Internal Revenue Code has satisfie additions. Therefore. additions has been released. The pro internal revenue tax lien was filed on 2 0 '7 these taxes and additions. is authorized to note the 37280730 under the requirements of section 6325 is} the taxes listed below and all statutory the lien provided by Code section 6321 forthese taxes and per officer in the office where the notice of July 02 books to show the release of this lien for '7 mime of Taxpayer MICHAEL HAMPTON OVERLOOK DRIVE NASHVILLE, TN 37212 COURT RECORDING INFORMATION: Davidson Caunty Recvd: 67/18/08 15:35 Fees:12.00 Taxes:0.00 20988718?0974133 RELFTL 1 Liber Page UCC No. Serial No. n/a n/a n/a 200707020078401 Tax Period Date of Last be for Unpaid Balance Kind of Tax Identifying Number essment Refl ng of Assessment 00 a? Rd 00 h? (0 1040 12/31/2002 10/09/2006 11/08/2016 1907.40 1040 12/31/2003 10/09/2006 11/08/2016 1548.31 1040 12/31/2004 10/09/2006 11/08/2016 15546.21 6672 12/31/2005 12/04/2006 01/03/2017 162071.32 Place of Filing Register of Deeds 181073.24 Davidson County Total Nashville, TN 37201 This notice was prepared and signed at NASHVILLE TN on this, the 11th dayof 2003. Signature Dire Oper ctor, atlons Campus Compliance (NOTE: Certificate of of?cer authorized by law to take acknowled Federal Tax lien Rev. Rul. 71-466, 1971 - 2 (2.8. 409} Part I - RECORDING OFFICE gments is not essential to the validity of Certificate of Release of Form 668 (2) (Rev. 10~2000i CAT. NO 600261 Tom Leatherwood, Shelby County Register of Deeds: 11081599 v-u t? a Form 668 (Rev. February 200?l 3758 Department of the Treasury internal Revenue Service Notice of Federal Tax lien Area: SMALL. EMPLOYED AREA #5 Lien Unit Phone: (800) 913?6050 SenaINUMber 807404711 As provided by section 6321, 6322, and 6323 of the lntemal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the following-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all property and rights to property belmrging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Name of Taxpayer AMERICARE LONG TERM SPECIALTY HOSPITAL LLC Residence on the day followin in IRC 6325(a). 3391 OLD GETWELL RD MEMPHIS, TN 38118-3635 IMPORTANT RELEASE INFORMATION: For each assessment listed below, unless notice of the lien is refiled by the data given in column this notice shall. 9 such date, operate as a certificate of release as defined For Optional Use by Recording Office Unpaid Balance Tax Period Date of Last Da for Kind of Tax Ending Identifying Number Assessment Refi mg of Assessment i 941 09/30/2009 20-3021981 03/01/2010 03/31/2020 141785.49 941 12/31/2009 20-3021981 03/29/2010 04/28/2020 227143.30 941 05/30/2010 20?3021981 10/25/2010 11/24/2020 153880.81 941 12/31/2010 20-3021981 04/25/2011 05/25/2021 236508.12 941 03/31/2011 20-3021981 07/18/2011 08/17/2021 159597.82 Place of Filing Register of Deeds Shelby County Total 918915 . 54 Memphis, TN 38104?5406 This notice was prepared and signed at TN . on this. the 11th day of .August 2.011. Si natu Tit 9 re ..REVENUE OFFICER 25?14~1417 for KIMBERLY HUSTON (NOTE: Certificate of officer authorized by law to take acknowledgment is not essential to the validity of Notice of Federal Tax lien Rev. Rul. 71-466. i971 - 2 (2.8. 409) Part 1 - Kept By Recording Office gees (479) 643?9433 Form 668(Y)(c) (Rev. 2-2004) CAT. NO 60025X Torn Leatherwood, Shelby County Register of Deeds: 11127420 i has 10182 668 Department of the Treasury - lnternai Revenue Service on? 0 (Rev. February 2004) Area: . Serial Number Fer Optional Use by Recording Office SMALL EMPLOYED AREA #5 Lien Unit Phone: (800) 913-6050 835417711 As provided by section 6321, 6322, and 6323 of the Internal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the following-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all property and rights to property belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Name of Taxpayer AMERICARE LONG TERM SPECIALTY HOSPITAL LLC Residence 3391 OLD GETWELL RD MEMPHIS, TN 38118w3635 IMPORTANT RELEASE INFORMATION: For each assessment listed below, unless notice of the lien is refiled by the data given in column (61. this notice shali, on the day following such date, operate as a certificate of reiease as defined in IRC 6325(5). Tax Period Date of Last Da for Unpaid Balance Kind of Tax Ending Identifying Number Assessment Ref'l ng of Assessment (3) 941 06/30/2011 20?3021981 11/07/2011 12/07/2021 22027.61 Place of Filing Register of Deeds Shelby County Total 22 O2 '7 . 61 Memphis, TN 38104-5406 This notice was prepared and signed at TN on this, 09th day of December 2011' the mnaum OFFICER 25?03-3417 for KIMBERLY HUSTON (479) 648?9433 (NOTE: Cartificate of officer authorized by law to take acknowledgment is not essential to the validity of Notice of Federal Tax iien Rev. Rul, 71-466 1971 - 2 C.B. 409i rm 668 (Rev. 220041 Part I - Kept By Recording Office 0 N0 soozsx I Tom Leatherwood1 Shelby County Register of Deeds: ii 12010880 . i Form 668 (Rev. February 2004) 10182 . Department of the Treasury Internal Revenue Servace Notice of Federal Tax Lien Area: sidALL EMPLOYED AREA #5 Lien Unit Phone: (800) 913-6050 serial Number For Ontlonai Use'bv Recording Office 844364212 As provided by section 6321, 6322, and 6323 of the lntemal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the following-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all property and rights to preperty belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Name of Taxpayer AMERICARE LONG TERM SPECIALTY HOSPITAL LLC Residence 3391 OLD GETWELL RD MEMPHIS, TN 38118?3635 IMPORTANT RELEASE INFORMATION: For each assessment listed below, unless notice of the lien is refiled by the date given in column (9), this notice shall, on the day following such date, operate as a certificate of release as defined in EEG 6325lal. Tax Period Date of last Daly for Unpaid Balance Kind of Tax Ending Identifying Number Assessment Refi mg of Assessment 941 09/30/2011 20-3021931 12/26/2011 01/25/2022 115528.52 Place'of Filing . Register of Deeds Shelby County Total 11552 8 . 52 Memphis, TN 38104-5406 This notice was prepared and signed at TN on this, the 23rd January I 2012' Si nature Title 9 M157 1 REVENUE OFFICER 25-03 -3417 for KIMBERLY HUSTON (4'79) 648-9433 (NOTE: Certificate of officer authorized by law to take acknowledgment is not essential to the validity of Notice of Federai Tax lien Rev. Rul. 71-466, 1971 - 2 0.3. 409) Form 668(Y)(c) (Rev. 2-2004l Part 1 - Kept By Recording Office CAT. No SOOZSX Torn Leatherwood, Shelby County Register of Deeds: Instr. 13039181 3595 668 Department of the Treasury - internal Revenue Service onn (Y . . mew Fem? 2004, Notice of .Federal Tax LIen Afea; seriaI Number For Optional Use by Recording Of?ce! A A SMALL EMPLOYED AREA #5 Lien Unit Phone: (800) 913?6050 929624113 As provided by section 6321, 6322, and 6323 of the Internal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the following-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all property and rights to property belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Nameof LONG TERM SPECIALTY HOSPITAL LLC . Re?dmme 3391 OLD GETWELL RD MEMPHIS, TN 38118?3635 IMPORTANT RELEASE INFORMATION: For each assessment listed below, unless notice of the iien is refiled by the date given in column this notice shall, on the day following such date, operate as a certificate of release as defined in 6132503). Tax Period Date of Last Da for Unpaid Balance Kind of Tax Ending Identifying Number Assessment Refili'ng of Assessment (8) (C) 940 12/31/2011 20-3021981 03/11/2013 04/10/2023 174037.64 941 12/31/2011 20?3021981 02/25/2013 03/27/2023 161502.13 Piece of Filing Register of Deeds Shelby County Total 335539 . 77 Memphis, TN 38104?5406 NASHVILLE TN This notice was prepared and signed at on this, the 25th day of March 20.13. Title I gnau' REVENUE OFFICER 25?03-3417 for KIMBERLY HUSTON (479) 648?9433 (NOTE: Certificate of officer authorized by law to take acknowledgment is not essential to the validity oi Notice of Federal Tax lien Rev. Rul. 71-466 1971 - 2 QB. 409i 668?) 004 Part 1 Kept By Recording Of?ce Form (Ngvsoozzsx Form 668 (Rev. February 2004) Tom Leatherwood, Sheiby County Register of Deeds: 13039192 3595 Department of the Treasury Internal Revenue Service Notice of Federal Tax Lien Area: SMALL BUS INE Lien Unit Phone: (800) 913?6050 EMPLOYED AREA #5 serial Number 'For OptIOnal Use by Recording Om?e 929905613 As provided Code, we are giving a notice th have been assessed against the a demand for payment of this I there is a lien in favor of the Ll by section 6321, 6 at taxes (including interest and penalties) following-named taxpayer. We have made iability, but it remains unpaid. Therefore, nited States on all property and rights to property belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. 322, and 6323 of the Internal Revenue ?aaeoframxwerAMERICARE LONG TERM SPECIALTY HOSPITAL LLC Residence on the day 3391 OLD GETWELL RD MEMPHIS, TN 38118?3635 IMPORTANT RELEASE INFORMATION: For each assessment listed below, unless notice of the lien is refiled by following such date, operate as a certificate of release as defined in IRC 6325(ai. the date given in column (e)r this notice shall, I . Tax Period Date of last be for Unpaid Balance of Tax Ending Identifying Number Assessment Refi mg of Assessment 941 03/31/2012 20-3021981 02/25/2013 03/27/2023 180521.99 Piece of Filing Register of Deeds Shelby County Total 180521 . 99 Memphis, TN 381044406 This notice was prepared and signed at TN on this, the 2?6ltzh day of March 2013. Signature I Title REVENUE OFFICER 25?03-3417 for KIMBERLY HUSTON (NOTE: Certificate of of?cer Rev. Rul. 71-466. 1971 - 2 0.8. 409i (479) 648?9433 authorized by law to take acknowledgment is not essential to the validity of Notice of Federal Tax lien Form 668(Y)(c) (Rev. 2-2004) Part I - Kept By Recording Of?ce CAT N0 Boozsx Tom Leatherwood, Shelby County Register of Deeds: Instr. 12124712 .a d? 1' Form 668 (Rev. February 2004i 3595 Department of the Treasury - internal Revenue Service Notice of Federal Tax Lien Area: SMALL EMPLOYED AREA #5 Lien Unit Phone: (800) 913-6050 901389012 serial Number For Optional Use by ReCOrding Ofiice As provided by section 632i, 6322, and 6323 of the lntemal Revenue Code, we are giving a notice that taxes (including interest and penalties) have been assessed against the following-named taxpayer. We have made a demand for payment of this liability, but it remains unpaid. Therefore, there is a lien in favor of the United States on all property and rights to property belonging to this taxpayer for the amount of these taxes, and additional penalties, interest, and costs that may accrue. Name of Taxpayer AMERICARE LONG TERM SPECIALTY HOSPITAL LLC Residence 3391 OLD GETWELL RD MEMPHIS, TN 38118-3635 RELEASE For each assessment listed below, unless notice of the lien is refiled by the date given in column lei, this notice shall, on the day following such date, operate as a certificate of release as defined in 6325lal. . Tax Period Date of Last Dad! for Unpaid Balance of Tax Ending Identifying Number Assessment Refi ng of Assessment 941 06/30/2012 20?3021981 09/24/2012 10/24/2022 24980.37 Place of Filing Register of Deeds Shelby County Total 24980 . 3 7 Memphis, TN 38104?5406 This notice was prepared and signed at NASHVILLE TN . on this, the '22nd October 2012? Title we Q4234 REVENUE OFFICER 25 ~03 -3417 for KIMBERLY HUSTON (479) 648?9433 (NOTE: Certificate of officer authorized by law to take acknowledgment is not essential to the validity of Notice of Federal Tax lien Rev. Rul. 71466. 1971 - 2 0.8. 409) Form 6680??) (Rev. 2-2004) Part I - Kept By Recording Of?ce NO 60025X Case 2:06-ev-02703-dkv Document 1 Filed 10/17/06 Page 1 0T 12 PagelL) ?3 IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF TENNESSEE WESTERN DIVISION KINDRED PHARMACY SERVICES, INC. d/b/a/ KINDRED PHARMACY SERVICES, 680 South Fourth Avenue Louisville, Kentucky 40202, CASE NO.: Plaintiff, vs. AMERICARE LONG TERM SPECIALTY JURY DEMANDED HOSPITAL, LLC, d/b/a AMERICARE HEALTH AND REHABILITATION CENTER, d/b/ a AMERICARE HEALTH CENTER OF a Tennessee limited liability company, 3391 Old Getwell Road Memphis, Tennessee 38118?3635, and AMERICARE CORPORATION, d/b/a AMERICARE HEALTH AND REHABILITATION CENTER, d/b/a AMERICARE HEALTH CENTER OF 1018 16TH Avenue, North Nashville, Tennessee 37208, and I AMERICARE HEALTH CARE CENTER OF MEMPHIS, LLC, d/b/a AMERICARE HEALTH AND REHABILITATION CENTER, d/b/a AMERICARE HEALTH CENTER OF 4221 Eatons Creek Road Nashville, Tennessee 37218, and 989630 V1 0-0 10/17/2006 Case Document 1 Filed 10/17/06 Page 2 of 12 PagelD 6 MICHAEL HAMPTON lO 1 8 Avenue, North Nashville, Tennessee 37208, Defendants. COMPLAINT Plaintiff Kindred Pharmacy Services, Inc. d/b/a Kindred Pharmacy Services for its complaint against Defendant Americare Long Term Specialty Hospital, LLC, Defendant Americare Corporation, Defendant Americare Health Care Center of Memphis, LLC, and Defendant Michael Hampton alleges as follows: THE PARTIES 1. Plaintiff Kindred Pharmacy Services, Inc. d/b/a Kindred Pharmacy Services is a Delaware corporation having its principal place of business at 680 South Fourth Avenue, Louisville, Kentucky 40202. KPS is a duly registered and licensed pharmacy in the business of compounding and dispensing physician ordered prescriptions to, among others, residents of nursing homes owned or operated as licensed long term care and skilled nursing facilities under the requirements of the Tennessee Department of Health, similar agencies in other states, and the federal Medicare program, also known as ?Title by reference to Title of the Social Security Act (42 U.S.C. 1395 et seq). In addition to the pharmacy services described above, KPS provides ancillary services and products, including, without limitation, pharmacy consulting services, to the long term care facilities where it is providing pharmacy services. Hereinafter, all such pharmacy services, pharmacy consulting services, ancillary services, and products are referred to as the ?Services.? 2. Defendant Americare Long Term Specialty Hospital, LLC (?Defendant Americare is a limited liability company organized and once existing under the laws of 989630 vl 0-0 301'171?2006 Case 2:06-cv-02703-dkv Document 1 Filed 10/17/06 Page 3 of 12 PageID the State of Tennessee. Defendant Americare LLC maintains its principal place of business at 3391 Old Getwell Road, Memphis, Tennessee 38118. Defendant Americare LLC owns and operates (or owned and operated) a licensed skilled nursing facility (the ?Facility?), located at 3391 Old Getwell Road, Memphis, Tennessee 38118 that furnishes nursing services and related services and materials to its residents who are in need of such services. The Facility, and Defendant Americare LLC, are known variously as ?Americare Health and Rehabilitation Center? and/or ?Americare Health Center of Memphis.? Defendant Americare LLC was. administratively dissolved by the State of Tennessee on or about August 21, 2006. 3. Defendant Americare Corporation (?Defendant Americare Corp?) is a corporation organized and once existing under the laws of the State of Tennessee. Defendant Americare Corp. maintains its principal place of business at 1018 16th Avenue, North, Nashville, Tennessee 37208. Upon information and belief, Defendant Americare Corp. owned and/or operated the Facility for a period of time between July 1, 2004 and the present. The Facility, and Defendant Americare Corp, are known variously as ?Americare Health and Rehabilitation Center? and/or ?Americare Health Center of Memphis.? Defendant Americare Corp. was administratively dissolved by the State of Tennessee on or about August 21, 2006. 4. Defendant Americare Health Care Center of Memphis, LLC (?Defendant Americare Memphis is a limited liability company organized and existing under the laws of the State of Tennessee. Upon information and belief, Defendant Americare Memphis LLC owned and/or operated the Facility for a period of time between July 1, 2004 and the present. The Facility, and Defendant Americare Memphis LLC, are known variously as ?Americare Health and Rehabilitation Center? and/ or ?Americare Health Center of Memphis.? JASI 989630 v1 0-0 10/17/2006 case 2:06-cv-02703-dkv Document 1 Filed 10/17/06 Page 4 ot12 PagelD a 5. Defendant Michael Hampton (?Defendant Hampton?) is an'individual Who is a citizen and resident of the State of Tennessee. Defendant Hampton is the primary of?cer, member, shareholder, and/or principal of, Defendant Americare LLC, Defendant Americare Corp, and Defendant Americare Memphis LLC. Defendant Hampton used or uses Defendant Americare LLC, Defendant Americare Corp, and Defendant Americare' Memphis LLC as his alter ego. Defendant Americare LLC, Defendant Americare Corp, and Defendant Americare Memphis, LLC are sometimes hereinafter referred to as the ?Corporate Defendants.? In addition, the Corporate Defendants and Defendant Hampton are sometimes referred to hereinafter as ?Defendants.? JURISDICTION AND VENUE 6. The Court possesses jurisdiction over the subject matter of this action pursuant to 28 U.S.C. 1332 because this action is between citizens of different states and involves an amount in controversy exceeding Seventy?Five Thousand?Dollars exblusive of interests and costs. 7. This Court has personal jurisdiction over Defendants as Defendants are all citizens of the State of Tennessee. 8. Venue is proper in this district under 28 U.S.C. l39l(a)(l), l391(a)(2) and 1391(0) because Defendants reside in this judicial district, a substantial part of the events or omissions giving rise to claims occurred in this judicial district, and/or Defendants are subject to personal jurisdiction in this judicial district. FACTUAL BACKGROUND 9. ?On or about July 2002, KPS entered into a written Professional Services Contract with the Shelby County Government. Pursuant to the Professional Services Contract, 989630 V1 0?0 10/17/2006 Case 2:06?cv?02703?dkv Document 1 Filed 10/17/06 Page 5 of 12 Pagel?D 9 KPS was to provide the Services to the residents of the Facility, which was known as the Oakville Health Care Center at the time. 10. At all relevant times under the Professional Services Contract, KPS was to bill the Shelby County Government for the Services on a basis, and the Shelby County Government was to pay for the Services. 11. Beginning on or about July. 1, 2002, KPS began providing the Services to the Facility?s residents. 12. KPS invoiced the Shelby County Government on a basis for the Services provided to the Facility?s residents, and the Shelby County Government paid KPS. 13. In February 2004, the Shelby County Government announced its intention to sell the Facility. 14. On or about June 7, 2004, the Shelby County Government entered into a contract to sell the assets of the Facility to Defendant Americare Corp. and/or Defendant Americare Memphis-LLC, effective July 1, 2004. 15.. On or about July 1, 2004, Defendant Americare Corp. and/or Defendant Americare Memphis LLC began to operate the Facility. 16. Under the control and direction of Defendant Hampton, Defendant Americare Corp. and/or Defendant Americare Memphis LLC requested that KPS continue to provide the Services to the residents of the Facility under the same general terms that KPS has been providing the Services to the Shelby County Government. Specifically, Defendant Americare Corp. and/or Defendant Americare Memphis, LLC promised to pay KPS for the Services. However, Defendant Americare Corp. and/or Defendant Americare Memphis refused to sign a contract with KPS. 989630 vl 0?0 10/17/2006 Case Document 1 Filed 10/17/06 Page 6 of 12 PagelD 10 17. Defendant Hampton formed Defendant Americare LLC in June 2005. Defendant Americare LLC began to own and/or operate the Facility as successor?in?interest to Defendant Americare Corp. and/or Defendant Americare Memphis, LLC at that time. 18. Upon information and belief, the Corporate Defendants had no intention of paying KPS for the Services in full. 19. In any event, the Corporate Defendants failed to pay KPS for the Services in full. Indeed, the Corporate Defendants were perpetually in arrears. 20. Defendant Hampton used the Corporate Defendants as his alter ego in order to work a subterfuge and an injustice upon KPS by escaping liability for payment of the Services. Among other things, Defendant Hampton 'had absolute and active control over the Corporate Defendants, provided KPS with false contact information regarding his supposed ?corporate office? in Nashville, and permitted Americare LLC and Americare Corp. to be dissolved administratively by the State of Tennessee. Defendant Hampton wrongfully used each of the Corporate Defendants as an improper instrumentality or business conduit for himself or for one of the other Corporate Defendants or for other business enterprises. Upon information and belief, Defendant Hampton also failed to maintain corporate formalities, conimingled his personal funds with the funds of the Corporate Defendants, diverted corporate funds to his personal benefit or to the bene?t of other third parties, and grossly undercapitalized the Corporate Defendants. Likewise, on or about September 13, 2006, after having accrued a substantial debt with KPS over the past two years, Defendant Hampton surreptitiously directed employees at the Facility to begin directing orders for pharmaceuticals to a different pharmacy services provider and KPS simultaneously. A true and accurate copy of this written directive is attached hereto as EXHIBIT 1. JASI 989630 V1 0?0 10/17/2006 Case Document 1 Filed 10/17/06 Page 7 of 12 PagelD ll 21. On September 29, 2006, Defendants summarily announced that they were unilaterally terminating their agreement with KPS and, as of midnight that evening, would no longer purchase the Services from KPS. 22. Despite repeated demands for payment, Defendants have failed to pay KPS for the Services in full. 23. As of October 16, 2006, Defendants owe KPS the amount of One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus interest. FIRST CLAIM FOR RELIEF (Breach of Contract Against The Corporate Defendants) 24. KPS incorporates herein by reference each and every allegation set forth above. 25. KPS and the Corporate Defendants (either individually, as successorsuin?interest, or through agents for undisclosed principals) entered into a valid and binding oral contract, whereby KPS agreed to provide the Services to the Facility?s residents in exchange for the Corporate Defendants agreeing to pay for the Services. 26. KPS performed all of its obligations under the contract and all conditions precedent to recovery of the amounts due have occurred. 27. The Corporate Defendants have breached the contract by failing to pay the amount due under the contract. I 28. The Corporate Defendants? breach of the contract has caused injury to KPS in an amount not less than One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus interest, attorneys? fees, and costs. 29. As a result, KPS is entitled to recover from the Corporate Defendants in an amount not less than One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four 989630 v1 0-0 10/17/2006 Case 2:06?cv?02703?dkv Document 1 Filed 10/17/06 Page 8 of 12 PagelD 12 Cents plus pre-judgment interest, post?judgment interest, attorneys? fees, and costs. SECOND CLAIM FOR RELIEF (Promissory Estoppel Against The Corporate Defendants) 30. KPS incorporates herein by reference each and every allegation set forth above. 31. The Corporate Defendants (either individually, as successors-in?interest, or through agents for undisclosed principals) clearly, unambiguously, and repeatedly promised to pay KPS for the Services that KPS was proViding and would provide to the Facility?s residents. 32. KPS reasonably, justi?ably, and foreseeany relied upon the Corporate Defendants? clear and unambiguous promise of payment by initially providing and by continuing to provide the Services to the Corporate Defendants. 33. However, the Corporate Defendants failed to pay the amount due under the contract. 34. The Corporate Defendants? failure to perform their promise has detrimentally caused KPS to suffer injury in an amount not less than One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus interest, attorneys? fees, and costs. 35. As a result, KPS is entitled to recover from the Corporate Defendants in an amount not less than One Hundred Eight Thousand Four Hundred ?Fourteen Dollars and Four Cents plus pre?judgment interest, post?judgment interest, attorneys? fees, and costs. THIRD CLAIM FOR RELIEF (Account Stated Against The Corporate Defendants) 36. KPS incorporates herein by reference each and every allegation set forth above. 989630 v1 0-0 10/17/2006 Case Document 1 Filed 10/17/06 A Page 9 of 12 PagelD 13 37. KPS agreed to provide the Services to the Facility?s residents in exchange for payment from July 2004, on an open account, for the Services furnished to the Facility?s residents at the Corporate Defendants? request. A true and correct copy of the account is attached hereto as EXHIBIT 2. 38. As a result, KPS is entitled to recover from the Corporate Defendants the sum of One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus pre?judgrnent interest, post-judgment interest, attorneys? fees, and costs. FOURTH CLAIM FOR RELIEF (Quantum Meruit Against The Corporate Defendants) 39. KPS incorporates herein by reference each and every allegation set forth above. 40. Beginning on or about July 1, 2004, and continuing through September 29, 2006, KPS has provided the Services to the Facility?s residents at the Corporate Defendant?s request. 41. The Corporate Defendants promised to pay KPS for the Services provided to the Facility?s residents. 42. The Corporate Defendants have not paid KPS in full for the Services provided to the Facility?s residents. 43. The Services benefited the Corporate Defendants in that performance of the Services permitted the Corporate Defendants to satisfy their own contractual, licensing, and regulatory obligations to the Facility?s residents. 44. One or more of the Corporate Defendants have been reimbursed by Medicare or other third?party payor sources for the Services, but have refused to pay KPS for the provision of the Services. 45. The unpaid Services are reasonably worth the sum of One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents 989630 vi 0?0 10/17/2006 Case Document 1 Filed 10/17/06 Page 10 of 12 PagelD 14 46. The Corporate Defendant?s receipt of the bene?t of the Services without paying in full for the same is unjust. 47. Likewise, the Corporate Defendants? retention of reimbursement from Medicare or other third?party payer sources without reimbursing KPS in full is unjust. 48. KPS is entitled to recover from the Corporate Defendants the sum of One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus pre?judgment interest, post?judgment interest, attorneys? fees, and costs. FIFTH CLAIM FOR RELIEF (Piercing The Corporate Veil Against Defendant Hampton) 49. KPS incorporates herein by reference each and every allegation set forth above. 50. Defendant Hampton used the Corporate Defendants as his alter ego in order to work a subterfuge and an injustice upon KPS by escaping liability for payment of the Services. Among other things, Defendant Hampton had absolute and active control over the Corporate Defendants, provided KPS with false contact information regarding his supposed ?corporate office? in Nashville, and permitted Americare and Americare Corp. to be dissolved administratively by the State of Tennessee. Defendant Hampton wrongfully used each of the Corporate Defendants as an improper instrumentality or business conduit for himself or for one of the other Corporate Defendants or for other business enterprises. Upon information and belief, Defendant Hampton also failed to maintain corporate formalities, commingled his personal funds with the funds of the Corporate Defendants, diverted corporate funds to his personal benefit or to the benefit of other third parties, and grossly undercapitalized the Corporate Defendants. Likewise, on or about September 13, 2006, after having accrued a substantial debt with KPS over the past two years, Defendants Hampton surreptitiously directed employees at the Facility to begin directing orders for pharmaceuticals to a different pharmacy 989630 v1 0-0 Case Document 1 Filed 10/17/06 Page 11 of 12 PagelD 15 services provider and KPS simultaneously. Then, on September 29, 2006, he summarily announced that the Corporate Defendants were unilaterally terminating their agreement with KPS and, as of midnight that evening, would no longer purchase the Services from KPS. Defendant Hampton has refused to communicate with KPS since that time. 51. The Corporate Defendants must be disregarded, and liability must be imposed upon Defendant Hampton, in order to accomplish justice. 52. Defendant Hampton?s wrongful conduct has caused KPS to suffer injury in an amount not less than One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus interest,_punitive damages, attorneys? fees, and costs. 53. KPS is entitled to recover from the Defendant Hampton in an amount not less than One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus pre-judgment interest, post-judgment interest, punitive damages, attorneys? fees, and costs. DEMAND FOR JURY TRIAL 54. Kindred Pharmacy Services, Inc. d/b/a Kindred Pharmacy Services hereby demands a trial by jury of all issues so triable in this action. PRAYER FOR RELIEF WHEREFORE, KPS demands: 1. Judgment in its favor on all counts; 2. That a jury be empanelled to try this cause; 3. Judgment in favor of KPS on its First, Second, Third, and Fourth Claims for Relief against the Corporate Defendants in an amount not less than One Hundred Eight 989630 v1 0-0 10/17/2006 Case 2:06-cv-02703-dkv Document 1 Filed 10/17/06 Page 12 of 12 PagelD 16 Thousand Four Hundred Fourteen Dollars and Four Cents plus pre?judgment interest, post?judgment interest, attorneys fees, and costs; 4. Judgment in favor of KPS. on its Fifth Claim for Relief against Defendant Hampton in an amount not less than One Hundred Eight Thousand Four Hundred Fourteen Dollars and Four Cents plus pre-judgment interest, post?judgment interest, punitive damages, attorneys fees, and costs; and 5. All other relief in law or equity to which KPS may be entitled. OF COUNSEL: MARC S. BLUBAUGH (Ohio Bar Reg. No. 0068221) J. ALLEN ONES (Ohio Bar Reg. NO. 0072397) Benesch, Friedlander, Coplan Aronoff LLP 7 88 East Broad Street, Suite 900 Columbus, Ohio 43215 Telephone: (614) 223?9300 Facsimile: (614) 223-9330 email: [email protected] aj [email protected] 989630 V1 0-0 10/17f2006 Respectfully submitted, 3/ Jennifer A. Sink Jennifer A. Sink (23019) Scott D. Carey (15406) BAKER, DONELS ON, BEARMAN CALDWELL, A Professional Corporation 165 Madison Avenue First Tennessee Building Memphis, Tennessee 3 8103 Telephone: (901) 526-2000 [email protected] Attorneys for Plaintiff Kindred Pharmacy Services, Inc. d/b/a Kindred Pharmacy Services Tom Leatherwood, Shelby County Register of Deeds: Instr. 10085274 IN THE CHANCERY COURT FOR SHELBY COUNT REGIONS FINANCIAL CORPORATION successor. JUL 1 3 20m BY MERGER to mourn mcoapommou, I Plaintiff, 1.1.5 v. )Ro. warm HOSPITAL or were DefondAnt. As evidenced by signatures of counsel for the parties it is hereby agreed that Plaintiff is awarded judgement against the Defendant in the amount of SEVENTY THOUSAND DOLLARS to be paid by Defendant in fourteen (14) equal installments beginning on the 15th day of July, 2010, in the amount of FIVE THOUSAND DOLLARS and continuing on the 15th day of each month until fully paid. Defendant shall be allowed a fiVe (5) day grace period for receipt by Plaintiff of each payment and all amounts are due on or before August 15, 2011. Plaintiff and Defendant understand and agree that there are no attorney's fees being charged and no interest on the judgement if fully paid in accordance with the terms hereof and that Plaintiff has the right of execution for Defendant?s failure to comply strictly with the terms hereof. Further, that costs of this cause are taxed to the Defendant for which execution may issue if necessary. Tom Leatherwood, Shelby County Register ol Deeds: Instr. 10085274 . IN THE CHANCERY COURT OF THE THIRTIETH IUDICIAL DISTRICT STATE OF TENNESSEE COUNTY OF SHELBY SS BE IT REMEMBERED that in the Chancery Court of Shelby County, Tennessee, at the Court House in the City of Memphis, present and presiding the Honorable ARNOLD Chancellor of said Court, the following proceedings were bad, as appears of record in my of?ce viz: Tom Leatherwood, Shelby County Register of Deeds: Instr. 13074778 -. . .s . . 1.5- . 7' . - 2 as. await-2013 IN THE CHANCERY COURT OF SHELBY COUNTY, TEN SOUTHLAND CONSTRUCTORS, LLC, Plaintiff, v. CIVIC PLACE PROPERTIES, L.P., CPP, INC., CIVIC PLACE APARTMENTS, L.P., HAMPTON PROPERTIES, LLC, CIVIL ACTION N0.: MICHAEL E. HAMPTON, Individually, AFFORDABLE HOUSING CAPITAL CH42-0190-2 CORPORATION, MICHAEL D. BRENT, Trustee, TENNESSEE HOUSING DEVELOPMENT AGENCY, and LYNN E. NHLLER, Trustee, Defendants. CONSENT JUDGMENT a; a, We twelve 94% lt appearing to the Court, as evidenced by the signatures of counsel below that the parties are in agreement that Plaintiff Southlcand Constructors, LLC is entitled to judgment against Defendant Michael E. Hampton in the sum of Three Hundred Forty?Eight Th0usand Four Hundred Eighty?Six and 49/[00 Dollars it is accordingly ORDERED, ADJUDGED and DECREED that Plaintiff'SOuthLand COnstructors, LLC be and same is hereby awarded a ?nal judgment on its claim against Defendant Michael E. Hampton, individually, for breach of personal guarantee in the amount oi" $348,486.49. This Consent Judgment shall constitute a ?ne! judgment as to Defendant Michael E. Hampton, individually, within the meaning of?l?ennessce Rules ofCivii Procedure 54.02 there being no just reason for delay. This Consent Judgment is only as to Defendant Michael E. Hampton, individually, and all other pending causes oi'action in this matter shall remain. 309990.] Tom Leatherwood, Shelby County Register of Deeds: Enslr. 13074778 IN THE CHANCERY COURT OF THE THIRTIETH JUDICIAL DISTRICT 20130610?0658899 SHELBY COUNTY, TENNESSEE STATE OF TENNESSEE GARRETT, Davidson County?l, Trans:T2013@@48383 COUNTY OF SHELBY SS Recvd: 05/10/13 15:31 5 BE IT REMEMBERED that in the Chancery Court of Shelby County, Tennessee, at the Court House in the City ofMemphis, present and presiding the Honorable 9m Old 80 Chancellor of said Court, the following proceedings were had, as appears of record in my of?ce viz: FOR THE THIRTIETH JUDICIAL A Mun/1r nm SHELBY COUNTY HEALTH CARE CORPORATION cub/a REGIONAL MEDICAL CENTER, Plaintiff, NO. Division IX VS. WCHAEL HAMPTON, Defendant. ORDER ON MOTION FOR DEFAULT JUDGMENT AND FOR JUDGMENT FOR DAMAGES This cause came on to be heard before the Honorable Robert L. Childers, Judge of Division IX of the Circuit Court of Tennessee for the Thirtieth Judicial District at Memphis, upon the Motion of the Plaintiff for Default udgment and for Judgment for Damages, and the entire record of this cause, ?oor all of which it appears to? the Court as follows: . 1. That the Plaintiff's Motion forfDefault Judgment and for Judgment for Damages is well taken and the Plaintiff is granted a judgment against the Defendant, Michael Hampton, in the amount of Twenty-Two Thousand Six Hundred Fifty-Two and 33/100 Dollars 2. That the costs of this cause are adjudged against the Defendant. ALL OF WHICH IS, THEREFORE, ORDERED, ADJUDGED AND DECREED. ROBERT L. cinLDERs Judge of Division IX vi? DATE: 3 :2 a Attorney Plaintiff (17957) CERTIFICATE OF SERVICE I hereby certify that a copy of the foregoing was forwarded, by U. S. Mail, postage prepaid, to the attorneys for all interested parties and to any parties unrepresented by counsel On this the day of 20 4 Moyttouon Torn Leatherwood Shelby County Register of Deeds: Instr. 10025247 Shelby COunkty Otisfackson, fr. General Sessions Court Clerk 3/5/2010 91.0575?? Case ID :1404007 CIVIL OTHER Styled: LACSO INC AMERICARE SPECIALITY HOSP 85 AMERICAR Attorney of Record: STONE, HIGGS DREXLER Date OEJudgment: 1 Total Due: 5,842.50 Judgment JUDG FOR PLT 3* COST JUDGMENT FOR PLT LASCO $5,700.00 JUDGMENT AGAINST DFT AMERI CARE LONG TERM SPECIALTY HOSPITAL, $5,700.00 JUDGMENT AGAINST DPT AMERICARE SPECIALTY HOSPITAL OF MEMPHIS $5,700.00 Fem, 0 ?30 Parties: AMERICARE LONG TERM SPECIALTY HOSPITAL, - AMERICARE SPECIALTY HOSPITAL OF MEMPHIS I hereby certify that the facts contained herein are true and accurate according to the records of the General Sessions Court, Shelby County, TennesseeMarch 5, 2010 Otis Jackson, Jr., 140 Adams Room 1110 Memphis, TN 38103 tPhone: (901) 545-4031 0 Fax: (901) 545-2515 Visit us on the Web Nashville Electric Service Customer Name: Service Address: Service Period: 1214 CHURCH STREET. NASHVILLE. TN 37246 nesgcwerccm METRO SOCIAL SERVICES 1010 CAMILLA CALDWELL LN - 8112/16 Rate Class: GENERAL POWER Account Number: 0053295?0076436 Meter Number: 02 5618 District Number: 03 USAGE HISTORY . Current Reading: 19847 read 8112116 Previous Reading: 19428 read 7/14/16 Constant 300 Next Scheduled Reading: 9/14/16 175.850 140,680 105.510 70.340 35.170 0 .3 Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Your Detailed Usage by Month This Month Last Month Last Year 125.700 132.600 156.300 Billing Days 29 31 30 Degree Days 536 513 476 Charges $12,053.35 $12.455.91 514.5460? Page 1 of 1 Customer Relations (615) 736-6900 Report an Outage (615) 234-0000 TOTAL BALANCE DUE: I $29,034.93 our: DATE: 1 9/03/16 I Amount Due After 9103116: $29.166.20 ACCOUNT BALANCE Electric Power 9,072.68 Demand Charge 256.200 kw 2,990.67 Rental Lights 4 63.42 Electric Power Past Due 16,908.16 TOTAL BALANCE DUE 09/03/16 CASH out! 29,034.93 The TVA Fuel Cost: Adjustment this month has increased your bill by $424.36. The Electric Power charge includes a service charge of $156.87 and an energy charge of $0.11085 per for the first 15,000 and $0.06552 per over 15,000. The demand charge is 1.50 per kW for the first 50 and $14.14 per kW over 50. It is based on the highest 30 minute interval of energy consumption in this billing cycle. More information is available at nespower.com/demand.html. IMPORTANT MESSAGES CUT-OFF NOTICE 08/22116 MINIMUM PAYMENT: $16,908.16 Our records indicate that your bill is past due. Payment must be received by the date above to avoid disconnection and additional fees. If service is disconnected for non?payment and the bill is not paid within 7 days. a new deposit may be required. and the bili must be paid in full. Attend a free Neighborhood Energy Savers Workshop on September 24, from 9:30-11 am, at Betlevue YMCA to learn how to knock out high energy bills. DL TENNESSEE DEPARTMENT OF LABOR Employment Security Division Employer Accts-Delinquen cy Control 220 French Landing Drive Nashville, TN 37243 NOTICE OF STATE TAX LIEN Employer: AUTUMN ASSISTED LIVING Account No.: 0824-362 0 1136i}an CALDWELL LN NASHVILLE TN 37218 he? N04 ?6'4055 County: Davidson Pursuant to the provisions of T.C.A. ?50-7-404 et. seq, a lien exists in favor of the State of Tennessee . Department of Labor and Workforce Development upon all property and all rights, title and interest in property acquired either prior to or subsequent to the filing of this notice, belonging to the abovenamed employer. Notice is hereby given that there have been assessed unemployment taxes, interest, penalties and any other associated fees, which after demand for payment thereof remain unpaid. The amount of said unemployment taxes and any other associated fees constitutes the amount of said lien. The precise amount of the lien may be obtained from the Employment Security Division Delinquency Control Unit at 615?741-5103. Witness my hand at Nashville, Tennessee, on the 28th day of July, 2016. This instrument was prepared by the. State of Tennessee Department of Labor and Workforce Development. Burns Phillips . Commissioner of Labor and Workforce Development nan LindaLee Bel] Director l? OR REGISTER USE ONLY - PRINT OR STAMP BOOK NO: DATE: TranszT20160068447 LIENLUD 5 PAGE NO: Recva: 08/08/16 14:05 1 TIME: Fees:12.00 Taxes:0.0@ ll I A REGISTER: I in?ow? I. 13sz I STATE COPY LB-0638 (Rev. 6/15) 000002 Tennessee Department of Labor and Workforce Deveiopment EMPLOYER STATEMENT MAKE PAYMENT AND MAIL To: TN Department of Labor Workforce DeVelopment I 5000 U: 5568:2110? NASHVILLE TN 37202?4150 AREA CODE 04 TELEPHONE: {844) 817-0619 EMPLOYER 0824?362 0 AUTUMN ASSISTED LIVING PARTNERS INC STATEMENT DATE DIE-224015 AMOUNT DUE $30,859.05 For Of?ce Use Only DBEHBEED EEDLE 0003085905 2 L. Tear at perforation. Please return this porIIon and retain lower portion for your records RDA TENNESSEE DEPARTMENT OF LABOR AND WORKFORCE DEVELOPMENT EMPLOYMENT SECURITY DIVISION BUREAU OF UNEMPLOYMENT INSURANCE 065796 EMPLOYER STATEMENT BY QUARTER -. ACCRUED 9? LIEN FEES DUE DATE PREHIUHS DUE INTEREST DUE INTEREST DUE PENALTIES AMOUNT DUE 3?2016 10?31?2014 $5,281.34 $1,762.84 $68.00 $7,072.18 4?2014 01?31?2015 $3,568.96 $1,017.15 I $4,586.11 1-2015 04-30-2015 $6,772.29 $1,625.35 $8,397.66 2?2015 07?31?2015 $2,179.92 $425.08 $2,605.00 3?2015 10-?31?2015 $1,013.70 $152.06 $1,165.76 4?2015 01?31-2016 $718.31 $75.42 $793.73 1?2016 04?30?2016 $5,885.50 $353.13 $6,238.63 0824-362 0 AMOUNT DUE AS OF 08?22-2016 IS $30,859.05 POSITIVE AMOUNT DUE REPRESENTS A DEBIT BALANCE INTEREST IS CALCULATED ON DUE THROUGH 08-31-2016 PAY ONLINE BY VISITING voUR CURRENT QUARTER ACCESS CODE 156609 I Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leat?erwoocf Shelby County Register As evidenced by the instrument number shown below, this document has been recorded as a permanent record in the archives of the Office of the Shelby County Register. 10/18/2011 03:34 PM H11 pas 885419-11102904 anu: 0.00 tax 0.00 tax 0.00 r00 55.00 2.00 r00 0.00 Han: 2330 r2: 0.00 ro-m. mum- 51.00 TOM LEATHERWOOD REGISTER OF DEEDS SHELBY TENNESSEE 1075 Mullins Station, Suite W165 Memphis, Tennessee 38134 - (901) 379?7500 Website: Email: Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 This Notice of Lien prepared by and returned to: Richard D. Bennett Farris Bobango Branan PLC 999 S. Shady Grove Road, Suite 500 Memphis, Tennessee 38120 (901) 259-7100 NOTICE OF LIEN CLAIM BY SUBCONTRACT OR Owner: Civic Place Properties, L.P. Attn: Michael D. Brent 1600 Division Street, Suite 700 Nashville, TN 37203 Property Address: Civic Place Apartments 3391 Old Getwell Road Memphis, Tennessee 38118 Project: Civic Place Apartments 3391 Old Getwell Road Memphis, Tennessee 38118 STATE OF TENNESSEE ss. COUNTY OF SHELBY I, Frank Ditto, after first being duly sworn, do hereby give notice: 1. That I am the Owner of Frank Ditto Son Painting Company (?Frank Ditto Son?), 3 company with its principal place of business located at 2277 Podesta Cove, Memphis, Tennessee 38134. 2. That, pursuant to relevant paragraphs of Tenn. Code Ann. 66?11-101, et seq., Frank Ditto 8; Son claims, asserts, and holds a mechanics' and materialmen's lien for worked performed at 3391 Old Getwell Road, Memphis, Shelby County, Tennessee 38118, a building Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 commonly known as Civic Place Apartments, for the improvement of said real property owned by Civic Place Properties, L.P., more particularly described in the Exhibit A to the Special Warranty Deed, instrument 10108848 attached hereto and incorporated herein by reference. 3. That Frank Ditto Son entered into a contract with Southland Constructors, LLC, on February 9, 2011 to supply labor, material and related services for improvements to the real property, including but not limited to furnishing and installing paint for the walls, ceilings, doors, frames and furr downs to the property commonly known as Civic Place Apartments, 3391 Old Getwell Road, Memphis, Shelby County, Tennessee 38118 and that said work performed by Frank Ditto Son was for the purpose of improving said property. The use of the labor, material and related services performed by Frank Ditto Son was part of its scope of work under its contract with Southland Constructors, LLC. 4. That all of the aforedescribed work performed by Frank Ditto Son was for the improvement of the aforedescribed real property and did thereby improve the value of said real property. That the work performed by Frank Ditto Son was completed on the aforedescribed real property or about July 21, 2011. 5. That this Notice of Lien Claim has been filed within the time required by the laws of the State of Tennessee, and that by this Notice Frank Ditto Son intends to put all who come hereafter on notice of its lien on the aforedescribed property. All who read this notice should be aware that Frank Ditto Son will take all legal steps necessary to enforce its lien as allowed by law. 6. That the contract balance justly due and owing for the work performed at the aforedescribed real property by Frank Ditto Son, after allowing all just credits and deductions, 2 Page Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 is the sum of Seventeen Thousand Eight Hundred Twenty?five Dollars and no/lOO?s plus interest, plus all costs pertaining to the filing of this Notice of Lien, and all other costs, expenses, attorney fees and the like consistent with Tennessee law and contract, all of which remains due and unpaid. NOW COMES Frank Ditto Son Painting Company and claims a lien upon the aforedescribed real property, including all improvements, structures and fixtures thereon in the amount of Seventeen Thousand Eight Hundred Twenty-five Dollars and no/lOO?s plus interest, costs, expenses, and attorney fees. Unless prompt payment is made on the above?described indebtedness, the undersigned will proceed to enforce said lien. FRANK DITTO SON PAINTING COMPANY Frank Ditto Owner Datedthis dayofOctober, 2011. [The remainder of this page left intentionally blank] 3 Page Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 The undersigned, Frank Ditto, after first being duly sworn, states that he is fully authorized to sign this instrument on behalf of Frank Ditto 8: Son Painting Company, and that the foregoing statements contained in this Notice of Lien claim are true and correct to the best of his knowledge, and that the amount owed for the work performed by Frank Ditto Son is Seventeen Thousand Eight Hundred Twenty-five Dollars and no/lOO?s ?at; Frank Ditto, Owner Frank Ditto 8: Son Painting Company STATE OF TENNESSEE ss. COUNTY OF SHELBY Before me, A/E??tc/y a Notary Public of the State and County aforesaid, personally appeared, Frank Ditto with whom I am personally acquainted (or proved to me on the basis of satisfactory evidence to be said person), and who, upon oath, acknowledges himself to be the Owner of Frank Ditto Son Painting Company, and that he as such, executed the foregoing instrument for the purpose herein contained to sign the name of the company by himself as owner. X: or 2 mm TENNESSEE ii NOTARY 3 NOTARY Puduc? I - My Commission Expires: MYOOINIW 961732015 4 Page Q. Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leatherwood, Shelby County Register of Deeds: Instr. 10108848 om Leatfierbuoocf Shelby County Register As evidenced by the instrument number shown below, this document has been recorded as a permanent record in the archives of the Office of the Shelby County Register. "IliumgIlIglII'I?IF 12:38 PH mm 785531-IDIOIIN nun 250030.00 I?ll 0.00 than!" n: 925.00 mire rt: so.? or re: Lon miners rt: 1.00 m: I?ll: 0.00 tons mm 99.041 LEATHERHOOD 02 0?28? 3m]? rum?: 1075 Mullins Station. Suite W165 - Memphis. Tennessee 38134 - (901) 379-7500 Website: Email: Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Torn Leathewvood. Shelby County Register of Deeds: Instr. 10108848 This Instrument Prepared By: Lillian Gilrner Reno Cavanaugh, PLLC 424 Church Street, Suite 1750 Nashville, TN 37219 SPECIAL WARRANTY DEED From: AMERICARE SPECIALTY HOSPITAL OF Map and Parcel Number: MEMPHIS, LLC., a Tennessee limited 073-006-00080 liability company (?Grantor?); and To: CIVIC PLACE PROPERTIES, L.P., a Tennessee limited partnership (?Gran-lice?) Address New Owner: Name and Address of Person or Entity Responsible for Payment of Real Property Civic Place Properties, L.P. T3355: 3391 Old Getwell Road Memphis! Civic Place Properties, LP- 3391 Old Getwell Road Memphis, Tennesee 38118 STATE OF TENNESSEE COUNTY or mmgm/ The actual consideration or value, whichever tor, for wo Hundred Fifty Thousand and No! [00 Dollars 3335? ma'm 74 2 g: ranng SUBSCRIBED AND swonn T0 before me, this (2 day of 20:0. 1; norm .55? I gig. .Puauo .. . Notary Public 1.2011 My Commission Expires: "'97'201/ FOR AND IN CONSIDERATION 0? the Sum of TWO HUNDRED FIFTY THOUSAND AND NOII00 Dollars the receipt and suf?ciency of which are hereby acknowledged, AMERICARE SPECIALTY HOSPITAL OF MEMPHIS, LLC., a Tennessee limited liability company (the has bargained and sold, and by these presents do transfer and convey unto CIVIC TNSIZ Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leatherwood. Shelby County Register of Deeds: Instr. 10108848 PLACE PROPERTIES, L.P., a Tennessee limited partnership (?Gmtee?), its successors and assigns, a certain tract or parcel of improved land located in Shelby County, State of Tennessee, as more particularly described on Exhibit A attached hereto and incorporated herein by this reference, together with all improvements, buildings and structures located thereon (the The Property is improved property located at 339! Old Getweil Road, Shelby County, Memphis, Tennessee. This conveyance is expressly made subject to those matters more speci?cally set forth on Exhibit attached hereto and incorporated herein by this reference. TO HAVE AND TO HOLD the Preperty with the appurtenances, estate, title and interest thereto belonging to Grantee, its successors and assigns forever. And, Grantor covenants with Grantee that Creator is taw?rlly seized and possessed of the Property in fee simple and Grantor has a good right to convey the Property. And, Grantor does further covenant and bind Grantor, its successors and assigns, to wan-ant and forever defend the title to the Property to Grantee, its successors and assigns, against the lawful claims of all persons whomsoever claiming by, duough or under Grantor (other than claims arising from the matters set forth on Exhibit B), but not further or otherwise. This conveyance is expressly made subject to the matters set forth on Witness my hand this 4% day of October, 2010. 1N5 l2 Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leatherwood, Shelby County Register of Deeds: Instr. 10108848 STATE OF COUNTY OF 0W I a Notary Public of said County and State, personally appeared I with whom I am personally acquainted (or proved to me on the 1basis; of satisfactory evidence), and who, upon oath, acknowledged himselffherseif to be (title) of AMERICARE HOSPITAL OF MEMPHIS, LLC. a Tennessee limited liability company, and that ire/she as such (title) executed the feregoing instrument for the pug?ses therein contained, by signing the name of the limited liability company by Before me himself/herself as (title). Witness my hand and seal at O?ice in ii" the /7~#day of October, 2010. I I W532 (Notary Public) 9&3 mm - . NOTARY My Commission expires: 2:324 35.3335 Ma?a? 0 1. Jesuit" Minna? I3 TNSIZ Will-03} Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leatherwood, Shelby County Register of Deeds: Instr. 10108848 mm: PROPERTY DESCRIPTION PROPERTY DESCRIPTION OF THE AMERICARE SPECIALTY HOSPITAL OF MEMPHIS, LLC PROPERTY AS DESCRIBED IN INSTRUMENT 06209565 AND BEING PARCEL 2, AMERICARE HEALTH PROPERTIES, LLC PARTITIONING PLOT PLAN AS RECORDED IN PLAT BOOK 22? PAGE 65 IN MEMPHIS, SHELBY COUNTY, PARCEL 2 COMMENCING AT AN IRON PIN FOUND AT THE INTERSECTION OF THE NORTHWEST LINE OF OLD GETWELL ROAD (40 FOOT RIGHT-OF-WAY) WITH THE SOUTHWEST LINE OF BURLINGTON NORTHERN RAILROAD (100 FOOT THENCE WITH THE NORTHWEST LINE OF OLD GETWELL ROAD A DISTANCE OF 142.00 FEET (DEED 133.76 FEET) TO AN IRON PIN FOUND ON A THENCE SOUTHWESTWARDLY WITH THE NORTHWEST LINE OF OLD GETWELL ROAD AND ALONG A CURVE TO THE LEFT HAVING A RADIUS GP 50.00 FEET A DISTANCE OF 104.72 FEET (DEED Isms FEET) (CHORD 340?03?17'w 35.50 FEET, DELTA (DEED CHORD 100.00 FEET) TO A PK NAIL THENCE WITH THE NORTHWEST LINE OF OLD GETWELL ROAD A DISTANCE OF 228.44 FEET (DEED 230.08 FEET) TO AN IRON PIN FOUND AT AN ANGLE THENCE WITH THE NORTHWEST LINE OF OLD GETWELL ROAD A DISTANCE OF 21.24 FEET (DEED I149 FEET) TO AN IRON PIN FOUND IN A SOUTH LINE OF PARCEL I, AMERICARE HEALTH PROPERTIES, LLC PARTITIONING PLOT PLAN AS RECORDED IN PLAT BOOK 227 PAGE 65 AND BEING THE AMERICARE HEALTH PROPERTIES, LLC PROPERTY AS DESCRIBED IN INSTRUMENT 05069729, SAID IRON PIN BEING THE TRUE POINT OF THENCE WITH THE NORTHWEST LINE OF OLD GETWELL ROAD A DISTANCE OF 50.15 FEET (DEED 50.19 FEET) TO AN IRON PIN FOUND IN A NORTH LINE OF PARCEL 3, AMERICARE HEALTH PROPERTIES. LLC PARTITIONING PLOT PLAN AS RECORDED IN PLAT BOOK 27 PAGE 65 AND BEING THE AMERICARE HEALTH PROPERTIES, LLC PROPERTY AS DESCRIBED IN INSTRUMENT 05069729: THENCE WITH SAID NORTH LINE A DISTANCE OF FEET (DEED 563.63 TO AN IRON PIN FOUND IN A WEST LINE OF SAID PARCEL 3; THENCE WITH SAID WEST LINE A DISTANCE OF 49.50 FEET (DEED TO AN IRON PIN SET IN A NORTH LINE OF SAID PARCEL 3; THENCE WITH SAID NORTH LINE A DISTANCE OF 264.93 FEET (DEED 264.!9 FEET) TO AN IRON PIN FOUND IN THE EAST LINE OF MEMPHIS BLUES, LLC PROPERTY AS DESCRIBED IN INSTRUMENT 05043383; THENCE WITH SAID EAST LINE AND THE EAST LINE OF THE LEXINGTON TENNESSEE HOLDINGS. L.P. PROPERTY AS DESCRIBED IN INSTRUMENT 04020953 A DISTANCE OF 604.11 FEET (DEED l"E 602.36 FEET) TO AN IRON PIN FOUND IN A SOUTH LINE OF SAID PARCEL THENCE WITH SAID SOUTH LINE A DISTANCE OF 2I6.87 FEET (DEED 2I2.89 FEET) TO AN IRON PIN FOUND IN AN EAST LINE OF SAID PARCEL (T0032874DOC I 3 TNS l2 TNS Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leatherwood. Shelby County Register 0! Deeds: Instr. 10108848 THENCE WITH SAID EAST LINE A DISTANCE GP 25.16 FEET (DEED 25.14 FEET) TO AN IRON PIN FOUND IN A NORTH LINE OF SAID PARCEL THENCE WITH SAID NORTH LINE A DISTANCE OF 105.91 FEET (DEED 105.69 FEET) TO A POINT IN A WEST LINE OF A THENCE WITH SAID WEST LINE AND THE SOUTHERLY PROJECTION A DISTANCE OF 46.45 FEET (DEED 46.75 TO A POINT IN THE WESTERLY PROJECTION OF THE SOUTH LINE OF SAID THENCE WITH SAID LINE A DISTANCE OF 9.80 FEET (DEED 10.25 FEET) TO A POINT IN A WEST LINE OF SAID PARCEL THENCE WITH SAID WEST LINE A DISTANCE OF 182.16 FEET (DEED TO AN IRON PIN FOUND AT AN ANGLE THENCE WITH THE WEST LINE OF SAID PARCEL I A DISTANCE OF 192.44 FEET (DEED TO AN IRON PIN FOUND IN A SOUTH LINE OF SAID PARCEL I: THENCE WITH SAID SOUTH LINE A DISTANCE OF 592.81 FEET (DEED 584.25 FEET) TO THE POINT OF BEGINNING AND CONTAINING 4.045 4.006) ACRES. THIS PROPERTY IS NOT LOCATED IN A 100 YEAR FLOOD HAZARD AREA AS SHOWN ON F.E.M.A. PANEL II 47017? 0445 AND PANELII 47017 0440 DATED 09-28-2007. UNDERGROUND INVESTIGATION IS NOT A PART OF THIS SURVEY. ANYONE EXCAVATING ON THIS PROPERTY IS ADVISED TO CONTACT TENNESSEE ONE CALL SYSTEM, INC. (811) 72 HOURS HOURS PRIOR TO COMMENCEMENT. BEING THE SAME PROPERTY CONVEYED TO AMERICARE SPECIALTY HOSPITAL OF MEMPHIS. LLC., A TENESSEE LIMITED LIABILITY COMPANY. BY DEED DATED DECEMBER 29, 2006. RECORDED DECEMBER 29, 2006, IN INSTRUMENT NUMBER 06209565, IN THE REGISTERS OFFICE OF SHELBY COUNTY, TENNESSEE. TN512 Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102904 Tom Leatherwood. Shelby County Register of Deeds: Instr. 10108848 EXHIBIT ENCUMBRANCES l. Taxes and assessments for the year 2010 and subsequent years, not yet due and payable: 2. Miscellaneous Easement dated June 3, I987, of record as Instrument Z7 6176, Register?s Of?ce, Shelby County, Tennessee. 3. Basement Contract dated November 19, 1991 of record as Instrumenth 8593, Regiser?s Of?ce, Shelby County, Tennessee. 4. Easement and Maintenance Agreement dated January 1, 2009 of record as Instrument No. 090253 Register?s Of?ce, Shelby County, Tennessee. 5. All matters shown on the Plat of record in Plat Book 227, Page 65, in the Register?s Of?ce, Shelby County, Tennessee. mm man-03} Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102565 . Eat/Pt1-97-31"! 1? i I :0 :1 4'1" Tom Leat/ierwoocf Shelby County Register As evidenced by the instrument number shown below, this document has been recorded as a permanent record in the archives of the Office of the Shelby County Register10/13/2011 10:39 am . 0.00 30033000: rm: 3533:5111: 0.00 RECORDING run" 25.00 ELPEE . ran 0.00 Jul-5 - mm mm 27.00 TOM LEATHERWOOD REGISTER OF DEEDS SHELBY COUNTY TENNESSEE 1075 Mullins Station, Suite W165 - Memphis, Tennessee 38134 - (901) 379?7500 Website: Email: Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102565 Instrument prepared by: H. Brent Patrick, Esq. SMITH CASHION ORR, PLC 231 Third Avenue North Nashville, Tennessee 37201 (615) 742-8555 NOTICE OF LIEN TO OWNER: Civic Place Properties, L.P. c/o Registered Agent Michael D. Brent 1600 Division Street, Suite 700 Nashville, Tennessee 37203 Hampton Properties, LLC/Civic Place Apartments, LP c/o Mark Hampton 3391 Old Getwell Road Memphis, Tennessee 381 18 Tennessee Housing Development Agency Multifamily Development Division c/o Ed Yandell 404 James Robertson Parkway, Suite 1200 Nashville, Tennessee 37243-0900 Michael D. Brent, Trustee 1600 Division Street, Suite 700 Nashville, Tennessee 37203 Civic Place Properties, LP. 3403 Old Getwell Road Memphis, Tennessee 38118 CPP, Inc. (administratively dissolved 8/9/11) c/o Michael D. Brent, Registered Agent 1600 Division Street, Suite 700 Nashville, Tennessee 37203 E. Miller, Trustee Parkway Towers Building 404 James Robertson Parkway, Suite 1200 Nashville, Tennessee 37219=1598 Affordable Housing Capital Corp. (administratively dissolved 8/9/1 1) do Michael D. Brent, Registered Agent 1600 Division Street, Suite 700 Nashville, Tennessee 37203 LIEN CLAIMANT: SouthLand Constructors, LLC 1587 Mallory Lane, Suite 100 Brentwood, Tennessee 37027 294773.! Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102565 3) PROPERTY: 3391 Old Getwell Road Memphis, Tennessee 38118 Shelby County, Tennessee Parcel ID: 073006 00080 LIEN AMOUNT: $486,432.00 WHEREAS, SouthLand Constructors, LLC contracted with Civic Place Properties, LP. to construct and install certain improvements on real property known as Americare Health Properties Plot Plan Parcel 2 located at 3391 Old Getwell Road, Memphis, Tennessee 38118, being land lying in Shelby County, Tennessee, (Parcel ID: 073006 00080) and more speci?cally described in the property description attached hereto as Exhibit and WHEREAS, SouthLand Constructors, LLC furnished certain labor, material(s), equipment, and services, which were and have been incorporated into the improvements to the above-described real property; and WHEREAS, SouthLand Constructors, LLC has not been paid in full or otherwise fully compensated for the labor, material(s), equipment, and services provided to Civic Place Properties, LP. and incorporated into the improvements to the above-described real property, and there remains an outstanding balance due and owing to SouthLand Constructors, LLC in the amount of Four Hundred Eighty-Six Thousand Four Hundred Thirty-Two and 00/100 Dollars after allowing all proper credits; and WHEREAS, a copy of this notice is being sent by Certi?ed Mail Return Receipt to the Owner within the time prescribed by the laws of the State of Tennessee for Contractors? Liens, as codi?ed in the Term. Code Ann. 66-11-101 et seq.; NOW THEREFORE, SouthLand Constructors, LLC does hereby claim and give notice of a Contractor?s Lien upon the real property described herein under the Contractors? Lien Laws of the State of Tennessee, in the above-stated sum. IN WITNESS WHEREOF, SouthLand Constructors, LLC, has caused this Notice of Contractor?s Lien to be executed by the undersigned of?cer of SouthLand Constructors, LLC, who has authority to act for SouthLand Constructors, LLC, and who does hereby make oath to the truth of all the foregoing statements. 294778.] 2 Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102565 Dated this the day of October, 2011. SouthLand Constructors, By: 0 Its: 91/ STATE OF TENNESSEE COUNTY OF WILLIAMSON Personally appeared before me, the undersigned, a Notary Public in and for said County and State, (Tr/8?4 Ki (Name), with whom I am personally acquainted and who, upon oatll, swears to the contents of this instrument and upon oath acknowledges himself to be the Chef . Maytaqu (Title) of SouthLand Constructors, LLC, and that he, as such of?cer, being authorized? to do so, executed and swears to the foregoing instrument for the purposes therein contained by signing the name of said SouthLand Constructors, LLC, by said (1,231 or (Name), as such of?cer. Sworn to and subscribed to before me on this the 7 day of October, 2011. J4 - 09W TAR PUBLIC My Commission Expires: l0 - (4- 20! 294778.] 3 Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102565 Exhibit A Property description of the Americare Specialty Hospital of Memphis, LLC property as described in Instrument No. 06209565 and being Parcel 2, Americare Health Properties, LLC Partitioning Plot Plan as recorded in Plat Book 227, Page 65 in Memphis, Shelby County, Tennessee: Parcel 2 Commencing at an iron pin found at the intersection of the northwest line of Old Getwell Road (40 foot right-of-way) with the southwest line of Burlington Northern Railroad (100 foot right-of- war); Thence, 40? 03? 17? with the northwest line of Old Getwell Road a distance of 142.00 feet (Deed 133.76 feet) to an iron pin found on a curve; Thence, southwestwardly with the northwest line of Old Getwell Road and along a curve to the left having a radius of 50.00 feet and a distance of 104.72 feet (Deed 157.08 feet) (Chord 40? 03? 17? 86.60 feet, Delta 120? 00? 00?) (Deed Chord 40? 03? 17? 100.00 feet) to a PK nail found; Thence, 40? 03? 17? W, with the northwest line of Old Getwell Road a distance of 228.44 feet (Deed 230.08 feet) to an iron pin found at an angle point; Thence, 19? 29? 10? with the northwest line of Old Getwell Road a distance of 21.24 feet (Deed 17.49 feet) to an iron pin found in a south line of Parcel 1, Americare Health Properties, LLC Partitioning Plot Plan as recorded in Plat Book 227, Page 65 and being the Americare Health Pr0perties, LLC property as described in Instrument No. 05069729, said iron pin being the true point of beginning; Thence, 19? 29? 10? with the northwest line of Old Getwell Road a distance of 50.15 feet (Deed 50.19 feet) to an iron pin found in a north line of Parcel 3, Americare Health Properties, LLC Partitioning Plot Plan as recorded in Plat Book 227, Page 65 and being the Americare Health Properties, LLC property as described in Instrument No. 05069729; Thence, 66? 01? 16? with said north line a distance of 571.81 feet (Deed 65? 35? 05? 563.63 feet) to an iron pin found in a west line of said Parcel 3; Thence, 02? 31? 16? with said west line a distance of 49.50 feet (Deed 02? 05? 05? E) to an iron pin set in a north line of said Parcel 3; Thence, 86? 47? 54? with said north line a distance of 264.98 feet (Deed 86? 21? 43? 264.19 feet) to an iron pin found in the east line of Memphis Blues, LLC property as described in Instrument No. 05043383; 294778.] 4 Tom Leatherwood, Shelby County Register of Deeds: Instr. 11102565 Thence, 02? 54? 55? with said east line and the east line of the Lexington Tennessee Holdings, L.P. property as described in Instrument No. 04020953 a distance of 604.11 feet (Deed 03? 36? 51? 602.36 feet) to an iron pin found in a south line of said Parcel 1; Thence, 66? 03? 45? with said south line a distance of216.87 feet (Deed 65? 49? 52? 212.89 feet) to an iron pin found in an east line of said Parcel 1; Thence, 23? 50? 57? with said east line a distance of 25.16 feet (Deed 24? 24? 50? 25.14 feet) to an iron pin found in a north line of said Parcel 1; Thence, 66? 00? 55? with said north line a distance of 105.91 feet (Deed 65? 35? 10? 105.69 feet) to a point in a west line of a building; Thence, 23? 47? 08? with said west line and the southerly projection a distance of 46.45 feet (Deed 24? 31? 23? 46.75 feet) to a point in the westerly projection of the south line of said building; Thence, 66? 32? 19? with said line a distance of 9.80 feet (Deed 65? 26? 59? 10.25 feet) to a point in a west line of said Parcel 1; Thence, 24? 11? 56? with said west line a distance of 182.16 feet (Deed 24? 38? 07? W) to an iron pin found at an angle point; Thence, 02? 31? 16? with the west line of said Parcel 1 a distance of 192.44 feet (Deed 02? 05? 05? E) to an iron pin found in a south line of said Parcel 1; Thence, 66? 01? 16? with said south line a distance of 592.81 feet (Deed 65? 35? 05? 584.25 feet) to the point of beginning and containing 4.045 (Deed 4.006) acres. This property is not located in a 100 year ?ood hazard area as shown on .E.M.A. Panel #470177 0445 and Panel #47017 0440 F, dated 09-28-2007. Underground investigation is not a part of this survey. Anyone excavating on this property is advised to contact Tennessee One Call System, Inc. (811) 72 hours prior to commencement. Being the same property conveyed by Americare Specialty Hospital of Memphis, LLC, to Civic Place Apartments, L.P., by deed dated October 12, 2010, recorded October 19, 2010 as Instrument No. 10108848, in the Register?s Of?ce of Shelby County, Tennessee. 294778.] 5 Tom Leatherwood, Shelby County Register of Deeds: Instr. 13074778 IN THE CHANCERY COURT OF THE THIRTIETH JUDICIAL DISTRICT SHELBY COUNTY, TENNESSEE STATE OF TENNESSEE HBILL cnRREii, Davidson countg?i COUNTY OF SHELBY SS Trans:T20130048383 Recvd: 06/10/13 15:31 5 Fees:27.00 2013:9616?358ng I. BE lT REMEMBERED that in the Chancery Court of Shelby County, Tennessee, at the Court House in the City of Memphis, present and presiding the Honorable Film 0 ld ?10 Chancellor of said Court, the following proceedings were had, as appears of record in my of?ce viz: Tom Leatherwood, Shelby County Register of Deeds: Instr. 13074778 Mulch-?mm? . 5? APR 1 6 2013 --. THE CHANCERY COURT OF SHELBY COUNTY, TEN SOUTHLAND CONSTRUCTORS, LLC, Plaintiff, v. CIVIC PLACE PROPERTIES, L.P., CPP, INC., CIVIC PLACE APARTMENTS, L.P., HAMPTON PROPERTIES, LLC, I CIVIL ACTION NO.: MICHAEL E. HAMPTON, Individually, AFFORDABLE HOUSING CAPITAL (3342431904 CORPORATION, MICHAEL D. BRENT, Trustee, TENNESSEE HOUSING DEVELOPMENT AGENCY, and LYNN E. MILLER, Trustee, Defendants. CONSENT JUDGMENT 4: W2. 99A 11 appearing to the Court, as evidenced by the signatures of counsel below that the parties are in agreement that Plaintiff Southluand ConstructOIS, LLC is entitled to judgment against Defendant Michael E. Hampton in the sum of Three Hundred Forty?Eight Thousand Four Hundred Eighty-Six and 49/100 Dollars it is accordingly ORDERED, ADJUDGED and DECREED that Plaintil?fSouthLand COnstructors, LLC be and same is hereby awarded a ?nal judgment on its claim against Defendant Michael E. Hampton, individually, for breach of personal guarantee in the amount of $348,486.49. This Consent Judgment shall constitute a ?nal judgment as to Defendant Michael E. Hampton, individually, within the meaning of'l?ennessee Rules of Civil Procedure .5402 there being no just reason for delay. This Consent Judgment is only as to Defendant Michael E. Hampton, individually, and all other pending causes ofaction in this matter shall remain. 309990.] Tom Leatherwood, Shelby County Register of Deeds: Instr. 13074778 ENTERED this I a day of I 2013. APPROVED ENTRY: 1 H. Brent Patrick (No. 19532) Ryan N. Slringfellow (No. 29417) SMITH CASHION ORR, PLC 231 Third Avenue North Nashville, Tennessee 37201 Telephone: (615) 742-8555 Facsim?e: (615) 742-8556 Counselij Constructors; LLC J. St ni?ch McNel??e 0.6928) Mc EESE LAW 751 Corporate Centre Drive mantown, Tennessee 38130 A?omeyjbr Michae! E. HampIon 309990.] Tom Leatherwood, Shelby County Register of Deeds: Instr. 13074778 CERTIFICATE OF SERVICE 1 hereby certify that I have served a copy ofthe foregoing document on all counsel of record as listed belox by placing a copy thereof, in the United States mail, postage prepaid, on this the 343m}: of?ng. ,2013. CPP, lnc. c/o Registered Agent Michael D. Brent 1600 Division Street, Suite 700 Nashville, Tennessee 37203 Civic Place Apartments, LP. c/o Michael E. Hampton 3391 Old Getwell Road Memphis, Tennessee 381 18 Hampton Properties, LLC c/o Michael E. Hampton 3391 Old Gctwell Road Memphis, Tennessee 381 18 Afferdable Housing Capital Corporation c/o Registered Agent Michael D. Brent 1600 Division Street, Suite 700 Nashville, Tennessee 37203 Derek C. Jumper, Assistant Attorney General OFFICE OF THE ATTORNEY GENERAL General Civil Division Post Of?ce Box 20207 Nashville, Tennessee 37202 Attorney for Tennessee Housing Devefopmem Agency E. ii/fr?l?fer, Trustee Michael D. Brent, Trustee 1600 Division Street, Suite 700 Nashville, Tennessee 37203 309990.] Tom Leatherwood, Shelby County Register of Deeds: Instr. 13074778 OF TENNESSEE SHELBY COUNTY . . l, DONNA L. RUSSELL, Clerk and Master of the Chancery Court of Shelby County, MEMPHIS, TENNESSEE do hereby certify that the forgoing 5 pages c0ntain a full, true, and perfect transcript of the Consent Judgment 06 '10 Mi (hoe! Hamlet-0O in a certain cause pending in the said Court, wherein 30 ?h F3, complainantdefendant, as the same appears offrfecord?taffd Opg?jigm33?utestimony whereof, I hereunto subscribe my name and af?x the seal of said do Motrfo Klimt in my of?ce. at of?ce, this '??lerk a?stega . STATE OF TENNESSEE - - SHELBY COUNTY . I, ARNOLD GOLDIN, sole and presiding Chancellor of Part 2, of the Chancery ?351,111 of said_County, do hereby certify that Donna L. Russell, whose genuine signature appears to the foregoing Ce i?cate, ,n?ivjandiwas?at the time of signing the same, Clerk and Master of said Court, and that his attestation is in grille fort-{1fth by ??rt of?cer, and that said Court is a Court of Record, and that hill faith and credit are due to all PIS of?gatkapts.? - 7, @013 :WITNESS my hand and private seal (having no seal of of?ce) this\\l.3 1? y, - dayof A Moi? ma; - 2 1-13". a 3. E: I. . Chahc?llor?f? \1 STATE OF TENNESSEE SHELBY COUNTY I, DONNA L. RUSSELL, Clerk and Master of the Chancery Court of said County, do hereby certify that the Hon. Arnold Goldin, whose genuine of?cial signature appears to the above and hereto annexed certi?cate, is and was at the time of signing the same, the sole and presiding Chancellor of Part 2, of the Chancery Court, in State aforesaid, duty commissioned and quali?ed, and that all his of?cial acts as such 33!] credituntil: WITNESS my hand and seal of Court, at of?ce, in the City of Memphis?33 3&5; .i?'lsand