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IN THE UNITED STATES BANKRUPTCY COURT
FOR THE MIDDLE DISTRICT OF TENNESSEE
NASHVILLE DIVISION------------------------------------------------------------------------IN RE: )
) Chapter 11
CHURCH STREET HEALTH MANAGEMENT, LLC, )
et al.1 ) Case No. 12-01573
)
Debtors ) (Jointly Administered)
------------------------------------------------------------------------
CORRECTED NOTICE OF (I) DEBTORS INTENT TO ASSUME AND ASSIGN
CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES
RELATED TO THEIR BUSINESSES AND (II) CURE COSTS
PLEASE TAKE NOTICE that, upon the request of Church Street Health
Management, LLC, Small Smiles Holding Company, LLC, FORBA NY, LLC, FORBA Services,
Inc., and EEHC, Inc. (collectively, the Sellers) the United States Bankruptcy Court for the MiddleDistrict of Tennessee (the Bankruptcy Court) previously approved an order (the Bidding
Procedures Order) authorizing the Debtors to conduct an auction to sell (the Sale) substantially all
of the Sellers assets (the Assets) to the highest and best qualified bidder (the Successful Bidder).
A hearing on the Sale of the Assets (the Sale Hearing) is scheduled to occur on May 22, 2012 at
9:00 a.m. Central Standard Time, or as soon thereafter as the Court may be available, to consider
(i) the sale of the Assets to the Successful Bidder free and clear of liens, claims and encumbrances
(except for certain assumed liabilities and permitted encumbrances as more particularly detailed in
the Asset Sale Agreement (the Stalking Horse Agreement) between the Sellers and CSHM LLC(the Stalking Horse Bidder), and, (ii) the assumption and assignment of certain of the Sellers
executory contracts and unexpired leases in connection with the Sale. At the Sale Hearing, the
Sellers will ask that the Bankruptcy Court enter an order (the Sale Order) approving the Sale.
PLEASE TAKE FURTHER NOTICE that, pursuant to the Bid Procedures Order,
the Sellers may assume and assign to the Successful Bidder those executory contracts and unexpired
leases listed on Schedule A attached hereto (collectively, the Assigned Contracts), pursuant to
section 365 of title 11 of the United States Code (the Bankruptcy Code).
PLEASE TAKE FURTHER NOTICE that the Sellers have indicated on Schedule
A attached hereto (the Schedule of Contracts) the cure amounts that the Sellers believe must be
paid to cure all prepetition defaults under the Assigned Contracts as of February 20, 2012 (in each
instance, the Cure Costs).
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otherwise assert that any other amounts, defaults, conditions or pecuniary losses must be cured or
satisfied under any of the Assigned Contracts in order for such executory contract or lease to be
assumed and assigned or (ii) object to the assumption and assignment of any Assigned Contracts onany other basis (including, but not limited to, objections to adequate assurance of future performance
by the Successful Bidder), must file with the Bankruptcy Court (contemporaneously with a proof of
service), in accordance with the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, and any
order of this Court, an objection (an Assumption and Assignment Objection) that must: (a) state
with particularity the legal and factual basis for the objection and if practicable, a proposed
modification to the terms of the Sale that would resolve such objection, and (b) if applicable, include
any and all documentation relied upon by the objector in support of its determination of Cure Costs,
setting forth the cure amount the objector asserts to be due, and the specific types and dates of thealleged defaults, pecuniary losses and conditions to assignment and the support therefor, so that such
objection is filed no later than 4:00 p.m. Central Standard Time on May 14, 2012 (the
Assumption and Assignment Objection Deadline), and such objection shall also be served so the
same is actuallyreceived on or before the Assumption and Assignment Objection Deadline by (i)
the Office of the United States Trustee for the Middle District of Tennessee, 701 Broadway, Suite
318, Nashville, TN 37203, Attn: Beth R. Derrick, Esq. ([email protected]); (ii) counsel to
the Committee, Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, 211 Commerce St., Ste. 800,
Nashville TN 37201, Attn: John H. Rowland Esq. ([email protected]); (iii) counsel tothe Debtors, Waller Lansden Dortch & Davis, LLP, 511 Union Street, Suite 2700, Nashville, TN
37219, Attn: John C. Tishler, Esq. ([email protected]); (iv) co-counsel to the Agent (as
defined in the Stalking Horse Agreement), Shearman & Sterling, 599 Lexington Avenue, New York,
NY 10022, Attn: Steven E. Sherman, Esq. ([email protected]), and Bass, Berry & Sims
PLC, 150 Third Avenue South, Suite 2800, Nashville, TN 37201, Attn: Paul G. Jennings, Esq.
([email protected]), and (v) co-counsel to the Stalking Horse Bidder, Gibson, Dunn &
Crutcher LLP, 200 Park Avenue, New York, NY 10166, Attn: David M. Feldman, Esq.
([email protected]) and J. Eric Wise, Esq. ([email protected]), and Burr & Forman
LLP, 700 Two American Center, 3102 West End Avenue, Nashville, TN 37203, Attn: David W.
Houston IV, Esq. ([email protected]) (collectively, (i) through (v), the Notice Parties);
provided, however, that in the event the Auction results in a Successful Bidder other than the
Stalking Horse Bidder (as defined in the Bidding Procedures Order), the Debtors shall file a notice
identifying such Successful Bidder with the Court and serve such notice upon each party identified in
the Schedule of Contracts, and the deadline for objecting to the assignment of the Assigned Contract
to such Successful Bidder on the basis of adequate assurance of future performance shall be the
commencement of the Sale Hearing.
PLEASE TAKE FURTHER NOTICE that unless an Assumption and Assignment
Objection is filed and served before the Assumption and Assignment Objection Deadline, all parties
shall (i) be forever barred from objecting to the Cure Costs and from asserting any additional cure or
other amounts with respect to the Assigned Contracts, and the Sellers and the Successful Bidder shall
be entitled to rely solely upon the Cure Costs; (ii) be deemed to have consented to the assumption
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the objecting Assigned Contract counterparty. Where a non-Debtor counterparty to an Assigned
Contract files an objection asserting a cure amount higher than the proposed Cure Costs (the
Disputed Cure Costs), then (i) to the extent that the parties are able to consensually resolve theDisputed Cure Costs prior to the Sale Hearing, the Sellers shall promptly provide the Successful
Bidder notice and opportunity to object to such proposed resolution or (ii) to the extent the parties are
unable to consensually resolve the dispute prior to the Sale Hearing, then the amount to be paid under
section 365 of the Bankruptcy Code with respect to such Disputed Cure Costs will be determined at
the Sale Hearing or at such other date and time as may be fixed by this Court.
PLEASE TAKE FURTHER NOTICE that if you agree with the Cure Costs
indicated on Schedule A and otherwise do not object to the Sellers assignment and assumption ofyour executory contract or unexpired lease, you need not take any further action.
PLEASE TAKE FURTHER NOTICE that the Sellers decision to assume and
assign the Assigned Contracts in connection with the Sale is subject to the approval of the Successful
Bidder and the Bankruptcy Court and the consummation of the Sale of the Assets. Further, Debtors
reserve their right to amend Schedule A, including without limitation to add additional executory
contracts and unexpired leases, or to delete listed contracts and leases, at any time prior to the final
assumption and assignment. Accordingly, the Sellers shall be deemed to have assumed and assigned
each of the Assigned Contracts as of the date of, and effective only upon, the closing of the Sale of
the Assets, and absent such closing, each of the Assigned Contracts shall neither be deemed assumed
nor assigned and shall in all respects be subject to further administration under the Bankruptcy Code.
PLEASE TAKE FURTHER NOTICE that inclusion of any document on the list of
Assigned Contracts shall not constitute or be deemed to be a determination or admission by the
Sellers or the Successful Bidder that such document is, in fact, an executory contract or unexpired
lease within the meaning of the Bankruptcy Code, all rights with respect thereto being expressly
reserved.
Dated: Nashville, Tennessee Respectfully submitted,
May 1, 2012
WALLER LANSDEN DORTCH & DAVIS, LLP
_/s/ Katie G. Stenberg__________________
John C. Tishler, BPR No. 13441
Katie G. Stenberg, BPR No. 22301Robert P. Sweeter, BPR No. 28859
511 Union Street, Suite 2700
Nashville, TN 37219
Telephone: (615) 244-6380
Facsimile: (615) 244-6804
il j h i hl @ ll l
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SCHEDULE A
List of Executory Contracts and Unexpired LeasesPotentially to Be Assumed and Assigned at Closing
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SCHEDULE A
List of Executory Contracts and Unexpired LeasesPotentially to Be Assumed and Assigned at Closing
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Management ServicesAgreement
Small Smiles of Akron, LLC Jodi Kuhn, DDS and OliviaCroom, DDS
02/22/07 $0
CSHM Management ServicesAgreement
Small Smiles Dentistry for Children, Albuquerque, PC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Atlanta, P.C. 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Augusta, P.C. 09/26/06 $0
CSHM Management Services
Agreement
6th
Street of Denver Dental Clinic, PC 09/26/06 $0
CSHM Management ServicesAgreement
Texas Smiles Dental Center of Austin, PLLC 06/14/07 $0
CSHM Management ServicesAgreement
Small Smiles of Baltimore, P.C. 09/26/06 $0
CSHM Management ServicesAgreement
Texas Smiles Dental Center of Beaumont, PLLC 04/16/07 $0
CSHM Management ServicesAgreement
Small Smiles Dental Clinic of Boise, PLLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles Dental Center of Brockton, LLC 07/10/07 $0
CSHM Management ServicesAgreement
Childrens Dental Clinic of Charleston, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Cincinnati, LLC - Jodi Kuhn, DDS and OliviaCroom, DDS
09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles Dentistry for Children, PC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles Dental Centers of Columbia, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Columbus, LLC - Jodi Kuhn, DDS and OliviaCroom, DDS
09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Dayton, LLC - Jodi Kuhn, DDS and OliviaCroom, DDS
09/26/06 $0
CSHM Management ServicesAgreement
Smile High Dentistry for Children, PC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Dothan, P.C. 02/02/07 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Management ServicesAgreement Small Smiles of East Albuquerque, PC 09/26/06 $0
CSHM Management ServicesAgreement
Childrens Dental Clinic of Florence, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Fort Wayne, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Childrens Dental Clinic of Gary, LLC 09/26/06 $0
CSHM Management Services
Agreement
Small Smiles of Greeley, P.C. 10/18/06 $0
CSHM Management ServicesAgreement
Small Smiles Dental Centers of Greenville, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles Dental Center of Hartford, PC 08/15/07 $0
CSHM Management ServicesAgreement
Small Smiles of Hartford West, PC 08/12/08 $0
CSHM Management ServicesAgreement
Small Smiles Dental Center of Holyoke, LLC 07/10/07 $0
CSHM Management ServicesAgreement
Wild Smiles Dental Center of Houston, PLLC 07/19/07 $0
CSHM Management ServicesAgreement
The Childrens Dental Clinic of Indianapolis, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Dental Clinic of Indianapolis at Eagledale Plaza, LLC 09/26/06 $0
CSHM Management ServicesAgreement
The Indian Springs Dental Clinic, LLC 09/09/03 $0
CSHM Management ServicesAgreement
Small Smiles of Lawrence, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Louisville, P.S.C. 07/01/07 $0
CSHM Management ServicesAgreement
Small Smiles of Lynn, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Macon, P.C. 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Manassas, LLC 02/23/07 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Management ServicesAgreement Small Smiles Dental Center of Manchester, PLLC 07/30/07 $0
CSHM Management ServicesAgreement
Small Smiles of Mattapan, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Montgomery, P.C. 12/06/06 $0
CSHM Management ServicesAgreement
Small Smiles of Myrtle Beach, LLC 09/26/06 $0
CSHM Management Services
Agreement
Small Smiles of North Baltimore, P.C. 07/02/07 $0
CSHM Management ServicesAgreement
Childrens Dental Clinic of Oklahoma City, PLLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Oxon Hill, PC 08/10/07 $0
CSHM Management ServicesAgreement
Small Smiles Dental Center of East Liberty, LLC 07/19/07 $0
CSHM Management ServicesAgreement
Small Smiles Dental Center of Pueblo, P.C. 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Reno, LLC 02/10/09 $0
CSHM Management ServicesAgreement
Small Smiles of Richmond, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Roanoke, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Straight Smiles of Roanoke, PLLC 09/15/10 $0
CSHM Management ServicesAgreement
Small Smiles of Roselawn, LLC - Jodi Kuhn, DDS and OliviaCroom, DDS
09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles Dental Center of San Antonio, PLLC 08/14/07 $0
CSHM Management ServicesAgreement
Small Smiles Dentistry for Children, Santa Fe, PC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Savannah, P.C. 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of South Bend, LLC 05/02/07 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Management ServicesAgreement Small Smiles of Spartanburg, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Springfield, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Childrens Dental Clinic of Thornton, PC 09/26/06 $0
CSHM Management ServicesAgreement
Topeka Dental Clinic, LLC 03/01/06 $0
CSHM Management Services
Agreement
Childrens Dental Clinic of Tulsa, PLLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of South Washington, D.C., PC 05/27/10 $0
CSHM Management ServicesAgreement
Small Smiles of Washington D.C., PC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Wichita, LLC 06/01/06 $0
CSHM Management ServicesAgreement
Straight Smiles of Worcester, LLC 01/01/11 $0
CSHM Management ServicesAgreement
Small Smiles of Worcester, LLC 09/26/06 $0
CSHM Management ServicesAgreement
Small Smiles of Youngstown, LLC -Michael Crites, DDS 10/01/10 $0
CSHM Corporate IntegrityAgreement (as amended)
Department of Health and Human Services Office of theInspector General
01/15/10 $0
CSHM Amended Corporate IntegrityAgreement
New York State Office of Medicaid Inspector General 01/15/10 $0
CSHM Civil Settlement Agreement United States Department of Justice 01/15/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
United States Department of Justice 01/30/12 $0
CSHM Agreement New York State Office of Medicaid Inspector General andNew York State Office of Attorney General
02/15/12 $0
CSHM Settlement Agreement State of Alabama 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Alabama 02/16/12 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Settlement Agreement State of Arizona 01/16/10 $0(paid per terms)CSHM Waiver of Payment
Acceleration RightsState of Arizona 02/16/12 $0
CSHM Settlement Agreement State of Colorado 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Colorado 02/16/12 $0
CSHM Settlement Agreement State of Connecticut 01/28/10 $0
(paid per terms)CSHM Settlement Agreement District of Columbia 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
District of Columbia 02/16/12 $0
CSHM Settlement Agreement State of Georgia 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Georgia 02/16/12 $0
CSHM Settlement Agreement State of Idaho 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Idaho 02/16/12 $0
CSHM Settlement Agreement State of Indiana 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Indiana 02/16/12 $0
CSHM Settlement Agreement State of Kansas 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Kansas 02/16/12 $0
CSHM Settlement Agreement Commonwealth of Kentucky 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
Commonwealth of Kentucky 02/16/12 $0
CSHM Settlement Agreement State of Maryland 01/14/10 $0(paid per terms)
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Waiver of PaymentAcceleration Rights State of Maryland 02/16/12 $0
CSHM Settlement Agreement Commonwealth of Massachusetts 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
Commonwealth of Massachusetts 02/16/12 $0
CSHM Settlement Agreement State of Nebraska 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Nebraska 02/16/12 $0
CSHM Settlement Agreement State of Nevada 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Nevada 02/16/12 $0
CSHM Settlement Agreement State of New Hampshire 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of New Hampshire 02/16/12 $0
CSHM Settlement Agreement State of New Mexico 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of New Mexico 02/16/12 $0
CSHM Settlement Agreement State of New York 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of New York 02/16/12 $0
CSHM Settlement Agreement State of Ohio 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Ohio 02/16/12 $0
CSHM Waiver of PaymentAcceleration Rights
State of Ohio Deputy Attorney General for Law Enforcement 02/16/12 $0
CSHM Settlement Agreement State of Oklahoma 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Oklahoma 02/16/12 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Settlement Agreement Commonwealth of Pennsylvania 01/14/10 $0(paid per terms)CSHM Waiver of Payment
Acceleration RightsCommonwealth of Pennsylvania 02/16/12 $0
CSHM Settlement Agreement State of South Carolina 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of South Carolina 02/16/12 $0
CSHM Settlement Agreement State of Texas 01/14/10 $0(paid per terms)
CSHM Waiver of PaymentAcceleration Rights
State of Texas 02/16/12 $0
CSHM Settlement Agreement Commonwealth of Virginia 01/14/10 $0(paid per terms)
EEHC Employment Agreement Steven M. Adair, DDS 02/03/11 $0
CSHM, SSHCEEHC
Amended and RestatedEmployment Agreement
Rodney Cawood 09/01/10 $0
EEHC Employment Agreement Olivia Croom, DDS 12/07/11 $0
EEHC Employment Agreement Ghassan Souri, DDS 01/27/12 $0
EEHC Employment Agreement Lorri Steiner 04/08/11 $0
EEHC Employment Agreement Sheila Sawyer 09/16/11 $0
EEHC Employment Agreement Brad Gardner 06/30/11 $0
EEHC Employment Agreement Marlene Navedo, DDS 02/07/11 $0
EEHC Amended EmploymentAgreement (as amended)
Kevin M. Reilly, DDS 09/10/07 $0
CSHM KEIP Seven Key Employee Incentive Plan Agreements 12/19/11 $0
FORBAServices, Inc.
Severance Agreement Brandon Dyson 10/02/06 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
FORBAServices, Inc. Severance Agreement Tom Hillebrand 07/27/07 $0
FORBAServices, Inc.
Severance Agreement Allison K. Luke 11/01/08 $0
CSHMSSHC
Severance Agreement Alana Denney 11/30/11 $0
FORBAServices, Inc.
Separation Agreement Robert F. Andrus 06/10/08 $0
FORBAServices, Inc.
Separation Agreement Kenneth Knott 06/10/08 $0
CSHMSSHC
Separation Agreement Amber Behles 11/30/11 $0
EEHC Severance Agreement Janice Lewis 12/15/10 $0
EEHC Severance Agreement Laurie Knight 10/21/10 $0
FORBAServices, Inc.
Separation Agreement Kallene West 06/30/08 $0
EEHC Separation Agreement Elizabeth P. Tran $0
EEHC Separation Agreement Jerry Crenshaw 03/07/11 $0
CSHM Non-Compete Agreement FORBA, LLC 09/26/06 $0
CSHM Non-Compete Agreement DD Marketing, Inc. 09/26/06 $0
CSHM Non-Compete Agreement DeRose Management, LLC 09/26/06 $0
CSHM Non-Compete Agreement FORBA NY, LLC 09/26/06 $0
CSHM Non-Compete Agreement Dan DeRose 09/26/06 $0
CSHM Non-Compete Agreement Michael W. Roumph 09/26/06 $0
CSHM Non-Compete Agreement Richard B. Lane 09/26/06 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Non-Compete Agreement William A. Mueller 09/26/06
$0
CSHM Non-Compete Agreement Adolph R. Padula 09/26/06 $0
CSHM Non-Compete Agreement Michael A. DeRose 09/26/06 $0
CSHM Non-Compete Agreement Elsa McTavish 09/26/06 $0
CSHM Non-Compete Agreement Jack McTavish 09/26/06 $0
CSHM Non-Compete Agreement John Parrish 09/26/06 $0
CSHM Non-Compete Agreement Lisa DeRose 09/26/06 $0
CSHM Non-Compete Agreement Mark DeRose 09/26/06 $0
CSHM Non-Compete Agreement Paula Kochenberger 09/26/06 $0
CSHM Indemnification Agreement Mareen George, DMD 11/01/08 $0
CSHM Indemnification Agreement Gillian Robinson-Warner, DDS 01/20/12 $0
CSHM Indemnification Agreement Toni Adderley, DDS 01/20/12 $0
CSHM Indemnification Agreement Rodney Cawood $0
EEHC Employee ServicesAgreement
CSHM 09/26/06 $0
CSHM,FORBA NY
Asset Purchase Agreement FORBA, LLC, DD Marketing, Inc., DeRose Management,LLC
6/14/06 (asamended)
$0
SSHC Investor Rights Agreement SS Holding Company, Inc., Oak Hill EP, Inc., Al Smith,Rodney Cawood, SSH Member, LLC, MezzF LLC, ACASEquity Holdings Corp., and individual signatories
02/01/10 $0
CSHM Settlement Agreement Licsac LLC, DD Marketing, Inc., DeRose Management, LLC,Licsac NY, LLC, Danny E. DeRose, Edward J. DeRose,Michael A. DeRose, Michael W. Roumph, Richard B. Lane,William A. Mueller, Adolph R. Padula, and Padula Family
02/28/10 $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
Partnership, LLPCSHM Pledge Agreement American Express Travel Related Services Company, Inc. 01/06/10 $0
CSHM Business AssociateAgreement
Ameriforce Management Services 04/01/10 $0
CSHM Business AssociateAgreement
Perkins Coie LLP 05/20/11 $0
CSHM Business AssociateAgreement
Berkley Research Group, LLC 05/03/11 $0
CSHM Business AssociateAgreement
Bernard Hodes Group, Inc. 10/11/12 $0
CSHM Business AssociateAgreement
Dr. Joseph Bernat 09/01/11 $0
CSHM Business AssociateAgreement
Balch & Bingham LLP 04/06/11 $0
CSHM Business AssociateAgreement
Randstad US 04/20/11 $0
CSHM Business AssociateAgreement
Linda M. McKinney 09/30/11 $0
CSHM Business AssociateAgreement
Indian Springs Dental Clinic, LLC 09/09/03 $0
CSHM Business AssociateAgreement
Intalytics $0
CSHM Business AssociateAgreement
Kevin Kuehn 12/30/11 $0
CSHM Business AssociateAgreement
Medusind Solutions, Inc. 04/01/10 $0
CSHM Business Associate
Agreement
Mobile Record Shredders 02/01/10 $0
CSHM Business AssociateAgreement
Robert Half Management Resources Salaried ProfessionalService
05/06/11 $0
CSHM Business AssociateAgreement
Provider Trust, L.L.C. $0
CSHM Business AssociateAgreement
Kendrick Financial Services, LLC 04/28/11 $0
CSHM Business AssociateAgreement
Brad Smoot $0
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Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Business AssociateAgreement
TCN Consulting, LLC/Tore Nelson 11/14/11 $0
CSHM Business AssociateAgreement
Small Smiles of Wichita, LLC $0
CSHM Business AssociateAgreement
Topeka Dental Clinic, LLC $0
CSHM Internet Service Agreement AT&T 10/27/08 $0
CSHM Vault Service Agreement Autonomy 11/11/11 $8,077
CSHM Consulting ServicesAgreement
Berkley Research Group 05/03/11 $2,310
CSHM Recruiting (Internet)Agreement
Bernard Hodes Group, Inc. 01/07/11 $3,758
CSHM Recruiting (Advertising)Agreement
Bernard Hodes Group, Inc. 08/01/11 $0
CSHM Equipment Leases Better Business Solutions Co., Inc. (DeLage LandenFinancial Services)
07/11/11 $3,243
CSHM Marketing and ManagementAgreement
Brentwood Communications, Inc. 10/01/08 $29,333
CSHM TelecommunicationsAgreement
BullsEye Telecom, Inc. 10/28/08 $0
CSHM Auto Rollover ServicesFiduciary/Agency Agreement
Centier Bank 03/29/06 $0
CSHM Conferencing Agreement Cincinnati Bell Any Distance, Inc. 02/02/09 $0
CSHM Online Meetings Agreement Citrix Online, LLC 08/30/07 $3,030
CSHM Janitorial Agreement Coverall North America, Inc. 10/28/09 $94,424
CSHM Equipment Lease DeLage Landen Financial Services 03/31/10 $899
CSHM Phone System Agreement Earthlink 06/14/11 $0
CSHM Telephone ContractAgreement
FocusOne Services, Inc. 01/01/11 $24,005
Case 3:12-bk-01573 Doc 302-1 Filed 05/01/12 Entered 05/01/12 11:26:53 DescSchedule A - Schedule of Contracts Page 12 of 15
8/2/2019 Notice of Debtors to Assign Lease Doc 302
17/19
Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM
Independent ReviewOrganization Agreement FTI Healthcare 02/12/10 $67,898
CSHM Workplace PostersAgreement
FWLLI 01/01/12 $2,877
CSHM Corporate and WorkplaceCompliance Services
Global Compliance Services, Inc. 12/07/11 $0
CSHM Services Agreement Golden Dental Services, LLC 03/08/11 $7,397
CSHM Dental Supply Agreement Henry Schein, Inc. 07/13/11 $240,308
CSHM Janitorial Supply Agreement Intero Office Solutions 06/01/11 $29,825
CSHM Consulting Agreement Kendrick Financial Services, LLC 04/28/11 $18,863
CSHM Development ServicesAgreement
LBMC Technologies, LLC 01/05/12 $16,740
CSHM Insurance Broker Agreement Lockton $0
CSHM Design and Project
Management ServicesAgreement
McCoy, Tolleson 02/24/11 $401
CSHM License Agreement Motion Picture Licensing Corporation 01/01/12 $0
CSHM Registered agent for allentities
National Register Agents, Inc. 09/26/06 $0
CSHM Supply and Billing Agreement Patterson Dental Supply, Inc. 05/01/03 $49,833
CSHM Provider Satisfaction Survey
Program Services Agreement
PivotHealth, LLC 02/18/11 $0
CSHM IT Agreement Pomeroy IT Solutions Sales Company, Inc. 04/06/11 $4,376
CSHM Healthcare Provider ChecksAgreement
Provider Trust, LLC 05/11/11 $3,853
CSHM Storage Agreement Richards & Richards Office Records Management , Inc. 02/23/10 $4,913
CSHM Public Relations Agreement Rubin Meyer Communications, LLC 01/01/11 $5,224
Case 3:12-bk-01573 Doc 302-1 Filed 05/01/12 Entered 05/01/12 11:26:53 DescSchedule A - Schedule of Contracts Page 13 of 15
8/2/2019 Notice of Debtors to Assign Lease Doc 302
18/19
Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM
Credit Card ServicesAgreement Skylight Financial Inc. 07/27/07 $0
CSHM Consulting Agreement Smoot, Brad 01/01/11 $0
CSHM Recruiting ServicesAgreement
Snagajob 09/30/11 $0
CSHM Supply Services Agreement Staples Contract & Commercial, Inc. 12/12/11 $0
CSHM Waste Services Agreement Stericycle, Inc. 04/01/11 $484
CSHM Independent Quality of CareMonitoring Services
Strategic Health Solutions, LLC 01/15/10 $$0
CSHM Consulting/CEO Agreement TCN Consulting, LLC 11/14/11 $2,681
CSHM Employment ConsultingAgreement
Thomas & Thorngren, Inc. 06/05/07 $0
CSHM Gas Supply ServicesAgreement
TMG CO. LLC 03/30/10 $28,879
CSHM Print and Direct Mail
Production Services
Transcontinental Direct U.S.A. Inc. d/b/a IWCO Direct 11/01/09 $8,056
CSHM Travel Service Agreement Travelink Incorporated American Express Travel 12/29/10 $0
CSHM Health Insurance ServicesAgreement
UMR 01/01/11 $0
CSHM Recruiting Agreement Vaco, LLC d/b/a Financial 07/22/11 $5,915
CSHM Advertising Agreement Visual Data Software Corporation 01/24/09 $26,517
CSHM Waste management servicesAgreement
Waste Management National Services, Inc. 06/20/11 $13,280
CSHM Lease Agreement 200 South Broadway, LLC 01/09/09 $0
CSHM Lease Agreement Adventure 3 Properties, LP 10/23/07 $0
CSHM Lease Agreement Adventure 3 Properties, LP 04/30/09 $0
Case 3:12-bk-01573 Doc 302-1 Filed 05/01/12 Entered 05/01/12 11:26:53 DescSchedule A - Schedule of Contracts Page 14 of 15
8/2/2019 Notice of Debtors to Assign Lease Doc 302
19/19
Schedule of Contracts
8818133.4
ContractingEntity
Contract Type Non-Debtor Party EffectiveDate
ProposedCure
CSHM Lease Agreement Adventure 3 Properties, LP 10/01/11 $0
CSHM Lease Agreement Regus 01/10/12 $0
CSHM Parking Lease Agreement Towne Park, Ltd. 09/19/07 $0
CSHM Trademark Use Agreement Texas Smiles P.A. $0
CSHM Assignment of CopyrightAgreement
GSD&M Ideal City, LLC 12/08/08 $0
Case 3:12-bk-01573 Doc 302-1 Filed 05/01/12 Entered 05/01/12 11:26:53 DescSchedule A - Schedule of Contracts Page 15 of 15
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