EFTA01255806

NAME SEARCHED: Neptune, LLC PWM 81S-RESEARCH performed due diligence research in accordance with the standards set by AML Compliance for your business. We completed thorough searches on your subject name(s) in the required databases and have attached the search results under the correct heading below. Significant negative media results may require escalation to senior business. Legal and Compliance management. Also. all accounts involving PEPs must be escalated. Search: Result: Click here for results: Reviewer Comments (as necessary): 0 No lilt ❑O Not RoliumAl I Rix Rcsidis RIX: Hit \o RD(' ;do i (Plaice sec attached) No I lit 0 Na Required l'CR II. PCR Results No PCR alert (Please see attached) 0 Hit ID Yes No III. Negative Media Result Found(please see attached) BIS 0 Not Required IV. Non-Negative Media There was no information found V. Other Language Media Not Required Results? - Yes • No D&B VI. D&B, Result Found(please see attached) 0 Not Required Smartlinx Results? 0 4 Yes 0 No Result Found(please see attached) 0 Not Required VII. Smartlinx rC Review by Legal May Result Found(please see attached) Court Cases be Required 0 No Results VIII. Court Cases 0 Search not inquired Prepared by: Prachi Pawa Da e:10/11/2013 Research Analyst Instructions: I. Review and confirm that all results are returned for your client. 2. Please note that you arc still required to perform any Martindale-Hubbell search (if applicable) on each search subject. We have attached the a eb link below for your convenience:Martindale-Hubbellhttp://www artind a le.coni/sp/ NIart indale/home.tml 3. As needed, provide comment for any negative results. 4. If applicable, please obtain clearance from Compliance for all alerts. 5. Save any changes you make to this document and attach file to your KV('. Please note: Submission of a signed KYC is your confirmation that you have fully reviewed the research documents. For internal use only SONY_GM_00064708 CONFIDENTIAL — PURSUANT TO FED. R. GRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0027533 EFTA00I752I I EFTA01255806 OFAC RESULTS RDC: 11527459 Not Alerted 6893312 Neptune, LLC Country:United States PCR: C20131019175368 Neptune, LLC 6893312 NCA customised Closed - No Hit 11/10/2013 ISIS RESULTS Negative Media: RETURN Copyright 2013 Dun & Bradstreet, Inc. Executive Affiliations NEPTUNE LLC 4001 KENNETT PIKE WILMINGTON, DE 19807-2315 USA LENGTH: 23 words DUNS NUMBER: 13-502-5992 EXECUTIVE: MR ROBERT REPETTO, MANAGING MEMBER - EXECUTIVE LANGUAGE: ENGLISH LOAD-DATE: August 26, 2013 For internal use only SDNY_GM_00064709 CONFIDENTIAL - PURSUANT TO FED. R.cON(F IDENTIAL DB-SDNY-0027534 EFTA 00175212 EFTA01255807 Page 2 Dun's Market Identifiers Plus, 07/14/13, Neptune LLC Copyright 2013 Dun & Bradstreet, Inc. July 14, 2013 Dun's Decision Makers View the DMI Record Neptune LLC 4001 Kennett Pike Wilmington, DE 19807-2315 United States BUSINESS ADDRESS: 4001 Kennett Pike, Wilmington, DE 19807-2315, United States MSA: Wilmington-Newark, De-MD - 9160 COUNTY: New Castle COMPANY IDENTIFIERS DUNS NUMBER: 13-502-5992 EXECUTIVES Managing Member: Robert Repetto, Mng MBR DESCRIPTION INDUSTRY TYPE: Finance, Insurance, And Real Estate; Holding Company For internal use only SDNY_GM_00064710 CONFIDENTIAL - PURSUANT TO FED. R.ctON(F IDENTIAL DB-SDNY-0027535 EFTA 00175213 EFTA01255808 Page 3 Worldbase, 02/09/2005, NEPTUNE. LLC Copyright 2013 Dun & Bradstreet, Inc Worldbase February 9, 2005 NEPTUNE, LLC GREEN BAY. WI 543045303 USA COUNTY: BROWN REGION: NORTH AMERICA COMPANY IDENTIFIERS DUNS: 18-465-9261 COMPANY INFORMATION * " * * * * " * COMPANY TYPE: Private DESCRIPTION UNDETERMINED MARKET AND INDUSTRY SIC CODES: 9999 - Nonclassified establishment LOAD-DATE: September 5, 2013 Non-Negative Media: There was no information found Other Language Media: Not Required Public Records: For internal use only SDNY_GM_00064711 CONFIDENTIAL - PURSUANT TO FED. R.ctit;)N(F IDENTIAL DS-SDNY-0027536 EFTA 00175214 EFTA01255809 Page 2 1 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE LLC APOLLO BEACH. FL 33572- 3029 Name Variations/DBAs # Name Variations 1 NEPTUNE. LLC Phone Summary -1 records found # Telephone Number 1. Addresses - 2 records found # Address Dates County MSA 1. 8/2004 - HILLSBOROUGH Tampa-St. APOLLO BEACH, FL 33572 Petersburg- Clearwater. FL - 11/4/2009 8280 2. 1/12/2011 - HILLSBOROUGH Tampa-St. RUSKIN, FL 33570 Petersburg- Clearwater, FL - 7/24/2013 8280 Profile Information -4 records found 1: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 12/1/2003 State Of Incorporation: FL Charter Number: L03000050201 Status Of Incorporation: ACTIVE Corporation Structure: FLORIDA LIMITED LIABILITY 2: NEPTUNE, LLC Company Name: NEPTUNE. LLC Date Of Incorporation: 12/1/2003 State Of Incorporation: FL Charter Number: L03000050201 Status Of Incorporation: ACTIVE Corporation Structure: FLORIDA LIMITED LIABILITY 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 12/1/2003 State Of Incorporation: FL Charter Number: L03000050201 Status Of Incorporation: ACTIVE Corporation Structure: FLORIDA LIMITED LIABILITY For internal use only SDNY_GM_00064712 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027537 EFTA_00 175215 EFTA01255810 Page 3 4: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 12/1/2003 State Of Incorporation: FL Charter Number: L03000050201 Status Of Incorporation: ACTIVE Corporation Structure: FLORIDA LIMITED LIABILITY Executives - 8 records found # Name Titles 1. BYER. KIM MANAGER 2. CALLISON, D MANAGER 3. CALLISON, WESLEY D MEMBER MANAGER. MANAGER 4. DYER. KIMBERLY MANAGER 5. HALVA, LOREN MEMBER MANAGER 6. MOORE. AIXA MEMBER MANAGER. MANAGER 7. PEAREY, ELWIN MEMBER MANAGER, MANAGER 8. WALTON, HOWARD OWNER Registered Agents - 2 records found # Name Address 1 BEHM VICTORIA P SAFETY HARBOR, FL 34695- 2 PLIS ALAINE M RUSKIN. FL 33570-2768 Industry Information - 2 records found Industry Numbers SIC Codes: 5812 EATING PLACES 5900 MISCELLANEOUS RETAIL STORES Company ID Numbers - 2 records found Company ID Numbers FEINs: Sec. of State Charter No(s): FL, L03000050201 Real Property - 7 records found 1: Assessment Record for HILLSBOROUGH County, FL Owner Information Name: NEPTUNE LLC Address: APOLLO BEACH. FL 33572-3029 County/FIPS: HILLSBOROUGH Property Information Address: 1007 NEPTUNE DR Data Source: Legal Information Assessors Parcel U123218=000001093800 Number: Recording Date: 12121/2005 Book/Page: 15981/1724 Assessment Information Assessed Value: $110529 For internal use only SDNY_GM_00064713 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027538 EFTA_00l 752 16 EFTA01255811 Page 4 Market Land Value: $39960 Market Improvement $70569 Value: Total Market Value: $110529 2: Assessment Record for HILLSBOROUGH County, FL Owner Information Name: NEPTUNE LLC Address: APOLLO BEACH. FL 33572-3029 County/FIPS: HILLSBOROUGH Property Information Data Source: B Legal Information Assessors Parcel U123218ZZZ000001093700 Number: Recording Date: 12/21/2005 Book/Page: 15981/1724 Assessment Information Assessed Value: $105750 Market Land Value: $105750 Total Market Value: $105750 3: Assessment Record for HILLSBOROUGH County, FL Owner Information Name: NEPTUNE LLC Address: APOLLO BEACH. FL 33572-3029 County/FIPS: HILLSBOROUGH Property Information Address: 1007 NEPTUNE DR Data Source: B Legal Information Assessor's Parcel u123218ZZZ000001093800 Number: Recording Date: 12/21/2005 Book/Page: 15981/1724 Assessment Information Assessed Value: $110529 Market Land Value: $39960 Market Improvement $70569 Value: Total Market Value: $110529 4: Assessment Record for HILLSBOROUGH County, FL Owner Information Name: NEPTUNE LLC Address: APOLLO BEACH. FL 33572-3029 County/FIPS: HILLSBOROUGH Property Information For internal use only SDNY_GM_00064714 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027539 EFTA 00175217 EFTA01255812 Page 5 Data Source: B Legal Information Assessor's Parcel u123218ZZZ000001093700 Number: Recording Date: 08/31/2004 Book/Page: 14247/252 Sale Information Sale Price: $180000 Assessment Information Assessed Value: $105750 Market Land Value: $105750 Total Market Value: $105750 5: Assessment Record for HILLSBOROUGH County, FL Owner Information Name: NEPTUNE LLC Address: APOLLO BEACH. FL 33572-3029 County/FIPS: HILLSBOROUGH Property Information Address: 1007 NEPTUNE DR Data Source: B Legal Information Assessors Parcel u123218222000001093800 Number: Recording Date: 08/31/2004 Book/Page: 14247/252 Sale Information Sale Price: $180000 Assessment Information Assessed Value: $112337 Market Land Value: $39960 Market Improvement $72377 Value: Total Market Value: $112337 6: Deed Record for HILLSBOROUGH County Buyer Information Name: NEPTUNE LLC Address: APOLLO BEACH, FL 33572-3029 County/FIPS: HILLSBOROUGH Seller Information Name: FARRINGTON. MICHAEL Name: FARRINGTON. MIKE Address: APOLLO BEACH, FL 33572-2112 County/FIPS: HILLSBOROUGH Property Information Data Source: B For internal use only SDNY_GM_00064715 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SONY-0027540 EFTA_00175218 EFTA01255813 Page 6 Legal Information Contract Date: 12/21/2005 Recording Date: 01/11/2006 Document Number: 2006017246 Document Type: CORRECTION DEED Book/Page: 15981/1724 Mortgage Information Title Company: BEST EVER TITLE SERVICES LLC 7: Deed Record for HILLSBOROUGH County Buyer Information Name: NEPTUNE LLC Address: APOLLO BEACH. FL 33572-3029 County/FIPS: HILLSBOROUGH Seller Information Name: FARRINGTON. MICHAEL Name: FARRINGTON. MIKE Address: APOLLO BEACH, FL 33572-2112 County/FIPS: HILLSBOROUGH Property Information Data Source: B Lender Information Name: MICHAEL FARRINGTON Legal Information Contract Date: 08/31/2004 Recording Date: 09/24/2004 Document Number: 2004372262 Document Type: WARRANTY DEED Book/Page: 14247/252 Sale Information Sale Price: $180000 Mortgage Information Loan Amount: $145000 Loan Type: SELLER TAKE-BACK Title Company: BEST EVER TITLE SERVICES LLC Business Associates - 8 records found # Name Address 1. AIXA MOORE, P A APOLLO BEACH FL 33572-3029 2. AY LLC 111111.133572-3029 3. GARCIA'S LAWN CARE INC 4. MOORE ROBERT E alinia 33572-3029 APOLLO BEACH FL 33572-3029 5. NEPTUNE LLC APOLLO B 1.133572-3029 6. OUTSTANDING LAWN CARE INC APOLLO Blia33572-3029 7. OUTSTANDING RENTALS OF TAMPA BAY LLC For internal use only SDNY_GM_00064716 CONFIDENTIAL - PURSUANT TO FED. R.QC;IN(F IDENTIAL DB-SDNY-0027541 EFTA 00175219 EFTA01255814 Page 7 # Name Address APOLLO BEACH FL 33572-3029 8. REMKE HOMES. INC. APOLLO BEACH, FL 33572-3029 Person Associates - 8 records found # Name Address 1. BYER, KIM APOLLO BEACH, FL 33572-3029 2. CALLISON, D im PIRIT l ral/..I -7045 3. CALLISON, WESLEY 0 JACKSONVILLE FL 32259 4. DYER, KIMBERLY APOLLO BEACH, FL 33572-3029 5. HALVA. LOREN SPIRIT LAKE IA 51360-7045 6. MOORE, AIXA APOLLO BEACH, FL 33572-3029 7. PEAREY, ELWIN RR 1 AMBRIDGE IA 50046 8. WALTON. HOWARD APOLLO BEACH, FL 33572-3029 Sources - 32 records found All Sources 32 Source Document(s) Business Contacts 19 Source Document(s) Business Finder 4 Source Document(s) Corporate Filings 1 Source Document(s) Experian Business Reports 1 Source Document(s) Property 7 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies. it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright 2013 LexisNexis, a division of Reed Elsevier Inc. All rights reserved. 2 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE, LLC None Listed SEATTLE, WA 98121-1209 Name Variations/DBAs # Name Variations 1. NEPTUNE, LLC For internal use only SDNY_GM_00064717 CONFIDENTIAL - PURSUANT TO FED. R.QC;IN(F IDENTIAL DB-SDNY-0027542 EFTA_00175220 EFTA01255815 Page 8 Addresses -1 records found # Address Dates County MSA 1. 2/28/1997 - KING Seattle-Bellevue- SEATTLE. WA 98121 Everett. WA - 7600 4/2009 Profile Information - 4 records found 1: NEPTUNE SEA LLC Company Name: NEPTUNE SEA LLC Date Of Incorporation: 4/20/1998 State Of Incorporation: WA Charter Number: 601870403 Duration: DATE OF EXPIRATION Status Of Incorporation: INACTIVE Corporation Structure: LIMITED LIABILITY COMPANY 2: NEPTUNE SEA LLC Company Name: NEPTUNE SEA LLC Date Of Incorporation: 4/20/1998 State Of Incorporation: WA Charter Number: 601870403 Duration: PERPETUAL Status Of Incorporation: INACTIVE OR DISSOLVED Corporation Structure: LIMITED LIABILITY COMPANY 3: NEPTUNE SEA LLC Company Name: NEPTUNE SEA LLC Date Of Incorporation: 4/20/1998 State Of Incorporation: WA Charter Number: 601870403 Duration: PERPETUAL Status Of Incorporation: INACTIVE OR DISSOLVED Corporation Structure: LIMITED LIABILTIY COMPANY 4: NEPTUNE SEA LLC Company Name: NEPTUNE SEA LLC Date Of Incorporation: 4/20/1998 State Of Incorporation: WA Charter Number: 601870403 Duration: PERPETUAL Status Of Incorporation: INACTIVE OR DISSOLVED Corporation Structure: LIMITED LIABILTIY COMPANY Executives - 1 records found # Name Titles 1 TIPPETS, JAMES L OWNER Registered Agents -1 records found # Name Address 1 BARRY E WOLF SEATTLE. WA 98121-1209 Company ID Numbers - 1 records found Company ID Numbers Sec. of State Charter No(s): WA, 601870403 Business Associates - 34 records found # Name Address For internal use only SDNY_GM_00064718 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027543 EFTA_00I 75221 EFTA01255816 Page 9 # Name Address 1. ARENSBERG FAMILY LLC SEATTLE WA 98121-1209 2. ARMOURTRIM LLC SEATTLE WA 98121-1209 3. BARGE, LLC SEATTLE. WA 98121-1209 4. CHARTER AMERICAN INSURANCE COMPANY SEATTLE. WA 98121-1209 5. DIETARY CONSULTING SERVICE LLC SEATTLE WA 98121-1209 6. DNB FACILITIES DEVELOPMENT LLC SEATTLE. WA 98121-1209 7. FIRST SUNMAR LIMITED PARTNERSHIP SEATTLE. WA 98121-1209 8. FUELSATSEA INC SEATTLE. WA 98121-1209 9. FUELS-AT-SEA, INC. SEATTLE. WA 98121-1209 10. HANS W MAURITZEN SEATTLE. WA 98121-1209 11. HARSCH INVESTMENT PROPERTIES MANAGEMENT LLC SEATTLE WA 98121-1209 12. HELP CO USA SEATTLE. WA 98121-1209 13. HIP CAPITOL TERRACE LLC SEATTLE WA 98121-1209 14. IDEAL INSPECTION SERVICES LLC SEATTLE WA 98171-1209 15 MAURITZEN HANS W SEATTLE. WA 98121-1209 16. MCNAUL FAMILY LLC SEATTLE. WA 98121.1209 17. MERIMAT INVESTMENTS LIMITED PARTNERSHIP SEATTLE. WA 98121-1209 18. NON-QUALIFIED FOREIGN INTO QUALIFIED • NAME NOT ON DATA BASE SEATTLE, WA 98121-1209 19. PACIFIC ADVENTURES YACHT CHARTERS LLC SEATTLE. WA 98121-1209 20. PROTECTORRHT LLC SEATTLE. WA 98121-1209 21. S & G TOBIN FAMILY LLC SEATTLE. WA 98121-1209 22. SEAQUEST VESSEL MANAGEMENT INVESTORS LLC SEATTLE WA 98121-1209 23. STAR VESSEL. LLC SEATTLE. WA 98121-1209 24. SUNMAR CONTAINER LINES, INC SEATTLE. WA 1-1209 25. SUNMAR HOLDIGS, INC. SEATTLE. WA 98121-1209 26. SUNMAR INVESTMENT, INC.. SEATTLE. WA 98121-1209 27. SUNMAR INVESTMENTS. INC SEATTLE WA 98121-1209 28. SUNMAR MARITIME INC SEATTLE. WA 98121-1209 29 SUNMAR NAVIGATION. INC. SEATTLE. WA 98121-1209 30. SUNMAR SKY LIMITED PARTNERSHIP SEATTLE, WA 98121-1209 For internal use only SDNY_GM_00064719 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027544 EFTA 00175222 EFTA01255817 Page I0 # Name Address 31. SUNMAR TERMINALS, INC - 09 32. THE RESIDENCES LLC - 09 33 THE SUSAN P FRASER FOUNDATION SEATTLE WA 121-1209 34. TINDOLF PROPERTIES LLC SEATTLE, WA 98121-1209 Person Associates -1 records found # Name Address 1. TIPPETS, JAMES L SEATTLE, WA 98121-1209 Sources - 6 records found All Sources 6 Source Document(s) Business Contacts 1 Source Document(s) Business Finder 3 Source Document(s) Corporate Filings 1 Source Document(s) Experian Business Reports 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your OPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright® 2013 LexisNexis. a division of Reed Elsevier Inc. All rights reserved. 3 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE, LLC None Listed UNIT NO NORTH BRANFORD. CT 06471 Name Variations/DBAs # Name Variations 1. NEPTUNE, LLC Addresses - 3 records found # Address Dates County MSA 1. 10/5/2003 - NEW HAVEN New Haven- NORTH BRANFORD. CT 06471 Menden, CT - 5480 9/17/2007 2. N BRANFORD, CT 06471 9/18/2001 - NEW HAVEN New Haven- Meriden, CT - 5480 For internal use only SDNY_GM_00064720 CONFIDENTIAL - PURSUANT TO FED. R.cON(F IDENTIAL DB-SDNY-0027545 EFTA_00175223 EFTA01255818 Page I I # Address Dates County MSA 12/21/2001 3. NO 9/12/2007 - NEW HAVEN New Haven- NORTH BRANFORD, CT 06471 Meriden, CT - 5480 6/17/2013 Profile Information - 7 records found 1: NEPTUNE, LLC Company Name: NEPTUNE. LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 2: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 4: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 5: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 6: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE For internal use only SDNY_GM_00064721 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027546 EFTA_00I 75224 EFTA01255819 Page 12 6: NEPTUNE, LLC Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 7: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 9/19/1995 State Of Incorporation: CT Charter Number: 0522323 Duration: DATE OF EXPIRATION Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY Registered Agents -1 records found # Name Address 1 JAMES KATZ WIGGIN & DANA • HARTFORD, CT 06103 Company ID Numbers - 1 records found Company ID Numbers Sec. of State Charter No(s): CT. 0522323 Business Associates -1 records found # Name Address 1. NEPTUNE, LLC NORTH BRANFORD, CT 06471-1846 Person Associates - 2 records found # Name Address 1. ENNIS STEVENS. MARCIA NORTH BRANFORD. CT 06471-1853 2. STEVENS, MARCIA ENNIS NORTH BRANFORD, CT 06471-1853 Sources - 10 records found All Sources 10 Source Document(s) Business Contacts 6 Source Document(s) Business Finder 3 Source Document(s) Corporate Filings 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents. the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copynght. 2013 LexisNexis. a division of Reed Elsevier Inc. All rights reserved. 4 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary For internal use only SDNY_GM_00064722 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027547 EFTA_00 175225 EFTA01255820 Page 13 Name Address Phone County/FIPS NEPTUNE, LLC None Listed NASHVILLE, TN 37205-4800 Name Variations/DBAs # Name Variations 1. NEPTUNE, LLC Addresses -1 records found # Address Dates County MSA 1 10/20/2000 - DAVIDSON Nashville, TN - NASHVILLE. TN 37205 5360 10/20/2000 Profile Information - 4 records found 1: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 1/24/1997 State Of Incorporation: TN Charter Number: 000324699 Duration: PERPETUAL Status Of Incorporation: INACTIVE - DISSOLVED (ADMINISTRATIVE) Corporation Structure: LIMITED LIABILITY COMPANY 2: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 1/24/1997 State Of Incorporation: TN Charter Number: 000324699 Duration: PERPETUAL Status Of Incorporation: INACTIVE - DISSOLVED (ADMINISTRATIVE) Corporation Structure: LIMITED LIABILITY COMPANY 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC Charter Number: 000324699 Duration: PERPETUAL Status Of Incorporation: ADMIN DISSOLVED Corporation Structure: LIMITED LIABILITY COMPANY 4: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 1/24/1997 Charter Number: 000324699 Duration: PERPETUAL Status Of Incorporation: ADMIN DISSOLVED Corporation Structure: LIMITED LIABILITY COMPANY Registered Agents -1 records found # Name Address 1 DAN B ANDREWS. JR. NASHVILLE, TN 37205-4800 Company ID Numbers -1 records found Company ID Numbers Sec. of State Charter No(s): TN. 000324699 Business Associates - 3 records found For internal use only SDNY_GM_00064723 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027548 EFTA 0(1175226 EFTA01255821 Page 14 # Name Address 1. ANDREWS, LLC NASHVILLE, TN 37205-4800 2. CHURCHHILL DEVELOPMENT CORP NASHVILLE, TN 3. WILLCO AVIATION LLC NASHVILLE, TN Sources - 2 records found All Sources 2 Source Document(s) Business Finder 1 Source Document(s) Corporate Filings 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly. processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright® 2013 LexisNexis. a division of Reed Elsevier Inc. All rights reserved. 5 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE, LLC None Listed MORRISTOWN. NJ 07960-6362 Name Variations/DBAs # Name Variations 1. NEPTUNE. LLC Addresses - 1 records found # Address Dates County MSA 3/2004 - MORRIS Newark, NJ - MORRISTOWN, NJ 07960 5640 2005 Real Property - 9 records found 1: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN, NJ 07960-6362 County/FIPS: MORRIS Pro e Information Address: Data Source: B Legal Information Assessor's Parcel 43 00006- -00006 For internal use only SDNY_GM_00064724 CONFIDENTIAL - PURSUANT TO FED. R.WIN(F IDENTIAL DB-SDNY-0027549 EFTA_00 175227 EFTA01255822 Page 15 Number: Recording Date: 02/05/2004 Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 2: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN, NJ 07960.6362 County/FIPS: MORRIS Pro e Information Address: Data Source: B Legal Information Assessor's Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 3: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE. LLC Address: MORRISTOWN, NJ 07960-6362 County/FIPS: MORRIS Pro e Information Address: Data Source: B Legal Information Assessor's Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 4: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN, NJ 07960-6362 County/FIPS: MORRIS Pro e Information Address: Data Source: B Legal Information Assessor's Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 For internal use only SDNY_GM_00064725 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027550 EFTA_00 175228 EFTA01255823 Page 16 Assessment Information Assessed Value: $3179200 5: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN. NJ 07960-6362 County/FIPS: MORRIS Pro e Information Address: Data Source: B Legal Information Assessors Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 6: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE. LLC Address: MORRISTOWN. NJ 07960-6362 County/FIPS: MORRIS om Pro Information Address: Data Source: B Legal Information Assessor's Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 7: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN. NJ 07960.6362 County/FIPS: MORRIS Pro e Information Address: Data Source: B Legal Information Assessors Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 For internal use only SDNY_GM_00064726 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027551 EFTA 00175229 EFTA01255824 Page 17 8: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN, NJ 07960-6362 County/FIPS: MORRIS om Pro Information Address: Data Source: B Legal Information Assessors Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 9: Assessment Record for MONMOUTH County, NJ Owner Information Name: NEPTUNE, LLC Address: MORRISTOWN, NJ 07960-6362 County/FIPS: MORRIS om Pro Information Address: Data Source: B Legal Information Assessor's Parcel 43 00006-0000-00006 Number: Book/Page: 8341/6682 Assessment Information Assessed Value: $3179200 Business Associates - 5 records found # Name Address 1. NDT FINANCIAL NJ 07960-6362 2. NOEL TAYLOR CONSULTANT MORRISTOWN NJ 07960-6362 3. NOEL TAYLOR INCENTIVES MORRISTOWN NJ 07960-6362 4. NTI CORP MORRISTOWN NJ 07960-6362 5. TRAILS END LODGE INC MORRISTOWN. NJ 07960-6362 Sources - 11 records found All Sources 11 Source Document(s) Business Finder 2 Source Documents) Property 9 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. For internal use only SDNY_GM_00064727 CONFIDENTIAL - PURSUANT TO FED. R.QC;IN(F IDENTIAL DB-SDNY-0027552 EFTA_00 175230 EFTA01255825 Page 18 Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright® 2013 LexisNexis. a division of Reed Elsevier Inc. All nghts reserved. 6 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE. LLC None Listed GREEN BAY. WI 54304-5303 Name Variations/DBAs # Name Variations 1. NEPTUNE, LLC Addresses -1 records found # Address Dates County MSA 1 7/17/2000 - BROWN Green Bay. WI - GREEN BAY. WI 54304 3080 8/2008 Profile Information - 6 records found 1: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 7/17/2000 State Of Incorporation: WI Charter Number: N027804 Status Of Incorporation: DISSOLVED Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 2: NEPTUNE, LLC Company Name: NEPTUNE, LLC State Of Incorporation: WI Charter Number: N027804 Status Of Incorporation: ORGANIZED Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 7/17/2000 State Of Incorporation: WI Charter Number: N027804 Status Of Incorporation: DISSOLVED Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 4: NEPTUNE, LLC Company Name: NEPTUNE. LLC Date Of Incorporation: 7/17/2000 State Of Incorporation: WI Charter Number: N027804 For internal use only SDNY_GM_00064728 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027553 EFTA_00i 75231 EFTA01255826 Page 19 4: NEPTUNE, LLC Status Of Incorporation: DISSOLVED Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 5: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 7/17/2000 State Of Incorporation: WI Charter Number: N027804 Status Of Incorporation: DISSOLVED Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 6: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 7/17/2000 State Of Incorporation: WI Charter Number: N 027804 Status Of Incorporation: DISSOLVED Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY Registered Agents -1 records found # Name Address 1. DAVID CUENE GREEN BAY, WI 54304-5303 Company ID Numbers - 2 records found Company ID Numbers Sec. of State Charter No(s): WI, N 027804 WI, N027804 UCC Liens -1 records found 1:WI UCC LIEN FILING Debtor Information Name: NEPTUNE LLC Address: GREEN BAY. WI 54304-5303 Secured Party Information Name: ASSOCIATED BANK, NATIONAL ASSOCIATION Address: GREEN BAY. WI 54307-9006 Filing Information Original Filing Number: 030000304209 Original Filing Date: 1/6/2003 Filing 1 Filing Type: TERMINATION Filing Date: 8/24/2004 Filing Number: 040013506318 Filing 2 Filing Type: INITIAL FILING Pages: 1 Filing Number: 030000304209 Filing Date: 1/6/2003 Expiration Date: 1/6/2008 Filing Offices Address: MADISON, WI 53702 Filing Agency: SECRETARY OF STATE/UCC DIVISION Collateral Information Description: 01/06/2003 030000304209 - COMPUTER EQUIPMENT ALL INCLUDING PROCEEDS AND PRODUCTS; INVENTORY ALL INCLUDING PROCEEDS AND PRODUCTS:GENERAL INTANGIBLE(S) ALL INCLUDING PROCEEDS AND PRODUCTS;FIXTURES ALL INCLUDING PROCEEDS AND PRODUCTS,CHATTEL PAPER ALL INCLUDING PROCEEDS AND For internal use only SDNY_GM_00064729 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027554 EFTA_00 175232 EFTA01255827 Page 20 1:WI UCC LIEN FILING PRODUCTS:EQUIPMENT ALL INCLUDING PROCEEDS AND PRODUCTS ACCOUNT(S) ALL INCLUDING PROCEEDS AND PRODUCTS Business Associates - 17 records found # Name Address 1. ATM 2. BROADWAY CHEVROLET OLDSMOBILE INC GREEN BAY WI 54304-5303 3. BROADWAY CHEVROLET-OLDS INC DBA BROADWAY SAAB GREEN BAY, WI 54304-5303 4. BROADWAY ENTERPRISES, INC. HEALTH GREEN BAY, WI BENEFIT TRUST 5. BROADWAY FORD JEEP, INC. -5303 6. BROADWAY IMPORTS, LTD. GREEN -5303 7. BROADWAY RENT - A - CAR GF k/BAYi aral-5303 8. CUENE HOLDING INC 5303 9. CUENE LEASING CORP GREEN BAY, WI 54304-5303 10 HERTZ RENT A CAR 11. NEW CLARKLIFT OF GREEN BAY INC 5303 12. PARTS CENTER IMPORT GREEN BAY WI 54304-5303 13. PARTS CENTER-MEDIUM DUTY TRUCK GREEN BAY WI 54304-5303 14. SELMER COMPANY GREEN BAY WI 54304-5303 15. SERVICE CENTER MEDIUM DUTY 16. VAN BOXTEL AUTOMOTIVE INC 5303 GREEN BAY. WI 54304-5303 17. VAN BOXTEL TRUCK AND VAN RENTAL GREEN BAY, WI 54304-5303 Sources - 4 records found All Sources 4 Source Document(s) Business Finder 2 Source Document(s) Corporate Filings 1 Source Document(s) UCC Lien Filings 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright® 2013 LexisNexis. a division of Reed Elsevier Inc. All rights reserved. 7 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY For internal use only SDNY_GM_00064730 CONFIDENTIAL - PURSUANT TO FED. R.c2C;IN(F IDENTIAL DB-SONY-0027555 EFTA_00 175233 EFTA01255828 Page 2 I Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE, LLC None Listed BELLEVUE. WA 98004-5598 Name Variations/DBAs # Name Variations 1. NEPTUNE. LLC Addresses -1 records found # Address Dates County MSA 1. 7/1/2004 - KING Seattle-Bellevue- BELLEVUE, WA 98004 Everett. WA - 7600 10/11/2006 Profile Information - 5 records found 1: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 2/13/1997 State Of Incorporation: WA Charter Number: 601769833 Duration: DATE OF EXPIRATION Status Of Incorporation: INACTIVE Corporation Structure: LIMITED LIABILITY COMPANY 2: NEPTUNE, LLC Company Name: NEPTUNE. LLC Date Of Incorporation: 2/13/1997 State Of Incorporation: WA Charter Number: 601769833 Duration: PERPETUAL Status Of Incorporation: INACTIVE Corporation Structure: LIMITED LIABILITY COMPANY 3: NEPTUNE, LLC Company Name: NEPTUNE. LLC Date Of Incorporation: 2/13/1997 State Of Incorporation: WA Charter Number: 601769833 Duration: PERPETUAL Status Of Incorporation: INACTIVE Corporation Structure: LIMITED LIABILITY COMPANY 4: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 2/13/1997 State Of Incorporation: WA Charter Number: 601769833 Duration: PERPETUAL Status Of Incorporation: ACTIVE Corporation Structure: LIMITED LIABILITY COMPANY 5: NEPTUNE, LLC Company Name: NEPTUNE, LLC For internal use only SDNY_GM_00064731 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027556 EFTA_00 175234 EFTA01255829 Page 22 5: NEPTUNE, LLC Date Of Incorporation: 2/13/1997 State Of Incorporation: WA Charter Number: 601 769 833 Duration: PERPETUAL Status Of Incorporation: ACTIVE AND IN GOOD STANDING Corporation Structure: LIMITED LIABILITY COMPANY Executives - 4 records found # Name Titles 1. ANDERSON. ALICE MEMBER 2. ERICKSON, JOSEPH MEMBER 3. LEIV, LEA MANAGER 4. MAURITZEN. HANS W MANAGER Registered Agents -1 records found # Name Address 1. BARRY WOLF BELLEVUE. WA 98004-5598 Company ID Numbers - 2 records found Company ID Numbers Sec. of State Charter No(s): WA. 601 769 833 WA. 601769833 Watercrafts -1 records found 1: Boat Registration Registration Status: VALID Registration Issue Date: 11/17/2004 Registration Expiration Date: 12/31/2005 Vessel Make: HALTER MARINE SERVICES Use: COMMERCIAL Propulsion Type: Diesel Reduction Vessel Year: 1978 Length (Ft-In): 155'8" Width: 456 Weight: 293214 Vessel Name: FIERCE CONTENDER Date Last Seen: 11/17/2004 Owner Information Company Name: EPTUNE LLC Address: BELLEVUE. WA UNITED STATES 98004-5598 KING COUNTY Engine Information Horse Power: 1800 Business Associates - 1 records found # Name Address 1. NEPTUNE. LLC BELLEVUE, WA 98004-5598 Person Associates - 4 records found # Name Address 1. ANDERSON, ALICE BOTHELL. WA 98021-8588 2. ERICKSON, JOSEPH For internal use only SDNY_GM_00064732 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SONY-0027557 EFTA_00 175235 EFTA01255830 Page 23 # Name Address SEATTLE WA 98115-7763 3. LEIV, LEA SEATTLE WA 98109-2033 4. MAURITZEN, HANS W CLYDE HILL, WA 980O4-3328 Sources - 9 records found All Sources 9 Source Document(s) Business Contacts 4 Source Documents) Business Finder 3 Source Document(s) Corporate Filings 1 Source Document(s) Watercraft Registrations 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright. 2013 LexisNexis. a division of Reed Elsevier Inc. All rights reserved. 8 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County!FIPS NEPTUNE, LLC None Listed BOULDER. CO 80302-6746 Name Variations/DBAs # Name Variations 1. NEPTUNE, LLC Addresses -1 records found # Address Dates County MSA 1 8/21/2007 - BOULDER Boulder- BOULDER. CO 80302 Longmont. CO - 1125 8/8/2013 Profile Information - 6 records found 1: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/21/2005 State Of Incorporation: CO Charter Number: 20051206385 Duration: PERPETUAL Status Of Incorporation: DELINQUENT Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY For internal use only SDNY_GM_00064733 CONFIDENTIAL - PURSUANT TO FED. R.ctc;IN(F IDENTIAL DB-SDNY-0027558 EFTA_00 175236 EFTA01255831 Page 24 2: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/21/2005 State Of Incorporation: CO Charter Number: 20051206385 Duration: PERPETUAL Status Of Incorporation: DELINQUENT Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/21/2005 State Of Incorporation: CO Charter Number: 20051206385 Duration: PERPETUAL Status Of Incorporation: DELINQUENT Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 4: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/21/2005 State Of Incorporation: CO Charter Number: 20051206385 Duration: PERPETUAL Status Of Incorporation: NONCOMPLIANT Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 5: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/21/2005 State Of Incorporation: CO Charter Number: 20051206385 Duration: PERPETUAL Status Of Incorporation: NONCOMPLIANT Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 6: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/21/2005 State Of Incorporation: CO Charter Number: 20051206385 Duration: PERPETUAL Status Of Incorporation: GOOD STANDING Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY Registered Agents -1 records found # Name Address 1. DOUG MARCY 80302-6720 Company ID Numbers - 1 records found Company ID Numbers Sec. of State Charter No(s): CO, 20051206385 Sources - 2 records found All Sources 2 Source Document(s) Business Finder 1 Source Documentrs, Corporate Filings 1 Source Document(s) For internal use only SDNY_GM_00064734 CONFIDENTIAL - PURSUANT TO FED. R.cON(F IDENTIAL DB-SONY-0027559 EFTA_00 175237 EFTA01255832 Page 25 Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system suppfies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright® 2013 LexisNexis. a division of Reed Elsevier Inc. All rights reserved. 9 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE, LLC None Listed NEW YORK. NY 10018-3308 Name Variations/DBAs # Name Variations 1. NEPTUNE. LLC Addresses - 3 records found # Address Dates County MSA 1. 5/5/2009 - SACRAMENTO Sacramento, CA - SACRAMENTO, CA 95814 6920 6/19/2012 2. 7/24/2012- NEW YORK NEW YORK, NY 10018 7/9/2013 3. 7/24/2012 - LOS ANGELES SANTA MONICA, CA 90401 7/9/2013 Profile Information - 6 records found 1: NEPTUNE, LLC Company Name: NEPTUNE, LLC State Of Incorporation: CA Charter Number: 199730910007 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LLC 2: NEPTUNE, LLC Company Name: NEPTUNE, LLC State Of Incorporation: CA Charter Number: 199730910007 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LLC 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC For internal use only SDNY_GM_00064735 CONFIDENTIAL - PURSUANT TO FED. R.Q11;)N(F IDENTIAL DB-SONY-0027560 EFTA_0nl 75238 EFTA01255833 Page 26 3: NEPTUNE, LLC State Of Incorporation: CA Charter Number: 199730910007 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LLC 4: NEPTUNE, LLC Company Name: NEPTUNE, LLC State Of Incorporation: CA Charter Number: 199730910007 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LLC 5: NEPTUNE, LLC Company Name: NEPTUNE, LLC State Of Incorporation: CA Charter Number: 199730910007 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LLC 6: NEPTUNE, LLC Company Name: NEPTUNE, LLC State Of Incorporation: CA Charter Number: 199730910007 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LLC Executives - 1 records found # Name Titles 1. FLICK. FREDRICH KARL MEMBER Company ID Numbers -1 records found Company ID Numbers Sec. of State Charter No(s): CA, 199730910007 Business Associates -1 records found # Name Address 1. NEPTUNE, LLC SACRAMENTO, CA 95814.3705 Person Associates -1 records found # Name Address 1. FLICK, FREDRICH KARL Sources - 6 records found All Sources 6 Source Document(s) Business Contacts 1 Source Document(s) Business Finder 4 Source Document(s) Corporate Filings 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents. the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your DPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance For internal use only SDNY_GM_00064736 CONFIDENTIAL - PURSUANT TO FED. R.cON(F IDENTIAL DB-SDNY-0027561 EFTA_00 175239 EFTA01255834 Page 27 Copyright® 2013 LexisNexis. a division of Reed Elsevier Inc All rights reserved. 10 OF 10 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS NEPTUNE, LLC None Listed CORVALLIS. OR 97330-1153 Name Variations/DBAs # Name Variations 1. NEPTUNE. LLC Addresses -1 records found # Address Dates County MSA 1. 5/19/2011 - BENTON CORVALLIS, OR 97330 7/10/2013 Profile Information - 3 records found 1: NEPTUNE, LLC Company Name: NEPTUNE. LLC Date Of Incorporation: 5/19/2011 State Of Incorporation: OR Charter Number: 77332097 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 2: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/19/2011 State Of Incorporation: OR Charter Number: 77332097 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY 3: NEPTUNE, LLC Company Name: NEPTUNE, LLC Date Of Incorporation: 5/19/2011 State Of Incorporation: OR Charter Number: 77332097 Status Of Incorporation: ACTIVE Corporation Structure: DOMESTIC LIMITED LIABILITY COMPANY Executives -1 records found # Name Titles 1 COLE. DARIN F MANAGER Registered Agents -1 records found # Name Address 1. DARIN F COLE CORVALLIS, OR 97330- For internal use only SDNY_GM_00064737 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027562 EFTA_00 175240 EFTA01255835 Page 28 # Name Address 1153 Company ID Numbers - 1 records found Company ID Numbers Sec. of State Charter No(s): OR, 77332097 UCC Liens -1 records found 1:OR UCC LIEN FILING Debtor Information Debtor 1 Name: NEPTUNE. LLC Address: CORVALLIS. OR 97330-1153 Debtor 2 Address: ALBANY, OR 97322-6315 Debtor 3 Name: LLC Address: CORVALLIS. OR 97339-1583 Debtor 4 Name: 'tar LLC Address: CORVALLIS. OR 97339.1583 Secured Party Information Name: allISREDIT UNION Address: CORVALLIS, OR 97330-2179 Filing Information Original Filing Number: 89002575 Original Filing Date: 9/15/2011 Filing Type: INITIAL FILING Filing Number: 89002575 Filing Date: 9/15/2011 Expiration Date: 9/15/2016 Address: SALEM, OR 97310 Filing Agency: SECRETARY OF STATE/UCC DIVISION Collateral Information Description: 09/15/2011 89002575 - FIXTURES AND PROCEEDS:GENERAL INTANGIBLE(S) AND PROCEEDS,ACCOUNT(S)AND PROCEEDS Business Associates - 6 records found # Name Address 1. 1WINSTON, LLC 330.1153 2. BULJAM 2. LLC ALBANY OR 97322-6315 3. CADDI, LLC ALLIS CORV OR 97330.1153 4. CLPWARRENTON LLC I OR 97339-1583 5. SUNSET RIVER LLC R IS OR 97339-1583 6. WESTERN RAILROAD SALVAGE INC CORVALLIS. OR 97330-1153 Person Associates -1 records found # Name Address 1. COLE. DARIN F CORVALLIS, OR 97330-1153 For internal use only SDNY_GM_00064738 CONFIDENTIAL - PURSUANT TO FED. R.QC;IN(F IDENTIAL DB-SONY-0027563 EFTA_00175241 EFTA01255836 Page 29 Sources - 6 records found All Sources 6 Source Document(s) Business Contacts 1 Source Documents) Business Finder 2 Source Document(s) Corporate Filings 1 Source Documents) Experian Business Reports 1 Source Document(s) UCC Lien Filings 1 Source Document(s) Important: The Public Records and commercially available data sources used on reports have errors. Data is sometimes entered poorly, processed incorrectly and is generally not free from defect. This system should not be relied upon as definitively accurate. Before relying on any data this system supplies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your CIPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copynghte 2013 LexisNexis, a division of Reed Elsevier Inc. All rights reserved. D&B: There was no information found LEGAL RESULTS: Court Cases: Donna Discala v. Ralph F. Arcamone, Jr. et al. FSTCV064007607S SUPERIOR COURT OF CONNECTICUT, JUDICIAL DISTRICT OF STAMFORD-NORWALK AT STAMFORD 2006 Conn. Super. LEXIS 3665 November 22, 2006, Decided November 22, 2006, Filed NOTICE: rli THIS DECISION IS UNREPORTED AND MAY BE SUBJECT TO FURTHER APPELLATE REVIEW. COUNSEL IS CAUTIONED TO MAKE AN INDEPENDENT DETERMINATION OF THE STATUS OF THIS CASE. PRIOR HISTORY: Discala v. Arcamone, 2006 Conn. Super. LEXIS 3576 (Conn. Super. Ct., Nov. 21, 2006) CASE SUMMARY: For internal use only SDNY_GM_00064739 CONFIDENTIAL - PURSUANT TO FED. R.ctc;IN(f IDENTIAL DB-SDNY-0027564 EFTA_00 175242 EFTA01255837 Page 2 2006 Conn. Super. LEXIS 3665, * PROCEDURAL POSTURE: The court had previously granted plaintiff property owner's request for an injunction prohibiting defendant property owners from subdividing their property and selling a portion of it. Subsequently. plaintiff sought to enjoin defendants from renting to a third party one of two residences on defendants' property. Plaintiff sought removal of one of the two residences. OVERVIEW: After purchasing their property, defendants built a second residence. Although they had originally planned to subdivide the property. they later sought only to rent the original residence and to occupy the new residence as their family home. Plaintiff claimed that the rental of the original property violated certain restrictive covenants and that the residence located at that address had to be removed. The court held that plaintiff did not meet her burden of proof concerning the alleged violations of the restrictions. The court held that plaintiff did not prove that the restrictions (1) prevented the use of the residence for any purpose other than as the principal residence on defendants' property: (2) limited the size of any building on defendants' property: or (3) imposed any use limitation on buildings on defendants' property. Plaintiff did not show that the rental of the original residence for residential purposes would violate the restrictions as set forth in the deed to defendants' property. Accordingly, the court did not need to determine whether enforcement of the restrictions by requiring the removal of the original residence would be inequitable. OUTCOME: The court entered final judgment enjoining defendants from subdividing their property. but the court declined to require removal of one of the residences or to enjoin the owners from renting one of the residences. CORE TERMS: cottage, deed, guest, restrictive covenants, gardener's, zoning, rental, square feet, dwelling house, residential, outbuildings, bedrooms, burden of proof, appurtenant, dwelling, erected, parcel, new residence, enlarged, acre, bath, purposes of sale, square foot, injunction, grantor's, urges, floor area, accessory, improved, built LexisNexis(R) Headnotes Real Property Law > Restrictive Covenants > Enforcement [HN11 Restrictions that were personal to a common grantor cannot be enforced by the successors in title of other grantees whose properties were not subjected to the same restriction. Real Property Law > Restrictive Covenants > Enforcement Real Property Law > Zoning & Land Use > General Overview [HN21Zoning provisions, unless incorporated, either explicitly or implicitly, by reference are irrelevant to the interpretation and enforcement of restrictive covenants. Real Property Law > Restrictive Covenants > General Overview Real Property Law > Zoning & Land Use > General Overview For internal use only SDNY_GM_00064740 CONFIDENTIAL - PURSUANT TO FED. R.WN(F IDENTIAL DB-SDNY-0027565 EFTA_00175243 EFTA01255838 Page 3 2006 Conn. Super. LEXIS 3665, * [HN3] Restrictive covenants in a deed as to use of property are distinct from the provisions of a zoning law. Real Property Law > General Overview [HN4]The term "cottage" has no fixed meaning under Connecticut law that precludes structures exceeding a certain size from being considered cottages. Real Property Law > Restrictive Covenants > Creation [HN51A restrictive covenant must be narrowly construed and ought not to be extended by implication. Civil Procedure > Remedies > Injunctions > Permanent Injunctions Real Property Law > Restrictive Covenants > Creation Real Property Law > Restrictive Covenants > Enforcement [HN61A permanent injunction is warranted only when the terms of a restrictive covenant have specified and expressly defined meanings, and, if that is the case, such particularized meanings and definitions will control. Civil Procedure > Remedies > Costs & Attorney Fees > Costs > General Overview [HN7] Conn. Gen. Prac. Book, R. Super. Ct. § 18-5(a) provides that disputes concerning costs shall be heard by a clerk. The provisions of § 18-5(b) make it clear that the judicial authority acts only after the clerk has taxed costs and a motion is filed for review. JUDGES: David R. Tobin, J. OPINION BY: David R. Tobin OPINION SUPPLEMENTAL MEMORANDUM OF DECISION This memorandum of decision addresses the issue of whether the plaintiff has proven that the provisions of certain restrictive covenants require the removal of either of the two residences located on the defendants' property. This action was brought by the plaintiff in 2005 seeking injunctive relief to enforce the provisions of restrictive covenants applicable to a 31-lot subdivision know as "Overbrook." The action filed after the defendants began construction of second residential structure on their 3+-acre lot and listed their original residence and a 1+-acre portion of their lot for sale. In her complaint the plaintiff claimed that she was the owner of 2+-acre lot also subject to the "Overbrook" restrictions. She claimed that the defendants' activities violated the provisions of the restrictive covenants in a number of ways. The court heard the parties' testimony and other evidence over four days of trial from March 1, 2006 to March 8, 2006. The 2] facts found by the court are set forth in detail in the court's memorandum of decision dated May 24, 2006. In summary, the court found that: For internal use only SDNY_GM_00064741 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027566 EFTA_00 175244 EFTA01255839 Page 4 2006 Conn. Super. LEXIS 3665, * 1. Both the plaintiff's property and the defendants' property were subject to the "Overbrook" restrictions which were substantially uniform. 2. The plaintiff had standing to enforce the restrictions. 3. The restrictions were viable. 4. Changed circumstances were insufficient to negate the validity of the restrictions. 5. Laches did not bar the plaintiffs action to enforce the restrictions. 6. Paragraph 5 of the restrictions requiring prior approval of construction plans was personal to the original grantor and could not be enforced by plaintiff. 7. Paragraph 2 of the restrictions prevented the defendants from subdividing their property for purposes of sale. 8. The plaintiff had not shown that the defendants had yet used any structure on their property in a manner which would violate paragraph 1 of the restrictions. The court granted the plaintiff an injunction preventing the defendants from subdividing their property for purposes of sale and retained jurisdiction for a period of one year to determine r3] any issues which might arise out of the use of any structure on the defendant's property. On June 5, 2006 the defendants, Ralph F. Arcamone, Jr. and Claire Ann Clark, filed a motion to reargue which the court granted in part. The court permitted the defendants to be heard on their claim that the evidence produced at trial was sufficient to permit the court to determine the permissible uses of the structures on their property under the provisions of paragraph 1 of the restrictive covenants. The parties were heard on August 1, 2006. On August 4, 2006 the court entered an order finding that the evidence produced at trial was insufficient to permit the court to make such a determination. On August 11, 2006 the defendants filed a motion for further order and a motion for extension of time to file appeal. In the motion for further order the defendants requested the court to hold a hearing to ". . . consider all pending issues relating to proposed uses of defendants' property and the two dwellings thereon . . ." On August 21, 2006 the parties appeared before the court and presented additional evidence and argument concerning the issues. The evidence produced at the August 21, 2006 hearing [*4] established that the defendants no longer intend to subdivide their property for sale. Instead they plan to rent their original residence (145 West Norwalk Road) and to occupy the new residence, now designated as 143 West Norwalk Road, as their family home. The original residence is a one and a half-story structure built in 1830 and renovated and expanded in the early 1990s. As presently configured the structure has seven rooms including three bedrooms and two bathrooms. The records of the Norwalk assessor show that the structure has a gross useable floor area of approximately 3,500 square feet. At the time of the hearing, the new residence was nearly completed. When finished it will have a useable floor area of approximately 5,200 square feet. In its memorandum of decision of May 24, 2006, the court found that both the plaintiff's property and the defendants' property were subject to substantially uniform restrictions set For internal use only SONY_GM_00064742 CONFIDENTIAL - PURSUANT TO FED. R.ctON(F IDENTIAL DB-SDNY-0027567 EFTA_00 175245 EFTA01255840 Page 5 2006 Conn. Super. LEXIS 3665, * forth in the "Overbrook" deeds. Those restrictions are not, however, identical. Paragraph 1 of the restrictions as set forth in the plaintiffs deed and in the deeds conveying 29 of the 31 "Overbook" lots reads as follows: [' 1. No building shall be erected upon 5] the premises above described except one single family dwelling house: and in addition thereto there may be erected thereon one separate garage and separate buildings for such uses as a greenhouse. gardener's cottage, a shop for use in connection with said premises but not for commercial use, or other outbuildings suitable for use in connection with and as appurtenant to said dwelling house The restrictions on the defendant's property are set forth in a deed dated February 27, 1942, from John Sherman Hoyt ("Hoyt") to William H. Pinckard conveying the 3.14-acre parcel presently owned by the defendants. Paragraph 1 of the restrictions in that deed differs from those in the other "Overbrook" deeds in two significant respects. First, there is a preamble which is absent from the plaintiffs deed and from the other 29 deeds conveying "Overbrook" lots. That preamble reads as follows: A house now stands on said Lot and said house may be enlarged and improved but any addition to said house shall be so constructed as not to bring said house a any part thereof nearer than the same now is to said West Norwalk Avenue. Should said building be destroyed or removed, no raj new building shall be erected on the premises above described except a one family dwelling, nor shall the old building, if improved and enlarged be made into other than a one family dwelling house . . . The second difference between the paragraph 1 restrictions in the plaintiffs deed and paragraph 1 in the defendants' deed is in the list of permitted accessory buildings. In common with 28 other "Overbrook" deeds, the plaintiffs deed expressly permits a separate garage, greenhouse, gardener's cottage and a shop for use in connection with the premises. However, paragraph 1 of the defendant's deed also expressly permits the construction of a "guest cottage." The only other "Overbrook" deed expressly permitting a "guest cottage" is the deed to the 3.89-acre lot (Lot Q) presently owned by Catherine Brinckerhoff. That lot is adjacent to the defendants' lot and also fronts on West Norwalk Road. The defendants' lot and the Brinckerhoff lot are the only "Overbrook" lots not having frontage on either Maywood Road or Maywood Court. The defendants' lot and the Brinckerhoff lot are two of the larger "Overbrook" lots, each having in excess of three acres. Most "Overbrook" lots are approximately rn the size of the plaintiff's lot which contains 2.12 acres. The plaintiff claims that the rental of 145 West Norwalk Road violates paragraph 1 of the restrictive covenants and that the residence located at that address must be ordered removed. She supports these claims with an array of arguments. First, the plaintiff argues that the restrictions expressly forbid the use of the residence at 145 West Norwalk Road for any purpose other than as a principal residence. Accordingly, that structure cannot qualify as a permitted accessory building. Second, the plaintiff argues that because the residence at 145 West Norwalk Road is situated on a separate lot for zoning purposes, it cannot be considered accessory to a principal residence located on another lot. Third, the plaintiff argues that the size of the structure at 145 West Norwalk Road precludes it being considered either as a guest cottage or a gardener's cottage. In support of this claim the For internal use only SDNY_GM_00064743 CONFIDENTIAL - PURSUANT TO FED. R.CCANI(E IDENTIAL DB-SDNY-0027568 EFTA_00 175246 EFTA01255841 Page 6 2006 Conn. Super. LEXIS 3665, * plaintiff urges the court to either adopt the size of the guest cottage built on the Brinckerhoff lot, adjacent to the defendants' property, as the upper limit of the permissible size of cottages, or to make an ad hoc determination that the sheer size of the structure at 145 West Norwalk Road prevents it from being considered a cottage of any sort. Fourth and finally, the plaintiff argues that even if the defendants were permitted to use the structure at 145 West Norwalk Road as a cottage, they could only use it to accommodate either guests or household servants such as gardeners. In making these arguments the plaintiff asserts that because the defendants applied to the court to determine whether the rental of 145 West Norwalk Road was permitted under the restrictions, the burden of proof shifted from the plaintiff to the defendants. On their part the defendants claim that the plaintiff has failed to sustain her burden of showing that the proposed rental of 145 West Norwalk Road would constitute a violation of the "Overbrook" restrictive covenants. In addition, the defendants claim that the plaintiff has failed to demonstrate that she has suffered or will suffer irreparable harm if the defendants should proceed with the proposed rental. Before discussing the parties' respective claims, the court will consider the issue of burden of proof and the standard for granting injunctive relief if a violation of the restrictions is ['9] established. Despite the plaintiffs assertions to the contrary, the court finds that the plaintiff has the burden of proof with respect to her claims of violations of the restrictions. As the court noted in its memorandum of decision of May 24, 2006, the court did not have sufficient evidence to grant the plaintiffs application for an injunction requiring the defendant to remove one of the structures on their property. By simply reserving jurisdiction to hear any further applications concerning the use of the structures on defendant's property, the court could not and did not shift the plaintiffs burden of proof to the defendants. If the plaintiff were able to sustain her burden of proof that the defendants' rental of 145 West Norwalk Road violates paragraph 1 of the restrictive covenants, she is not required to show that she has or will sustain irreparable injury. She need only show that the relief requested would not be inequitable. Hartford Electric Light Co. v. Levitz, 173 Conn. 15, 22, 376 A.2d 381 (1977). The court will consider each of plaintiffs claims separately. The plaintiff first argues that even if the plaintiffs could otherwise use the original no] residence as a guest cottage or gardeners cottage, the express provisions of the restrictions prohibited such uses once that structure had been improved and enlarged. The plaintiff points to the following language in paragraph 1 of the restrictions as set forth in the Pinckard deed: ". . . nor shall the old building, if improved and enlarged be made into other than a one family dwelling house . . ." The plaintiff points out that the evidence in this case establishes that original residence on the defendants' lot was substantially enlarged by the defendants in the early 1990s. The plaintiff claims that such enlargement precludes any use of the residence for a different purpose. The court finds that the plaintiff's reliance on the above-quoted provision of the restriction in the defendants' deed is misplaced. The portion of paragraph 1 of the restrictions at issue is not a uniform one imposed on all properties in the "Overbrook" subdivision. A number of "Overbrook" lots had existing structures located on them when they were conveyed to purchasers by John Sherman For internal use only SDNY_GM_00064744 CONFIDENTIAL - PURSUANT TO FED. R.ctON(F IDENTIAL DB-SDNY-0027569 EFTA_00 175247 EFTA01255842 Page 7 2006 Conn. Super. LEXIS 3665, * Hoyt. However, no deed, other than the Pinckard deed purported to limit the use to which those existing structures might rig be put. To the extent they are uniform, the "Overbrook" restrictions do not place any limitations on the conversion of one permitted structure (whether existing at the time of the deed or erected thereafter) to a different permitted use. The court concludes that the provision of the restrictions limiting the use to which the existing residence on the defendants' property could be put was not part of the uniform set of restrictions, but rather was one which was personal to the common grantor, John Sherman Hoyt. [HN1] Such restrictions cannot be enforced by the successors in title of other grantees whose properties were not subjected to the same restriction. Pulver v. Mascolo, 155 Conn. 644, 651, 237 A.2d 97 (1967): Gilbert v. Beaver Dam Ass'n. of Stratford, Inc., 85 Conn. App. 663, 679, 858 A.2d 860 (2004). The plaintiff's second argument is that the restrictions do not permit the existence of two dwellings on one lot. The plaintiff claims that the new residence was built on a separate lot for zoning purposes. Under Norwalk zoning regulations the old residence is a principal use on its zoning parcel, while the new residence is a principal use on its separate r12] zoning parcel. The plaintiff urges that since both residences are principal uses, the original residence cannot be considered to be appurtenant or accessory to the new residence. This argument overlooks that fact that [HN2] zoning provisions, unless incorporated, either explicitly or implicitly, by reference are irrelevant to the interpretation and enforcement of the restrictive covenants. In this case there was no evidence as to whether or not zoning regulations were in force in Norwalk in the early 1940s when the restrictions were created or if there was any intent of the grantor, either express or implied, to incorporate the provisions of such regulations into the restrictions he placed upon the lots he was carving out of his Overbrook estate. In its May 24, 2006 memorandum of decision the court granted the plaintiffs request for an injunction prohibiting the subdivision of the defendants' lot of purposes of sale. Accordingly, for purposes of enforcement of the restrictions the defendant's property must be considered to be one parcel or lot and the zoning compliance of the defendants' property or lack thereof is not relevant to the plaintiffs action which seeks only to enforce r131 restrictive covenants. "The law is well established that [HN3] restrictive covenants in a deed as to use of property are distinct from the provisions of a zoning law." Whiting v. Seavey, 159 Me 61, 68, 188 A.2d 276 (1963); Johnson v. Guarino, 22 Conn.Sup. 235, 238, 168 A.2d 171 (1960). Thirdly, the plaintiff argues that the original residence is too large to be considered either a "guest cottage" or a "gardener's cottage." In its memorandum of decision of May 24, 2006, the court determined that the restrictions on the defendants' property (Plot R) and the adjacent parcel (Plot Q) were unique in that they permitted the construction of a "guest cottage" in addition to other permitted appurtenant structures. The evidence showed that in 1946 a second residence was constructed on plot Q. Over the years either the original residence or the newer one has been rented to tenants while the other residence was occupied by the owners of plot Q. The court concluded that the second residence, containing approximately 1,136 sq. feet of floor area was, most likely, a permitted "guest cottage." For internal use only SDNY_GM_00064745 CONFIDENTIAL - PURSUANT TO FED. R.CCIN(F IDENTIAL DB-SDNY-0027570 EFTA_00 175248 EFTA01255843 Page 8 2006 Conn. Super. LEXIS 3665, * The plaintiff urges that the 1,136 square foot structure ' on the neighboring property [14] should be accepted by the court as the largest structure which could qualify as a "cottage." The plaintiff has not cited any authority for her contention that a "cottage" must necessarily be a structure of limited size. The term "cottage" does not have any well defined meaning under the law. Courts in other states have used the term in context to describe a variety of structures--"a residential dwelling situated on the same lot as a primary residential dwelling" Dawson v. Zoning Board of Appeals of Southold, 12 A.D.3rd 444, 445, 785 N.Y.S.2d 84, 86 (2004)--"a two story cottage" Petrocelli v. Zoning Board of Appeals of the Village of Kings Point, 281 App.Div.2d 423, 424, 722 N.Y.S.2d 34, 35 (2001)—"[a] residence [to] provide care for up to eight children." St Mary's Home for Children v. Hays, Providence Superior Court, State of Rhode Island, C.A. No. 97-2720 (October 30, 1997, Rogers, P.J.) Despite the court's finding in its May 24. 2006 memorandum of decision as to the size of the Brinkerhoff guest cottage based on the records of the Norwalk tax assessor, the plaintiff insists that the cottage contain only 696 sq. ft. M 5] In four recent tax appeals to the Superior Court cases, three different trial courts have referred to structures of substantial size as "cottages." In Anderson v. Madison, New Haven JD, CV 03 0477257 S, (October 12, 2004, Arnold, J.) the following residences were all described as "cottages" - two stories 1,632 square feet; two stories 2,482 square feet with seven rooms, four bedrooms, three baths, two wood decks. In Neptune, LLC v. Madison, New Haven JD, CV 040378100S, (June 2, 2005, Lopez, J.) the court referred to a 3,022 square foot, 2 1/2-story residence containing ten rooms, five bedrooms and four baths as a "cottage." In Fremantle v. Madison, New Haven JD, CV 03 0478105 S, (July 22, 2005, Lopez, J.) the court described three 'cottages" one containing 2,552 square feet in a 2 3/4-story structure containing four bedrooms and three baths, a second containing 1,868 square feet with seven rooms, four bedrooms and two bath, and a third containing 3,131 square feet in 2 1/2-story residence containing nine rooms, six bedrooms and three baths. In Noonan v. Madison, New Haven JD, CV 030477358 S, (July 22, 2005, Hadden, J.T.R.) the court described a "cottage" containing ['16] 1,846 square feet of finished living area which did not include a 246 square foot enclosed porch and a 425 square foot deck. In different contexts, other Superior Courts have described "cottages" of substantial dimensions. For example in NSA Properties, Inc. v. Stamford, Stamford/Norwalk JD CV 94-0144003819-S, 2005 Conn. Super. LEXIS 878 (March 29, 2005, Lewis, J.T.R.) [39 Conn. L. Rptr. 95] the court described a "caretakers cottage" as having a library upstairs which was used for gatherings, study and education. The court finds that [HN4] the term "cottage" has no fixed meaning under Connecticut law that precludes structures exceeding a certain size from being considered cottages. The plaintiff has presented no evidence regarding the intention of the parties to the 1942 deed or as to circumstances surrounding them at time of the execution of the deed from which the meaning of the term "cottage" could be inferred. The court also notes that the restrictions place no limitation on the floor area, height or any other dimension of any of the structures which might be built on a Overbrook lot. Accordingly, the court concludes that the plaintiff cannot prevail on her claim that the original residence on the defendants' ["17] For internal use only SDNY_GM_00064746 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027571 EFTA_00 175249 EFTA01255844 Page 9 2006 Conn. Super. LEXIS 3665, * property violates the restrictive covenants because its size alone precludes its consideration as either a "gardener's cottage" or a "guest cottage." Finally the plaintiff argues that even if the court should find that the original residence might be considered a "cottage," the rental of the property to unrelated third parties is inconsistent with the uses permitted under the restrictions. In her fourth argument, the plaintiff also urges that paragraph 1 of the restrictive covenant should be construed as imposing a use restriction on the defendant's property. She argues that even if the original residence can remain, as a permitted guest cottage or gardeners cottage, its use should be limited to the housing of guests and/or household servants such as gardeners. She claims that the defendants admitted intention or renting out their original residence is inconsistent with the uses permitted under the terms of paragraph 1 of the restrictions. The court does not agree. The language of the relevant portion of the restrictions manifests the grantor's intention to permit, not only a principal residence on each lot, but also a wide variety of separate outbuildings as long as the uses of ["18] such outbuildings were residential and not commercial in character. The "Overbrook" restrictions contain no prohibition against rental of all or any portion of the properties subject to the restrictions. The language of paragraph 1 of the restrictions expressly permits: . . . separate buildings for such uses as a greenhouse, guest cottage, gardeners cottage, a shop for use in connection with said premises but not for commercial use. or other outbuildings for use in connection with and as appurtenant to said dwelling house The use of the phrases "such uses as" and "other outbuildings for use in connection with and as appurtenant to said dwelling house" makes it clear that the parties to the deed had no intention of restricting the occupancy of any cottages or other outbuildings which might be erected on the premises to only gardeners and guests. (HN5] "A restrictive covenant must be narrowly construed and ought not to be extended by implication." Neptune Park Ass'n. v. Steinberg, 138 Conn. 357, 361, 84 A.2d 687 (1951) The plaintiff has not shown that paragraph 1 of the "Overbrook" restrictions imposed any use restriction beyond the prohibition against [99] commercial uses. [HN6] A permanent injunction is warranted only when the terms of a restrictive covenant have specified and expressly defined meanings, and, if that is the case, such particularized meanings and definitions will control. Southbury Land Trust v. Andricovich, 59 Conn.App. 785, 789, 757 A.2d 1263 (2000); Hartford Electric Light Co. v. Levitz, 173 Conn. 15, 22, 376 A.2d 381 (1977). The court finds that the plaintiff has not sustained her burden of proving that: the "Overbrook" restrictions: 1) prevent the use of the residence at 145 West Norwalk Road for any purpose other than as the principal residence on the defendant's property; or 2) limit the size of any building (cottage or otherwise) on the defendant's property; or 3) impose any use limitation (beyond requiring residential use only) on buildings on the defendants' property. The court concludes that the plaintiff has not shown that the rental of the residence at 145 West Norwalk Road for residential purposes would violate paragraph 1 of the "Overbrook" For internal use only SDNY_GM_00064747 CONFIDENTIAL - PURSUANT TO FED. R.QPN(F IDENTIAL DB-SONY-0027572 EFTA_00 175250 EFTA01255845 Page 10 2006 Conn. Super. LEXIS 3665, * restrictions as set forth in the deed to the defendants' property. Accordingly, the court does not need to determine whether, under the ['20] circumstances of this case, enforcement of the restrictions by requiring the removal of the original residence would be inequitable. For the reasons set forth in the court's memorandum of decision dated May 24, 2006, a final judgment may enter enjoining the defendants from subdividing their property for purposes of sale. In her brief the plaintiff invites the court to adjudicate a dispute concerning a bill of costs submitted by the plaintiff on June 1, 2006 and the defendants' timely objection thereto. [HN7] Practice Book § 18-5(a) provides that such disputes shall be heard by the clerk. The provisions of Practice Book § 18-5(b) make it clear that the judicial authority acts only after the clerk has taxed costs and a motion is filed for review. As the record does not reflect that the clerk has taxed costs in this matter, the court declines the plaintiffs invitation to consider any issues concerning costs at this time. David R. Tobin, J. For internal use only SDNY_GM_00064748 CONFIDENTIAL - PURSUANT TO FED. R.ctON(F IDENTIAL DB-SDNY-0027573 EFTA_00175251 EFTA01255846 Page 11 2005 Conn. Super. LEXIS 1427, * Neptune, LLC. v. Town of Madison CV030478100 SUPERIOR COURT OF CONNECTICUT, JUDICIAL DISTRICT OF NEW HAVEN, AT NEW HAVEN 2005 Conn. Super. LEXIS 1427 June 2, 2005, Decided June 2, 2005, Filed NOTICE: THIS DECISION IS UNREPORTED AND MAY BE SUBJECT TO FURTHER APPELLATE REVIEW. COUNSEL IS CAUTIONED TO MAKE AN INDEPENDENT DETERMINATION OF THE STATUS OF THIS CASE. CASE SUMMARY: PROCEDURAL POSTURE: Appellant. a property owner, filed an application with the trial court, appealing from the action of the Board of Tax Review of the Town of Madison (Connecticut). In its application. the owner alleged that the valuation placed on its property by respondent, the town, was excessive. disproportionate and unlawful. OVERVIEW: The property in question was a waterfront parcel in one of the most desirable areas of the town. The property was improved by a two-story dwelling. The dwelling was in fair condition. but the bulk of the value of the property lay in the land, because it was a large lot with a sandy beach. The appraiser for the town appraised the value of the property at $ 2.600.000.00. The appraiser hired by the company appraised the property at $1,496,000. Both appraisers used the comparable sale method. The court found that the town's appraiser had clearly demonstrated he fair market value of the property. Although some questions were raised regarding the use of a particular property as a comparable. the court found and accepted. from the evidence presented. the reasons provided by the town's for consistently using large parcels of waterfront property as comparables. Therefore. the court adopted the town's appraisal of the value of the fair market value of the property of $2.589200. OUTCOME: The court adopted the town's valuation of a fair market value of $ 2,589,200.00 on the assessment date, and judgment was entered accordingly. CORE TERMS: comparable, subject property, dwelling, square feet, dollar, beach, appraisal report, sale price, fair market value, appraiser, lot size, bath, comparable sales, For internal use only SDNY_GM_00064749 CONFIDENTIAL - PURSUANT TO FED. R.ctQN(E IDENTIAL DB-SDNY-0027574 EFTA_00 175252 EFTA01255847 Page 12 2005 Conn. Super. LEXIS 1427, * square foot, adjusted, parcel, column, bedroom, smaller, acres, parcel of land, net adjustment, valuation, garage, adjust, floor, mile, arrive, much larger, waterfront LexisNexis(R) Headnotes Tax Law > Federal Tax Administration & Procedure > Burdens of Proof > General Overview Tax Law > Federal Tax Administration 8 Procedure > Tax Court (IRC secs. 7441- 7491) > Standards of Review > General Overview Tax Law > State 8, Local Taxes > Administration 8 Proceedings > Judicial Review [HN1] In Conn. Gen. Stat. § 12-117a tax appeals, the trial court tries the matter de novo and the ultimate question is the ascertainment of the true and actual value of the taxpayers property. At the de novo proceeding, the taxpayer bears the burden of establishing that the assessor has overassessed its property. Once the taxpayer has demonstrated aggrievement by proving that its property was overassessed, the trial court will then undertake a further inquiry to determine the amount of the reassessment that would be just. The trier of fact must arrive at its own conclusions as to the value of the taxpayer's property by weighing the opinion of the appraisers, the claims of the parties in light of all the circumstances in evidence bearing on value, and his own general knowledge of the elements going to establish value. Civil Procedure > Judicial Officers > Judges > General Overview Evidence > Testimony > Credibility > General Overview [HN2] In a case tried before a court, the trial judge is the sole arbiter of the credibility of the witnesses and the weight to be given specific testimony. The credibility and the weight of expert testimony is judged by the same standard, and the trial court is privileged to adopt whatever testimony he reasonably believes to be credible, JUDGES: Carmen L. Lopez, J. OPINION BY: Carmen L. Lopez OPINION MEMORANDUM OF DECISION On May 29, 2003, the appellant Neptune, LLC, (Neptune) filed an Application with the Superior Court Judicial District of New Haven, appealing from the action of the Board of Tax Review of the Town of Madison (Town). In its application, Neptune alleges that the valuation placed on its property by the Town for the Grand List of October 1, 2002 "was not and is not that percentage of its true and actual value on that assessment date, but was and is grossly excessive, disproportionate and unlawful." Although the return date of the application is June 17, 2003, the Town did not file an appearance, through counsel, until March 26, 2004. On July 15, 2004, Neptune filed an appraisal report with the court. On August 13, 2004, the Town filed an appraisal report with the Court. 2 For internal use only SONY_GM_00064750 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027575 EFTA_00 175253 EFTA01255848 Page 13 2005 Conn. Super. LEXIS 1427, 1 Exhibit 1. 2 Exhibit E. r2] On August 16, 2004, the Town filed an Answer and Special Defense along with a Statement of Evaluation with the court. In its Special Defense, the Town represents that since Neptune voluntarily paid its total 2002 tax bill without protest, it is precluded from challenging its assessment for that tax year. In its Statement of Evaluation, the Town represents that the one hundred per cent (100%) valuation of the property as of October 1, 2002, is $ 2,589,200.00. Of this number, $ 2,286,800.00 represents the value of the unimproved land and $ 302,400 represents the value of the dwelling and outbuilding. The Town further represents that the seventy per cent (70%) valuation for assessment purposes, as of October 1, 2002 is $ 1,812,600. Of this number, $ 1,600,800.00 represents the value of the unimproved land and $ 211,800 represents the value of the dwelling and outbuilding. The matter was tried to the court on March 1, 2005. The parties were given until March 24, 2005 to file post-trial briefs and until April 7, 2005 to file reply briefs. The court is in receipt of post-trial briefs and reply briefs from each of the parties. After a review of the file, the evidence and testimony of r31 the witnesses, the Court finds: t FACTS The court heard the testimony of two real estate appraisers, Mr. Philip W. Ball, on behalf of Neptune and Mr. Albert W. Franke on behalf of the Town. Both of the appraisers used the sales comparable approach to determine the fair market value of the property. 49 Neptune Ave is located on a water front parcel of land running approximately 140 feet of frontage along Long Island Sound and approximately 200 feet of frontage along the east side of Neptune Avenue, in the Town of Madison. There is a seawall and sandy beach in front of the house. The total land area consists of approximately 39,200 square feet, or 0.89 acres. This property is located in the "Liberty Street" area of Madison which is considered one of the most desirable and better water front and water influenced area of the town. This property is improved with a two-story, winterized detached frame dwelling as well as a separate structure which at one time was a garage and has presently been converted into a two-story small apartment. The total gross living area of the frame dwelling is approximately 2,716 square feet while the total gross living area of the former garage is NI 864 square feet. The dwelling consists of a living room with fireplace, enclosed sun porch, library, modem kitchen and bath on the first floor. The second floor contains six bedrooms, one stall shower bath, one full bath and one lavatory. The first floor of the apartment contains a combination living room, bedroom, kitchenette and bath on the first floor. The second floor For internal use only SDNY_GM_00064751 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SONY-0027576 EFTA_00175254 EFTA01255849 Page 14 2005 Conn. Super. LEXIS 1427, * consists of one office with sliding glass doors to a deck. The dwelling is in fair condition. "The bulk of the value of this property lies in the land because it is such a large lot with a sandy beach along the water in a . . . highly, highly desirable area of Madison . . . so that the improvement, the house . . . contributes very little to the value." 3 Testimony of Ste. Franke. Transcript. page 47. The property is located in a R-2 zone, which is a single-family residential zone. This zone requires a minimum lot of 40,000 square feet. This property, with a square footage of 39,200 square feet, does not conform to the present zoning requirements. r5] It is a legal non-conforming lot. A. Appraisal Report of Mr. Philip W. Ball In the opinion of Mr. Ball, the fair market value of the subject property as of October 1, 2002, is $ 1,496,000.00. In arriving at this opinion, Mr. Ball compared this property to three parcels of land in the Town of Madison. In arriving at value, Mr. Ball explained that he divides "the number of square feet into the sale price to come out with a unit of measurement which is the rate per square foot of building including land." 4 Mt. Ball's testimony. Transcript. page 24 Mr. Ball also explained that he makes adjustments to the comparable sales for time, water, location, view, lot size, building size, building conditions, functional utility and amenities. These adjustments, however are not included in his appraisal report. They are contained in a separate hand written loose leaf of paper that was not introduced into evidence by Neptune, it was introduced by the Town. 5 Defendant's Exhibit C r6] This paper, which the court will refer to as a chart, contains five columns. The first column is a list of the nine areas in which he makes adjustments to the comparable sales. The other four columns are a list of the actual adjustments, in percentages, made to each of his comparables. During his testimony, Mr. Ball explained that he does not "put a dollar value on those adjustments." In this particular case, column number two is 160 Middle Beach Road, the third column is 146 Middle Beach Road, the fourth column is 109 Hartford Ave and the fifth column is 57 Hotchkiss Lane. 6 Mr. Bats testimony. Transcript. page 24. 1. Comparable Sale number 1 is located on 160 Middle Beach Road. Mr. Franke also uses this property as a comparable. This property mostly recently sold on August 28, 2001 for $ For internal use only SDNY_GM_00064752 CONFIDENTIAL - PURSUANT TO FED. R.WN(F IDENTIAL DB-SDNY-0027577 EFTA_00175255 EFTA01255850 Page 15 2005 Conn. Super. LEXIS 1427, * 1,825,000. It is a much smaller parcel than the subject lot in that it consists of 0.36 acres. However, the dwelling is much larger in that it contains a much larger living area, 3,022 square feet. It is a 2.75-story ri converted cottage, totally renovated in the 1990s, containing ten rooms, five bedrooms, four baths, one lavatory, and direct water frontage. According to Mr. Ball the rate per square foot for this property is $ 603.90. This property is located in a different neighborhood than the subject property. Mr. Ball's appraisal report does not indicate how far this property is from the subject property. In order to explain the distance between the subject property and the comparables, Mr. Ball was asked by Neptune's counsel to mark up a Location Map, attached to Mr. Franke's appraisal report; with a "B" on or near the site of one of his comparables and an "F" for one of Mr. Franke's comparables. Mr. Franke's appraisal report, on the other hand, clearly states the distance between the comparables and the subject property. According to Mr. Franke's report, this comparable is three-fifths of a mile west of the subject property. 7 Appellant's Exhibit 8 [' Regarding the adjustments, Mr. Ball started by describing how he 8] made his adjustment for time. He testified that since this property sold on August 28, 2001, and "we are dealing with October 1, 2002" and "there are thirteen months so I made a plus thirteen percent adjustment." He made no adjustments for water views, because, in his view, both of the properties have excellent water views. However, he made a plus three percent adjustment for location because, "Neptune is excellent and 160 Middle Beach Road" is "good to excellent." Because the Neptune property is much larger than the comparable, he made a plus fifteen percent adjustment for lot size. He made a minus twenty-five percent adjustment for building condition, because, in his assessment of the condition of the property, the Neptune property is in fair condition, whereas the comparable is in good condition. Mr. Ball continued describing all of his adjustments, in percentages, and concluded by saying that "when you add up all of the adjustments it came to minus five percent. It originally sold at six hundred and three dollars and ninety cents ($ 603.90). When you multiply that by ninety five percent it comes to five hundred and seventy three dollars and [' seventy cents ($ 573.70)." This would 9] be "the rate that would be applicable to the subject property based on those adjustments to its sale at six hundred and three dollars a square foot (603.90)." 8 We. Bat's testimony. Transcript page 26. 2. Comparable sale number two is located on 146 Middle Beach Road. This property mostly recently sold on September 2, 2002 for $ 1,277,500.00. According to Mr. Ball this translates into a $ 517.20 rate per square foot. It is a much smaller parcel than the subject lot in that it consists of only 7,400 square feet. The dwelling contains a living area, of 2,470 square feet. It is a 1.67-story and basement frame Cape Cod style dwelling built in the 1940s. It contains eight rooms, four bedrooms, two baths, one lavatory. It also contains a For internal use only SONY_GM_00064753 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SONY-0027578 EFTA_00 175256 EFTA01255851 Page 16 2005 Conn. Super. LEXIS 1427, * separately assessed lot with garage with loft apartment above. It also has a seawall and has been totally renovated. It is a smaller lot. Mr. Franke testified that this is not a reasonable comparable because it is too small to make the comparison worthwhile. This property is no] located next door to comparable number one. As stated in the discussion of comparable number one, this property is three-fifths of a mile from the subject property. Regarding the adjustments, Mr. Ball's chart indicates that positive adjustments were made in two areas, time and location. He made no adjustments for water views, because, in his view, both of the properties have excellent water views. Because the subject property is so much larger than the comparable, he made a thirty percent adjustment for lot size. He made a minus twenty-five percent adjustment for building condition, because, in his assessment of the condition of the property, the Neptune property is in fair condition, whereas this comparable is in good condition. His net adjustment figure for this property is minus twelve percent. Using his method of calculation Mr. Ball determined that the rate applicable to the subject property based on those adjustments, is five hundred and seventeen dollars and twenty cents ($ 517.20) per square foot. 3. Comparable sale number three is located at 109 Hartford Avenue. This property most recently sold on January 17, 2001 for $ 980,000.00. It is a much smaller parcel than the subject rt.!) property in that it consists of 0.31 acres of land. It contains 2,016 square feet of living area. It is a two-story dwelling with a basement. It was built in the 1980s and contains seven rooms, three bedrooms, three baths, and a detached garage. It is located between 4-5 miles away from the subject property in an area of town known as the Neck Road area. Mr. Ball adjusted for time, location, lot size, building size, building condition, and utility. His net adjustment amount in percentage, is a plus two percent. Using his previously explained method of calculation, Mr. Ball determined that the rate applicable to the subject property based on those adjustments is four hundred and eighty-one dollars and fourteen cents ($ 481.08) per square foot. 4. Comparable number 4 is located on 57 Hotchkiss Lane. According to Mr. Ball's testimony, this comparable is located "one very long block" away from the subject property. It is therefore in the same area as the subject property. It most recently sold on April 29, 2002 for $ 1,675,000.00. It is a much smaller parcel than the subject property in that it consists of 0.30 acres of land. It contains 3710 square feet of living area. It is a two- story r 12] dwelling. It was totally renovated in the 1980s and contains nine rooms, four bedrooms, three baths, and an oversized two-car garage. 9 Me. Ball's testimony. Transcript page 28 This property does not have direct water frontage. It does, however, have an unobstructed view of Long Island Sound, in that the property that it borders on does not have a house on it. Mr. Ball adjusted for time, location, lot size, building size, building condition, and utility. His net adjustment amount, in percentage, is a plus two percent Using his previously explained method of calculation, Mr. Ball determined that the rate applicable to the subject For internal use only SDNY_GM_00064754 CONFIDENTIAL - PURSUANT TO FED. R.QCIANI(E IDENTIAL DB-SDNY-0027579 EFTA_00 175257 EFTA01255852 Page 17 2005 Conn. Super. LEXIS 1427, * property based on those adjustments is four hundred and eighty-one dollars and fourteen cents ($ 481.08) per square foot. B. Appraisal Report of Mr. Albert W. Franke. In Mr. Franke's opinion, as of October 1, 2002, the subject property has a fair market value of $ 2,600,000.00. Like Mr. Ball, Mr. Franke arrives at his determination of the fair market value by using the comparable [*13] sales approach to market value. Mr. Franke compared the subject to three parcels of land in the Town of Madison. 1. Comparable Sale number one is located at 160 Middle Beach Road. As stated above, this is the one comparable that Mr. Franke and Mr. Ball have in common. Mr. Franke's adjustments lead him to conclude that the adjusted sales price of this comparable is $ 2,577,000. As clearly stated in his report, he arrives at this by assigning a positive or negative dollar amount to an item that he is adjusting. For example, like Mr. Ball, he is of the opinion that the location of the subject property is superior to that of this comparable. To adjust for this difference, he adds $ 100,000.00 to the sales price of the comparable. In addition, he adjusts, in dollar amounts, for time of sale, lot size and living area, condition, and several others. His total net adjustment figure is $ 752,000.00. According to Mr. Franke, given this adjustment figure, the adjusted sales price of the comparable is $ 2,577,000. 2. Comparable Sale number two is located at 155 Buffalo Bay. It is located three and one- fifth mile away from the subject property. It most recently sold on March 29, 2001 for $ 2,750,000.00. ['lit] This parcel of land consists of 0.57 acres of waterfront land. Mr. Franke adjusts for this difference in lot size by adding $ 415,000.00 to the comparable's purchase price. The dwelling consists of 3,690 square feet of gross living area; this difference is accounted for by deducting $ 39,000.00 from the sales price of the comparable. Mr. Franke is of the opinion that the location of this comparable is superior to that of the subject property. He has adjusted for this difference by deducting $ 600,000.00 from the sales price. After deducting the total net adjustments of $ 125,000.00, Mr. Franke is of the opinion that the adjusted sales price of this property is $ 2,625,000.00. During his testimony, Mr. Franke explained that he used this as a comparable because "it is a larger parcel of land . . land being the dominant component . . you are trying to measure as best as you can apples with apples and land value is driving most of these sales." '° 10 Testimony of Mr. Franke. Transcript page 56. Mr. Ball testified ['15] that in his opinion this comparable is not a reasonable comparable sale for the subject property. He stated that Buffalo Bay is a "private cove that was originally developed by an extended family. It is inordinately private. It is the most serene piece of waterfront property that I know of." " Mr. Ball elaborated that this property is actually part of a larger piece of property that has lots of common areas, including tennis courts, open areas going to the beach as well as a quarter to half mile long unpaved road For internal use only SDNY_GM_00064755 CONFIDENTIAL - PURSUANT TO FED. R.CCANI(E IDENTIAL DB-SDNY-0027580 EFTA_00 175258 EFTA01255853 Page 18 2005 Conn. Super. LEXIS 1427, * to get to the houses. These are the reasons that he believes that the property is not comparable to Neptune. 11 Testimony of Mr. Ball Transcript page 96. 3. Comparable Sale number three is located at 72 Webster Point Road. It is three blocks east of the subject property. It most recently sold on January 12, 2001 for $ 2,300,000.00. This parcel consists of 0.47 acres of waterfront land. The dwelling has 4405 square feet of gross living area. Mr. Franke has added $ 550,000.00 to the sales price of ['16] this comparable to adjust for the smaller lot size. He has deducted $ 500,000.00 for the superior condition of the dwelling and he has added $ 589,500.00 to adjust for the time between the sale and October 1, 2002. After adjusting for the differences between the properties, which Mr. Franke believes total $ 552,000.00, the adjusted sales price for this comparable is $ 2,852,000.00. II. STANDARD OF REVIEW "Before addressing the merits of the parties' claims, we first set forth the well settled legal principles underlying a § 12-117a tax appeal, as well as our applicable standard of review. [HN1] In § 12-117a tax appeals, the trial court tries the matter de novo and the ultimate question is the ascertainment of the true and actual value of the [taxpayer's] property . . At the de novo proceeding, the taxpayer bears the burden of establishing that the assessor has overassessed (sic) its property . . . Once the taxpayer has demonstrated aggrievement by proving that its property was overassessed, (sic) the trial court [will] then undertake a further inquiry to determine the amount of the reassessment that would be just . . . The trier of fact must arrive at [its] own conclusions [17] as to the value of [the taxpayer's property] by weighing the opinion of the appraisers, the claims of the parties in light of all the circumstances in evidence bearing on value, and his own general knowledge of the elements going to establish value . ." Aetna Life Insurance Co. v. Middletown, 77 Conn.App. 21, 25, 822 A.2d 330 (2003). "It is well established that [HN2] "in a case tried before a court, the trial judge is the sole arbiter of the credibility of the witnesses and the weight to be given specific testimony." Kimberly-Clark Corporation v. Dubno, 204 Conn. 137, 153, 527 A.2d 679 (1987). The credibility and the weight of expert testimony is judged by the same standard, and the trial court "is privileged to adopt whatever testimony he reasonably believes to be credible." (Internal quotation marks omitted.) Transportation Plaza Associates v. Powers, 203 Conn. 364, 378, 525 A.2d 68 (1987). See Newbury Commons Limited Partnership v. Stamford, 226 Conn. 92, 99, 626 A.2d 1292 (1993) 626 A.2d 1292. lit ISSUES IN DISPUTE The appellant and the Town, in their respective briefs, each correctly state that the issue ["18] presented in this case is the value of 49 Neptune Avenue as of October 1, 2002. They have each presented the court with evidence in the form of appraisal reports by two For internal use only SDNY_GM_00064756 CONFIDENTIAL - PURSUANT TO FED. R.ctitM(F IDENTIAL DB-SONY-0027581 EFTA_00 175259 EFTA01255854 Page 19 2005 Conn. Super. LEXIS 1427, * experts in the field of determining the value of property. Each appraiser relied on the sales comparable approach to arrive at their conclusion of the value of the property. As stated previously, the Town believes that the fair market value of the property is $ 2,589,200. The Town's appraiser, Mr. Franke is of the opinion that the fair market value of the property is $ 2,600,000. Neptune's appraiser, Mr. Ball is of the opinion that the property has a fair market value of $ 1,496,000. The difference between the appraisers opinions is over one million dollars. The Town alleges, as a special defense, that Neptune has waived its right to appeal because it has voluntarily paid its taxes for the tax year in question. It has not argued this position nor provided the court with any authority for such a position. In addition, no evidence was presented to the court regarding the payment of taxes. The court will therefore not address this issue. IV. FINDINGS AND CONCLUSIONS The court finds that Albert Franke, the Town's (' 19] appraiser, has clearly demonstrated the fair market value of this property to the court. Although some questions were raised regarding his use of the Buffalo Bay property as a comparable, the court finds and accepts, from the evidence presented, the reasons provided by Mr. Franke for consistently using large parcels of waterfront property as comparables. Given the condition of the dwelling on this property, there is little question but that the dominant value here is the land itself. As Hon. Anthony de Mayo, stated in Patrice/6 v. Town of Madison, No. CV -03-0478099S (September 27, 2004), "The property would appear to be a prime shore front parcel with a sandy beach" located on a dead end street. It is the conclusion of the court that the appellant has failed to sustain its burden regarding the Town's valuation of the property. The court adopts the Town's valuation of a fair market value of $ 2,589,200.00 on the assessment date of October 1, 2002. Judgment may enter accordingly. Lopez, J. For internal use only SDNY_GM_00064757 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SONY-0027582 EFTA_00 175260 EFTA01255855 Page 20 2009 N.J. Super. Unpub. LEXIS 487, * A. NEUMANN & ASSOCIATES, LLC, Plaintiff-Respondent, v. DR. MICHAEL COHEN, and NEPTUNE SENIOR HEALTH, LLC, Defendants-Respondents, and ARON ROSENBERG, Defendant- Appellant. DOCKET NO. A-3772-07T1 SUPERIOR COURT OF NEW JERSEY, APPELLATE DIVISION 2009 N.J. Super. Unpub. LEXIS 487 January 13, 2009, Argued February 27, 2009, Decided NOTICE: NOT FOR PUBLICATION WITHOUT THE APPROVAL OF THE APPELLATE DIVISION. PLEASE CONSULT NEW JERSEY RULE 1:36-3 FOR CITATION OF UNPUBLISHED OPINIONS. PRIOR HISTORY: fli On appeal from the Superior Court of New Jersey, Law Division, Monmouth County, Docket No. L-221-05. CORE TERMS: discovery, purchase agreement, engagement, seller, cross-claim, pre- judgment, broker's commission, broker, adjournment, confidentiality agreement, severally, jointly, discovery requests, reconsider, notice, adult, agreement provided, sale price, individually, contending, purchaser, legal conclusions, counsel informed, civil cases, credible evidence, indemnification, automatically, contractual, exceptional, requesting COUNSEL: William H. Michelson argued the cause for appellant. Harry V. Osborne, II, argued the cause for respondent, A. Neumann & Associates, LLC (Evans, Osborne and Kreizman, LLC, attorneys; Mr. Osborne, II, on the brief). Michael Cohen, respondent, Pro se, has not filed a brief. JUDGES: Before Judges Fuentes, Gilroy and Chambers. OPINION PER CURIAM On February 25, 2008, following a bench trial, the trial court entered judgment against defendants Dr. Michael Cohen and Aron Rosenberg, "individually, jointly and severally," in the amount of $ 54,000, together with pre-judgment interest from March 1, 2005. For internal use only SDNY_GM_00064758 CONFIDENTIAL - PURSUANT TO FED. R.ctON(F IDENTIAL DB-SDNY-0027583 EFTA_00175261 EFTA01255856 Page 21 2009 N.J. Super. Unpub. LEXIS 487, Rosenberg appeals; Cohen does not. We affirm in part; reverse in part; and remand to the trial court for further proceedings consistent with this opinion. 1 Neptune Senior Health. LLC (NSH) is owned by defendant Cohen. Although NSH was named a direct defendant in the action. the trial court pierced the corporate veil and entered judgment against Cohen individually, along with Rosenberg. On June 23. 2008. Cohen advised this court by letter that NSH vms dissolved post-judgment. I. Plaintiff, A. Neumann and Associates, 2] LLC, engages in the brokering of businesses and is affiliated with Business Brokers Network of Dallas, Texas. Achim Neumann is plaintiffs principal owner and president. Cohen is a retired physician and the former owner of NSH, a licensed, but non-operating adult day health care (ADHC) facility. 2 The primary asset of NSH is the March 13, 2001 approval by the State of New Jersey, Department of Health and Senior Services, the Division of Long-Term Care Systems, to establish and operate a 185-slot ADHC facility 3 in Neptune City. 2 M ADHC facility is referenced in the Administrative Code as an "adult day health services facility and is defined therein as "a facility or a distinct part of a facility which is licensed . . to provide preventive. diagnostic. therapeutic. and rehabilitative services under medical and nursing supervision to meet the needs of functionally impaired adult participants . — ." N.J.A.C. 8:43F-1 2. Such facilities "provide services to participants for a period of time, which does not exceed twelve hours during any calendar day." ibid. Rosenberg cites as an example of the services rendered by an ADHC. the providing of a place for "working people (to pace) their N) elderly parents during the day, so they can go to work and not worry about them." 3 The term 'slot' refers to an ADHC services participant and is analogous to the process by which nursing homes are provided certificates of needs for a certain number of beds. On March 16, 2004, Cohen and Neumann executed plaintiffs Standard Engagement Agreement (engagement agreement). Under the engagement agreement, Cohen, as seller, granted plaintiff an exclusive right to sell NSH for a period of one year at a price of $ 450,000. Paragraph 3 of the engagement agreement provided that, for a period of two years after termination of the one-year exclusivity period, plaintiff would be entitled to a full commission if Cohen sold the business to a purchaser introduced to him by plaintiff. Paragraph 10 of the engagement agreement governs the brokers commission. The agreed-upon commission was 15% of the listed sale price ($ 450,000) or $ 67,500. That paragraph also provided for a 15% minimum commission of the actual sale price, but under no circumstances less than 15% of 80% of the listed sale price ($ 360,000), or $ 54,000, if Cohen sold NSH for less than $ 450,000. Paragraph 11D of that agreement set forth raj events triggering Cohen's obligation to pay plaintiff a broker's commission for reasons other than procuring a sale. Included among the triggering events was Cohen's unilateral withdrawal of the "[b]usiness from the market and/or [if Cohen] otherwise attempt[ed] to terminate th[e] Agreement prior to its expiration date." Pursuant to the engagement agreement, Neumann produced several prospective purchasers of NSH, one of whom was Rosenberg. On May 12, 2004, prior to providing Rosenberg with confidential information pertaining to NSH, at Neumann's request, Rosenberg signed plaintiffs "Standard Buyers Confidentiality and Warranty Agreement" For internal use only SDNY_GM_00064759 CONFIDENTIAL - PURSUANT TO FED. R.QC;IN(f IDENTIAL DB-SDNY-0027584 EFTA_00175262 EFTA01255857 Page 22 2009 N.J. Super. Unpub. LEXIS 487, (confidentiality agreement) to protect not only Cohen's privacy, but also plaintiff's broker commission. In the preamble to the confidentiality agreement, Rosenberg acknowledged that plaintiff possessed a valid broker's agreement with Cohen for the sale of NSH on a commission basis. Pursuant to Paragraph 3 of the confidentiality agreement, Rosenberg agreed not to contact Cohen "for any reason whatsoever without the prior consent of [plaintiff]. All contacts with [Cohen] . . will be made through or by [plaintiff] unless otherwise agreed to by [plaintiff] ['5] in writing." Paragraph 7 of the confidentiality agreement provided, in pertinent part, that Rosenberg, for a period of three years from the date of its execution, would not enter into any agreement for the purchase of NSH, "unless such agreement to purchase provides for commission to be paid [to plaintiff], with the commission . . . defined as the amount agreed upon by [plaintiff] and [Cohen] in the '[s]tandard [I]isting [a]greement' . . . ." Under the same paragraph, Rosenberg agreed that if he violated that provision he would be liable "for and pay said commission to [plaintiff] upon demand without any obligation on [plaintiff's] part to first exhaust any legal remedies against [Cohen]." After Rosenberg reviewed NSH's confidential information, he made an offer to purchase NSH through plaintiff for $ 325,000. On July 14, 2004, plaintiff telefaxed the offer to Cohen. The offer was not accepted. Rather, Cohen's attorney sent a letter to Neumann on the same day terminating the engagement agreement. Subsequent to the July 14, 2004 letter, Neumann conversed with Cohen's attorney about Rosenberg's offer. During that conversation, Cohen's attorney advised Neumann that Cohen was negotiating directly ['6] with Rosenberg. Following that telephone conference, Neumann sent e-mails to both Cohen and his attorney, demanding payment of a broker's commission. On September 27, 2004, Premier of Neptune, LLC, as purchaser, and NSH as seller, entered into an asset purchase agreement (purchase agreement) for the purchase and sale of the assets of NSH. Rosenberg signed the agreement on behalf of Premier, and 4 Cohen signed on behalf of NSH. Neither Cohen nor Rosenberg informed plaintiff of that purchase agreement. 4 A copy of the September 27. 2004 purchase agreement is not cortained in the appendix. 5 Premier of Neptune, LLC. akhough formed by Rosenberg. never operated as a business. Accordingly. Rosenberg does not contend that plaintiff improperly named him personaly in the action. On January 13, 2005, plaintiff filed its complaint against Cohen and NSH, contending that it was owed a broker's commission because those defendants terminated the engagement agreement prior to its expiration date. On March 1, 2005, Rosenberg, on behalf of Premier, and Cohen, on behalf of NSH, executed a second purchase agreement for the purchase and sale of NSH's assets for the sum of $ 250,000. Under Paragraph N] 5c of that purchase agreement, NSH represented that no litigation was pending or threatened against it, relating to the assets or the sale transaction. Paragraph 12a of the March 2005 purchase agreement provided: For internal use only SDNY_GM_00064760 CONFIDENTIAL - PURSUANT TO FED. R.QC;IN(F IDENTIAL DB-SDNY-0027585 EFTA_00 175263 EFTA01255858 Page 23 2009 N.J. Super. Unpub. LEXIS 487, * Expenses. Buyer and (Ostler each agrees to pay its own costs and expenses in connection with the transactions contemplated by this (ajgreement. including without limitation legal and accounting expenses and brokerage commissions. Seller has engaged a third party as a broker with respect to this transaction and Isleller is solely responsible fa any fees and commissions that are due with respect to the sale. My sales. transfer or similar taxes arising due to the transfers hereunder shall be paid by (*her. NSH agreed in Paragraph 10 of the March 2005 purchase agreement to indemnify Premier and hold it harmless from and against "any loss, costs, damages, or expense (including reasonable attorneys' fees)" arising from or relating to all liabilities or obligations of NSH, not specifically assumed by Premier, and for any damages resulting from any misrepresentation or breach of the agreement on behalf of NSH. Lastly, Paragraph 12b provided that "all representations, covenants, ['8] warranties and agreements contained in this Agreement shall survive the Closing." At a court ordered mediation proceeding, Cohen informed Neumann that in March 2005 NSH had sold its right to establish and operate the 185-slot ADHC facility and its trade name to Rosenberg. Plaintiff moved for leave to file an amended complaint to add Rosenberg as an additional defendant. On June 23, 2006, the trial court granted plaintiffs motion. On July 12, 2006, plaintiff filed its amended complaint, asserting a breach of contract claim against Rosenberg, contending that, contrary to the provisions of the confidentiality agreement, he negotiated directly with Cohen and did not protect plaintiff's brokers commission. Because Rosenberg resided out of State, plaintiff had difficulty effecting service of process. In early 2007, the court dismissed plaintiff's amended complaint as to Rosenberg pursuant to Rule 1:13-7(a). In the interim, the discovery period closed on March 6, 2007, and Rosenberg's New Jersey attorney agreed to accept service of the amended complaint and summons. In early April 2007, Rosenberg attempted to file his answer and cross-claim, but the pleading was returned with advice that before 9] the court would accept the answer for filing, plaintiff needed to reinstate the amended complaint. On or about April 24, 2007, plaintiff moved to reinstate the amended complaint. On May 11, 2007, an order was entered vacating the dismissal and granting Rosenberg leave to file his answer. On May 30, 2007, the court filed Rosenberg's answer nunc pro tunc as of May 11, 2007. On June 19, 2007, unaware that the discovery period had closed on March 6, 2007, Rosenberg served plaintiff and Cohen with interrogatories and a demand for production of documents. On June 28, 2007, plaintiff filed a second amended complaint, asserting that defendants had tortously interfered with its contractual rights and prospective economic advantage. Plaintiff also sought an injunction against Cohen, seeking to prohibit him from dissipating his assets pending judgment in the action. On September 18, 2007, after plaintiff and Cohen failed to answer the discovery requests, Rosenberg moved to dismiss the amended complaint and to suppress Cohen's cross- claim pursuant to Rule 4:23-5(a). Although no one objected, the court denied the motion, advising Rosenberg's counsel that the motion should have been filed prior to [90] the discovery end date, citing Rule 4:24-2, and that the matter was scheduled for trial on January 7, 2008. For internal use only SONY_GM_00064761 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027586 EFTA_00 175264 EFTA01255859 Page 24 2009 N.J. Super. Unpub. LEXIS 487, Unfortunately, Rosenberg neither formally moved for reconsideration nor for an extension of the discovery end date. Rather, Rosenberg's counsel only sent letters to the trial judge and Civil Division Case Manager, requesting that the judge reconsider the motion, contending that his client had only recently been joined in the action after the close of the discovery period, and that he would be prejudiced if forced to try the matter without discovery responses from either adversary. The trial court denied the requests. The matter proceeded to trial on January 7, 2008, with counsel waiving trial by jury. The only witnesses to testify were Neumann and Cohen. Although Rosenberg's counsel appeared at trial and cross-examined the witnesses, Rosenberg did not appear. During opening statements. Rosenberg's counsel informed the court that his discovery motion had been denied and that, other than receiving "some of the central documents in the case at the end of last week" from Cohen's attorney, he had not received discovery in the action. When asked by the court whether he was seeking an rig adjournment, Rosenberg's counsel stated: Well. I don't think it necessarily calls for an adjournment. But what I would ask is that . . . we have a couple of weeks to brief the issues in light of what will be. in effect, the discovery that we never received, which we're hearing for the first time at trial. I think that that would be fair to give is a couple of weeks before judgment is issued in this case to brief the issues. The court concurred, and the matter proceeded to trial with the court reserving decision, pending receipt of written summations. On February 8, 20O8, the trial court rendered an oral decision, rejecting as "completely unworthy of belief' Cohen's explanation for terminating plaintiff's engagement agreement. In entering judgment against Cohen, the court reasoned that Cohen's sending of the "letter of termination was an attempt by Cohen to evade the commission obligations to Neumann." The trial court made the following statement in support of its decision, holding Rosenberg and Cohen jointly and severally liable to plaintiff: In the final analysis, this [clout finds that defendants Cohen and Rosenberg concocted a transaction between themselves. which was intended to eliminate (121 a commission to Neumann. despite the obligation to do so. tinder the agreement between Neumann and Rosenberg. Rosenberg agreed not to contact the seller without the prior consent of the broker and to make all contacts with the seller through the broker. He further agreed not to enter into any agreement with the seller, unless that agreement provided for a brokerage commission. The parties are sophisticated businessmen who knew exactly what they were agreeing to do. And. in fact. the contact is designed by Neumann to prevent the very acts which defendants perpetrated. What is unconscionable here is the conduct of defendants. Concluding that defendants had attempted to misuse their limited liability companies to perpetrate a fraud on plaintiff, the court pierced the entities' corporate veils and entered judgment against Cohen and Rosenberg. The Moist will enter a judgment jointly and severally against Cohen and Rosenberg. personally, in the amount of 54.000. And I . . . set the damages at that amourC because there was . a contract that eventualy closed, and under the terms. that is the amount of damages. Lastly, the court dismissed all counterclaims and cross-claims of defendants. M 3] A confirming order was entered on February 25, 2008, entering judgment against Cohen and For internal use only SDNY_GM_00064762 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027587 EFTA_00 175265 EFTA01255860 Page 25 2009 N.J. Super. Unpub. LEXIS 487, Rosenberg "individually, jointly and severally" in the amount of $ 54,000, together with pre- judgment interest from March 1, 2005, in the amount of $ 7,289.28. II. A judgment shall not be overturned except where, after a careful review of the record and weighing of the evidence, the appellate court determines that "continued viability of the judgment would constitute a manifest denial of justice."' In re Adoption of a Child by P.F.R., 308 N.J. Super. 250, 255, 705 A.2d 1233 (App. Div. 1998) (quoting Baxter v. Fairmont Food Co.. 74 N.J. 588, 597-98, 379 A.2d 225 (1977)). We will not disturb the factual findings and legal conclusions of a trial court unless they are "so manifestly unsupported by or inconsistent with the competent, relevant and reasonably credible evidence as to offend the interests of justice."' Rova Farms Resort, Inc. v. Investors Ins. Co., 65 N.J. 474, 484, 323 A.2d 495 (1974) (citation omitted). Consequently, "the appellate court should exercise its original fact finding jurisdiction sparingly and in none but a clear case where there is no doubt about the matter." Ibid. "That the case may be a close one or that the trial ['lig court decided all evidence or inference conflicts in favor of one side has no special effect."' Czoch v. Freeman, 317 N.J. Super. 273, 283, 721 A.2d 1019 (App. Div.) (quoting State v. Johnson, 42 N.J. 146, 162, 199 A.2d 809 (1964)), certif. denied, 161 N.J. 149, 735 A.2d 574 (1999)). The rationale underlying this limited scope of appellate review is that "a trial judge's findings are substantially influenced by his or her opportunity to hear and see the witnesses and to get a 'feel' for the case that the reviewing court [cannot] enjoy." Twp. of W. Windsor v. Nierenberg, 150 N.J. 111, 132, 695 A.2d 1344 (1997). For this reason, credibility determinations are entitled to particular deference, because the trial judge has a superior perspective "in evaluating the veracity of witnesses." Id. at 132-33. However, the same level of deference is not required when we are reviewing a legal conclusion. Manalapan Realty, L.P. v. Twp. Comm. of Manalapan, 140 N.J. 366, 378, 658 A.2d 1230 (1995). It is against these principles that we consider plaintiffs arguments. Rosenberg argues in Point I that the trial court erred by denying his Rule 4:23-5(a) motion seeking to dismiss plaintiffs amended complaint and suppress Cohen's cross-claim for failure to answer discovery [15] requests. Rosenberg contends that the discovery period should have been automatically extended by the court for a period of sixty days on the filing of his answer and that the failure to do so "was tantamount to holding that [he] had no right to conduct discovery at all." Lastly, because the discovery period closed on March 6, 2007, several months prior to him filing an answer, Rosenberg asserts that he did not receive the benefit of court notice advising parties of the discovery end date, R. 4:36-2, depriving him of the opportunity to file for an extension of the discovery period. A review of the court's automated case management system discloses that the parties were originally granted 300 days of discovery and that an order was entered on December 6. 2006, extending the discovery end date to March 6, 2007. We agree with Rosenberg that on filing of his answer on May 11, 2007, "the scheduled discovery end date [should have been] extended for a 60-day period, unless reduced or enlarged by the court for good For internal use only SDNY_GM_00064763 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SONY-0027588 EFTA_00 175266 EFTA01255861 Page 26 2009 N.J. Super. Unpub. LEXIS 487, cause shown." R. 4:24-1(b). Here, it was not. 6 However, we deem the court's failure to automatically extend the discovery period for a period of sixty days harmless. While Rosenberg's [96] service of his discovery requests on plaintiff and Cohen would have occurred within such an extended discovery period, that extended discovery period would have expired on July 10, 2007. Accordingly, Rosenberg's motion to dismiss filed on September 18, 2007, would have been untimely. R. 4:24-2. 6 May 11. 2007. is also the day on which the court entered an order restoring the amended complaint under Rule 1:13-7(a) as to Rosenberg. We note that effective September 1. 2008. Rule 4:241(c) was amended to provide that on restoration of a complain under Rule 1:13-7(a). "the court shall enter an order extending discovery and specifying the date by which discovery shall be completed. The extension order may describe the discovery to be completed and such other terms and conditions as may be appropriate." Rosenberg contends that he never received notice of the discovery end date as required by R. 4:36-2. Although that is true, Rosenberg was not a party of the action when the discovery end date closed. Information concerning the discovery end date for civil cases filed in the Law Division are available to all litigants without formal notice by the court. For example, the discovery end date for rm civil cases may be found at http://www.judiciary.state.nj.us/acms/disc/CV0227W0E.ASP. Moreover, we consider Rosenberg's arguments in Point I moot. On the first day of trial, after his counsel informed the trial court that he had not received all discovery requested from his adversaries, the court asked counsel whether he was requesting an adjournment. Counsel informed the court that he did not want an adjournment, only time to file a brief addressing the legal issues post-trial. The court granted the relief requested. Rosenberg cannot now argue that he was prejudiced by the trial going forward without possessing all discovery documents he requested. Brett v. Great Amer. Recreation, 144 N.J. 479, 503, 677 A.2d 705 (1996) ("The doctrine of invited error operates to bar a disappointed litigant from arguing on appeal that an adverse decision below was the product of error, when that party urged the lower court to adopt the proposition now alleged to be error."). Rosenberg argues next that the trial court's determination that he is liable to plaintiff is not supported by credible evidence in the record. On the trial court's determination of liability, we conclude that Rosenberg's argument is without sufficient merit to warrant rill discussion in a written opinion. R. 2:11-3(e)(1)(E). However, Rosenberg's contention that the trial court erred in determining him liable for the full amount of pre-judgment interest has merit. The first-amended complaint was not filed until July 12, 2006, almost eighteen months after filing of the complaint. The amended complaint was subsequently dismissed as to Rosenberg on the court's motion pursuant to Rule 1:13-7(a), and it was not restored until May 11, 2007. Under Rule 4:42-11(b), the court may suspend pre-judgment interest in exceptional cases. Because the record fails to disclose whether the trial court considered the dismissal of the amended complaint and Rosenberg's late joinder in the case as exceptional circumstances to holding Rosenberg liable for the total amount of pre-judgment interest, we remand the matter to the trial court to reconsider pre-judgment interest as to Rosenberg only. See Allen v. Heritage Court Assocs., 325 N.J. Super. 112, 121, 737 A.2d 1158 (App. Div. 1999) (suspending pre- For internal use only SDNY_GM_00064764 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027589 EFTA_00 175267 EFTA01255862 Page 27 2009 N.J. Super. Unpub. LEXIS 487, judgment interest for the period during which a complaint had been dismissed when plaintiff failed to timely move for confirmation of an arbitration award). Lastly, defendant argues [19] that the trial court erred by dismissing his cross-claim against Cohen. We agree. In Rosenberg's answer, he asserted a cross-claim for contractual indemnification against Cohen based on the provisions contained in the March 2005 purchase agreement. Although Rosenberg did not testify at trial, the purchase agreement was admitted into evidence and acknowledged by Cohen. Because the trial court did not express its reasons for dismissing Rosenberg's cross-claim, R. 1:7-4(a), we are not able to perform a meaningful review and are left to conjecture as to what the trial court had in mind. See Salch v. Salch, 240 N.J. Super. 441, 443, 573 A.2d 520 (App. Div. 1990) ("[M]eaningful appellate review is inhibited unless the judge sets forth the reasons for his or her opinion."). Accordingly, we also remand the issue of Rosenberg's cross-claim for indemnification against Cohen for the trial court to reconsider. Affirmed in part; reversed in part; and remanded to the trial court for further proceedings consistent with this opinion. *** THIS DATA IS FOR INFORMATIONAL PURPOSES ONLY*" CONNECTICUT CIVIL CASE FILINGS PLAINTIFF: NEPTUNE, LLC DEFENDANT: MADISON TOWN OF FILING DATE: 5/29/2003 CASE NUMBER: CV030478100S COURT: New Haven JD at New Haven FILING TYPE: CIVIL CASE TYPE: TAXATION STATUS: JUDGMENT AFTER COMPLETED TRIAL TO THE COURT FOR THE DEFENDANT(S) DATE CLOSED: 6/2/2005 DATE RE-OPENED: 6/17/2003 COUNTY: New Haven STATE: CONNECTICUT For internal use only SDNY_GM_00064765 CONFIDENTIAL - PURSUANT TO FED. R.WN(F IDENTIAL DB-SDNY-0027590 EFTA_00 175268 EFTA01255863 Page 28 MADISON TOWN OF CV0304781005 FEDERAL REGISTER Vol. 68, No. 245 Notices DEPARTMENT OF COMMERCE (DOC) National Oceanic and Atmospheric Administration (NOAA) National Marine Fisheries Service (NMFS) V.D. 032801B] Magnuson-Stevens Act Provisions; Fishing Capacity Reduction Program; Crab Species Covered by the Fishery Management Plan for Bering Sea/Aleutian Islands King and Tanner Crabs 68 FR 71082 DATE: Monday, December 22, 2003 ACTION: Notice of qualifying bidders and voters. SUMMARY: NMFS issues this notice to inform the public of persons who prospectively qualify to bid, vote, or both in the fishing capacity reduction program for the crab species covered by the Fishery Management Plan for Bering Sea/Aleutian Islands king and tanner crabs. DATES: Comments may be submitted on or before January 21, 2004. ADDRESSES: Send comments about this notice to Michael L. Grable, Chief, Financial Services Division, National Marine Fisheries Service, 1315 East-West Highway, Silver Spring, MD 20910-3282. TAny person who wants to contact NMFS' Restricted Access Management Program (which issues crab species licenses) may do so at this address: Restricted Access Management Program, National Marine Fisheries Service, P.O. Box 21668, Juneau, AK 99802-1668. FOR FURTHER INFORMATION CONTACT: Michael L. Grable,(301) 713-2390. For internal use only SDNY_GM_00064766 CONFIDENTIAL — PURSUANT TO FED. R.QQN(F IDENTIAL DB-SONY-0027591 EFTA_00 175269 EFTA01255864 Page 29 68 FR 71082 SUPPLEMENTARY INFORMATION: I. General Section 144(d) of Division B of Public Law 106-554, as amended, authorized this fishing capacity reduction program. The program's objective is reducing harvesting capacity in the Bering Sea/Aleutian Islands crab fishery. This will help financially stabilize this limited-entry fishery and manage its fish. This is a voluntary program. In exchange for reduction payments, program participants will permanently relinquish their fishing licenses and their fishing vessels' catch histories and fishing privileges. The program's maximum cost cannot exceed $ 100 million. A 30-year loan will finance 100 percent of whatever the cost turns out to be. Future crab landing fees will repay the loan. In summary, the program will proceed as follows. NMFS will publish an invitation to bid in a Federal Register notification, along with a bidding form and terms of capacity reduction agreement. This notification will specify bid opening and closing dates. NMFS will mail a bidding package to each person then on the qualifying bidder list. Qualified bidders will bid, along with co-bidders where appropriate. NMFS will score each bid amount against the bidders past ex-vessel revenues during a bid scoring period. NMFS will, in a reverse auction, then accept bids whose amounts are the lowest percentages of the revenues. This will create reduction contracts. Next, NMFS will conduct a referendum about the loan repayment fees. The reduction contracts will become inoperable unless at least two thirds of the votes cast in this referendum approve the fees. If the referendum is successful, NMFS will publish a 30-day reduction payment tender notification in the Federal Register. Afterwards, NMFS will tender reduction payments and complete the program. NMFS published proposed program regulations on December 12, 2002 (67 FR 76329. It published final program regulations on December 12, 2003 (68 FR 69331. Interested persons should review these for further program details. The final regulations require NMFS to publish this notification before inviting bids. Any person who wants to comment about this notification may do so prior to January 21, 2004. Comments may address: (1) Persons who appear on a list but should not, (2) Persons who do not appear on a list but should, (3) Persons whose names and/or business mailing addresses are incorrect, and (4) Any other pertinent matter. NMFS will update the lists, as necessary, immediately before using them either for mailing invitations to bid or referendum ballots. Mailed invitations and ballots will be accompanied by NMFS' detailed bidding and voting guidance. For internal use only SDNY_GM_00064767 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027592 EFTA_00 175270 EFTA01255865 Page 30 68 FR 71082 The difference between the qualifying bidder list and the qualifying voter list is that the latter includes the holders of interim crab licenses and the former does not. NMFS based these lists upon the Restricted Access Management Program's crab license holder records for holders which meet the requirements of 50 CFR 679.4(k)(5) as well as the requirements of the program's final regulations. II. Qualifying bidder and voter lists (1) Qualifying bidder List: QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. 57 DEGREES NORTH, LLC3554 LLC EATTLE WA 98107 AIREDALE LLC LLC2275 , AK 99501 ALASKA BOAT COMPANY Mil SEATTLE, LLC2039 WA 98105 ALASKA CHALLENGER SEATTLE, LLC3667 L.L.C. WA 98105 ALASKA SEA, INC. LLC1607 EATTLE WA 98177-3153 ALASKA SEAFOOD LLC2187 NEWPORT. OR PRODUCERS, INC. 97365 ALASKAN BEAUTY, LLC LLC3301 KIRKLAND. WA ALEUTIAN BALLAD, INC. LLC3170 ENTRALIA. WA 98531 ALEUTIAN MARINER, LLC LLC3587 , SEATTLE. WA ALEUTIAN SHELLFISH, SEATTLE, LLC1971 INC. WA 98107 ALEUTIAN SPRAY LLC2095 FISHERIES. INC. , SEATTLE, WA For internal use only SONY_GM_00064768 CONFIDENTIAL - PURSUANT TO FED. R.COINE IDENTIAL DB-SDNY-0027593 EFTA 00175271 EFTA01255866 Page 31 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. 98107 ALEUTIAN SPRAY LLC2099 FISHERIES, INC. , SEATTLE, WA 98107 ALEUTIAN SPRAY LLC2097 FISHERIES, INC. , SEATTLE, WA 98107 ALEUTIAN SPRAY LLC2555 REVERSE LLC 1=1 AT ALEUTIAN SPRAY, LLC LLC3861 ,SEATTLE, WA 98109 AMATULI ENTERPRISES LLC2260 EDMONDS, WA 98020-1404 AMERICAN STAR & LLC3200 OWNERS BELLEV E WA 98006 AMERICAN WAY LLC1658 FISHERIES, INC. KODIAK. AK 99615 ANDRONICA, INC. LLC3809 SEATTLE WA 98155 ARCHIE GOULD , KING COVE, LLC3031 AK 99612 ARCTIC BARUNA, LLC SEATTLE, LLC2088 WA 98072 ARCTIC BARUNA, LLC SEATTLE, LLC2087 WA 98072 ARCTIC MARINER, LLC LLC3585 • SEATTLE, WA 98107 ARCTIC SUN FISHERIES, LLC2366 INC. , PORTLAND, OR For internal use only SDNY_GM_00064769 CONFIDENTIAL - PURSUANT TO FED. R.ctclINI(E IDENTIAL DB-SDNY-0027594 EFTA_00 175272 EFTA01255867 Page 32 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. 97236 ARCTIC VENTURES, INC SEATTLE, WA 98109 ARTHUR W. FOX , KODIAK, LLC1716 AK 99615 ATLANTICO. INC. , SISTERS, LLC2471 OR 97759 AUTUMN DAWN LLC1808 PARTNERSHIP GIKITig.726 BARBARA J LLC3824 PARTNERSHIP NW, SEATTLE WA 98107 BEAUTY BAY, INC. LLC3618 RICHMOND CA 94803 BELLA K OF SEATTLE, SEATTLE, LLC2020 LLC WA 98107 BERING FIVE, INC LLC4743 CASCADE LOCKS, OR 97014 BERING STAR, LLC SETTLE, WA 98107-0712 BERING STAR, LLC SEATTLE, WA 98107-0712 BIG BLUE FISHERIES LLC1766 CATHLAMET. WA 98612 BLUE ATTU, LLC LLC3974 , SEATTLE, WA 98109 BLUE BOATS CORP. LLC2093 NW , SEATTLE, WA 98107 BREKKAA FISHERIES. SEATTLE, LLC3278 INC. For internal use only SDNY_GM_00064770 CONFIDENTIAL - PURSUANT TO FED. R.ctralFhtE IDENTIAL DB-SDNY-0027595 EFTA_00 175273 EFTA01255868 Page 33 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. WA 98107 BRISTOL FIVE, INC. LLC1891 CASCADE LOCKS. OR 97014 BRISTOL MARINER, LLC LLC3579 , SEATTLE, WA 98107 BRUCE E. JOYCE LLC2701 PORTLAND OR 91202 CAPRICE, INC. LLC2753 FRIDAY HARBOR. WA 98250 CASCADE MARINER, LLC LLC3459 NW SEATTLE, WA 98107 CELTIC SEAS. INC. SEATTLE, LLC4860 WA 98107 CHARLES G. JOHNSON , KODIAK, AK LLC2058 99615 CHARLES G. JOHNSON , KODIAK, AK LLC3680 99615 CONTROLLER BAY, LLC3342 JOINT EDMONDS, VENTURE WA 98020 COREY K. WILSON , KING COVE, LLC3127 AK 99612 COUGAR INDUSTRIES, LLC2514 INC. NEWPORT OR 97365 COURAGEOUS NW, LLC1577 SEAFOODS SEATTLE WA 98107 DAR-JEN, INC. , KODIAK, LLC3093 AK 99615 DEBRA D, INC. , MOUNT LLC3850 VERNON, WA 98273 DECEPTION FISHERIES LLC3290 PETERSBURG, For internal use only SDNY_GM_00064771 CONFIDENTIAL - PURSUANT TO FED. R.CDFNI(E IDENTIAL DB-SDNY-0027596 EFTA 00175274 EFTA01255869 Page 34 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. AK 99833 DEEP SEA HARVESTER, LLC2888 INC. EVERETT. WA 98201 DENNIS DEAVER LLC1923 RI HM ND A 94803 DESTINATION, INC. ,SEATTLE, LLC3328 WA 98107 DIAMOND HEAD, INC. LLC1947 STE A, HOMER. AK 99603- 7714 DIAMONDBACK LLC1156 SEAFOODS, INC. ANCHORAGE. AK 99501 DIAMONDBACK LLC2345 SEAFOODS, INC. ANCHORAGE AK 99501 DIAMONDBACK LLC1380 SEAFOODS, INC. ANCHORAGE. AK 99501 DONA MARTITA LLC LLC2788 SHORELINE, WA 98133 EARLY DAWN LLC LLC3193 SOUTHWEST, EDM ND WA 98026 ELIZABETH F, INC. , KODIAK, LLC1274 AK 99615 ENTRANCE POINT. INC. LLC1782 LAHAINA. HI 96761 ERLA-N, LLC LLC2215 EATTLE WA 98177 ESTATE OF CARL A , KING COVE, LLC3484 KOSO AK 99612 EVENING STAR, INC. LLC3903 SEATTLE WA 98199 EVENING STAR, INC. LLC3905 SEATTLE, WA 98199 For internal use only SDNY_GM_00064772 CONFIDENTIAL - PURSUANT TO FED. R.CDFNI(E IDENTIAL DB-SDNY-0027597 EFTA_00 175275 EFTA01255870 Page 35 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. EXCELLER FISHERIES, LLC1314 INC. BELLINGHAM, WA 98227 F. JAMES KOCH LLC2742 LEWISTON, 1 FN AJ, LLC LLC3655 SEATTLE WA 98121 EN ARCTIC WIND, LLC LLC4010 SEATTLE, WA 98107 FN KATIE K & OWNERS LLC3687 EN KETA, INC. lila 98020 SEATTLE, LLC3632 FN LADY BLACKIE, LLC LLC1960 AN H RA E AK 99501 FN MAVERICK, LLC LLC3196 , ASTORIA, OR 71? FN NORTH WIND, INC. LLC1639 EATTLE WA 98103 FN PINNACLE, INC. LLC3356 3290 FN SEA ERN & OWNERS LLC3224 ARNATI N WA 98014 FN SEABROOKE LLC2925 ENTERPRISES, LLC MILTON-FREEWATER, OR 97862 FAIRWEATHER LLC1733 FISHERIES, INC. FAIRWEATHER LLC2943 FISHERIES, INC. NEWPORT, OR 97365 For internal use only SDNY_GM_00064773 CONFIDENTIAL - PURSUANT TO FED. R.ctIc)INE IDENTIAL DB-SDNY-0027598 EFTA_00 175276 EFTA01255871 Page 36 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. FANNINGS DENALI, INC. LLC3334 FRIDAY HARBOR WA 98250 FAR NORTH LLC1285 FISHERMEN, INC. NEW CASTLE WA 98059 FARWEST LEADER LLC2941 NW. PARTNERSHIP SEATTLE WA 98107 FIERCE ALLEGIANCE, LLC3472 LLC SOUTHWEST, EDMONDS, WA 98026 FLYING CLOUD TRIDENT SEAFOODS, LLC2206 PARTNERSHIP NW, EATTLE WA 98107 FOUR DAUGHTERS, INC LLC3383 MANKATO. MN 56001 FRANCIS M NW, LLC LLC4681 FRIDAY H WA 98250 FRANK MCFARLAND , NOME, AK LLC2770 99762 FURY GROUP, INC. LLC1539 7 FURY GROUP, INC. LLC2621 FURY GROUP, INC. LLC2540 EATTLE WA 98107 FY FISHERIES, INC. , NEWPORT, LLC2790 OR 97365 GENE E. WATSON LLC3297 CURTIS, WA 98538 GLACIER BAY LLC3733 FISHERIES, LLC For internal use only SONY_GM_00064774 CONFIDENTIAL - PURSUANT TO FED. R.ctIcANI(F IDENTIAL DB-SDNY-0027599 EFTA_00 175277 EFTA01255872 Page 37 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. KIRKLAND, WA 98033 GLEN EVANS LLC3382 CAMANO ISLAND, WA 98292 GOLDEN DAWN, LLC LLC3735 NW. SEATTLE. WA 98107 GOLDEN PISCES, INC. LLC3856 NEWPORT. OR 97365 GOLDEN SHAMROCK, LLC2063 INC. SEATTLE, WA 98199 GORDON E. GILES , SELDOVIA. LLC1434 AK 99663 GREAT WEST LLC1849 SEAFOODS, L P. SEATTLE. WA 98119 GULF WINDS LLC LLC3135 SEATTLE, WA 98119 GUNN SEA VENTURE, LLC3559 LLC SEATTLE. WA 98107-3726 GUNN-WIDING LLC3218 ENTERPRISES EDMONDS WA 98020 GUSTAFSON FISHERIES. , KODIAK, LLC3598 AK INC. 99615 HAERLING ENTERPRISES, INC. LLC3283 MILTON, WA 98354 HAL LEWIS DUTCH LLC3700 HARBOR AK 99692 HARLAN DEAN , STRYKER, LLC2808 For internal use only SDNY_GM_00064775 CONFIDENTIAL - PURSUANT TO FED. R.ctf;;?INE IDENTIAL DB-SONY-0027600 EFTA_00 175278 EFTA01255873 Page 38 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. MT 59933 HARVESTER LLC2326 ENTERPRISES, LLC [ , SEATTLE, WA 98109 HENRY W. STREICH LLC3705 LAKE FOREST PARK, WA 98155 HEUKER BROS., INC. LLC1814 CASCADE LOCKS. OR 97014 HEUKER BROS., INC. LLC3590 CASCADE LOCKS. OR 1 70'lL mi HIGHLAND LIGHT LLC3952 SEAFOODS LLC. E, SEATTLE, WA 98119 HJELLE ENTERPRISES, PO BOX 17012, SEATTLE, LLC3319 INC. WA 98127 HORIZON FISHERIES, N, LLC3844 LLC SEATTLE, WA 98107 HUSKY CO-OWNERS LLC3664 SEATTLE. WA 98105 ICELANDER, INC. KODIAK, LLC2874 AK 99615 ICICLE SEAFOODS, INC. LLC2351 diK THi 1A .1119 ICICLE SEAFOODS, INC. LLC2699 EATTLE. WA 98199 ICY BAY. INC. LLC1725 For internal use only SDNY_GM_00064776 CONFIDENTIAL - PURSUANT TO FED. R.cf1;NE IDENTIAL DB-SDNY-0027601 EFTA_00 175279 EFTA01255874 Page 39 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. SEATTLE. WA 98109 ILDHUSO FISHERIES, LLC1997 INC. SEATTLE WA 98109 INCENTIVE FISHERIES, KODIAK, LLC3249 LLC AK 99615 JAMES R. NIEMELA , HOMER, LLC2362 AK 99603 JEFF T. STEELE , KODIAK, LLC2762 AK 99615 JEFF T. STEELE , KODIAK, LLC2817 AK JOSE RAUL CASTILLO UNALASKA, LLC2570 AK 99685 JOSE RAUL CASTILLO , UNALASKA, LLC3527 AK 99685 K H COLBURN, INC LLC3657 REDM ND WA 98053 KARI MARIE FISHERIES, , LLC3553 LLC MUKILTEO WA 98275 KATRINA-EM, INC. KODIAK, LLC2778 AK 99615 KDS, INC. , SILVANA, LLC3716 WA 98287 KDS, INC. , SILVANA, LLC2775 WA 7 KENDRICK BAY LTD. SEATTLE, LLC3675 WA PARTNERS 98105 KENNETH M. SIMPSON LLC1279 ANCHORAGE, AK 99524- For internal use only SDNY_GM_00064777 CONFIDENTIAL - PURSUANT TO FED. R.Qc)FNI(E IDENTIAL DB-SDNY-0027602 EFTA_00 175280 EFTA01255875 Page 40 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. 0449 KEVIN SUYDAM , KODIAK, AK LLC3264 99615 KEVIN SUYDAM , KODIAK, AK LLC3337 99615 KEVIN SUYDAM , KODIAK, AK LLC5383 99615 KEVLEEN K, LLC I LLC3462 SEATTLE. WA 98199 KIRSTEN MARIE LLC1729 FISHERIES, LLC M KILTE WA 98275 KISKA SEA LLC3116 PARTNERSHIP NEWPORT OR 97365 KODIAK QUEEN, INC. LLC3879 SEATTLE WA 98177 KRISTIAN E. POULSEN LLC1863 ENT., INC. EATTLE WA 98107 KRISTIAN E. POULSEN LLC1885 ENT., INC. SEATTLE WA 98107 KRISTIAN E. POULSEN LLC1882 ENT., INC. EATTLE WA 98107 L.T.D., INC. , KODIAK, LLC1450 AK 99615 LABRADOR GROUP LLC2037 SEATTLE. m WA 9 ill ' = LADY HELEN LLC LLC3737 H RELINE WA 98133 LADY JOANNE, INC. ,SEATTLE, LLC2223 WA 98107 LANGESATER LLC2695 FISHERIES, INC. EATTLE WA 98177 LARRY J. SHAISHNIKOFF UNALASKA, LLC2007 AK 99685 LARRY O. HENDRICKS SEATTLE, LLC2546 WA 98107 For internal use only S0NY_GM_00064778 CONFIDENTIAL - PURSUANT TO FED. R.ctahl(E IDENTIAL DB-SONY-0027603 EFTA_00175281 EFTA01255876 Page 41 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. LIBERATOR FISHERIES, LLC3638 LLC , SEATTLE, WA 98107 LIGHTSHIP, INC. LLC3107 EDMONDS. WA 98020 LONGRICH , KODIAK, LLC1453 ENTERPRISES, AK INC. 99615 LUDGER , KODIAK, AK LLC2750 DOCHTERMANN 99615 MAR DEL SUD, LTD. KODIAK, LLC2646 AK MARCY J. INC. , KODIAK, LLC2279 AK 99615 MARGUN ENTERPRISES. LLC3629 LLC SEATTLE. WA 98109 MARK I, INC. LLC2638 rlEA -LE WA 811 MARK MARING II, INC. , STE LLC3954 212 EATTLE, WA 98109 MARWIN, INC. LLC1801 PETERSBURG, AK 99833 MATTHEW HEGGE , KODIAK, LLC2106 AK 99615 MATTSEN FISHERIES, , POULSBO, LLC2577 INC. WA 98370 MATTSEN FISHERIES, POULSBO, LLC3541 INC. WA 98370 MICHEAL K. KING , MAGNOLIA LLC3020 SPRINGS, AL 36555 MISTY BLUE, INC. NORTHERN LIGHTS LLC1485 For internal use only SDNY_GM_00064779 CONFIDENTIAL - PURSUANT TO FED. R.ctahl(E IDENTIAL DB-SDNY-0027604 EFTA_00 175282 EFTA01255877 Page 42 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. HAVEN, YAK TAT AK 99689 NEPTUNE, LLC , LLC2156 EATTLE WA 98121 NEWMAN FISHERIES, , KING COVE, LLC3922 INC. AK 99612 NINILICHIK LTD. , LLC3931 PARTNERSHIP ANCHORAGE AK 99515 NORDIC MARINE, INC. LLC3274 03 NORDIC MARINER, LLC LLC2309 SEATTLE, WA NORDIC STAR LLC2629 FISHERIES, INC. SPOKANE. WA 99206 NORDIC VIKING, LLC , SISTERS, LLC3989 OR 97759 NORQUEST SEAFOODS. LLC3331 INC. NW. SEATTLE WA 98107 NORQUEST SEAFOODS, LLC3698 INC. NW EATTLE WA 98107 NORQUEST SEAFOODS, LLC3696 INC. NW. EATTLE WA 98107 NORSEMAN FISHERIES, LLC1243 INC. SEATTLE. WA 98199 NORTH AMERICAN, INC. LLC3087 ATTLE •:1'7 NORTH PACIFIC, LLC LLC3256 , KIRKLAND, WA 98033 NORTHERN MARINER, LLC3581 LLC For internal use only SDNY_GM_00064780 CONFIDENTIAL - PURSUANT TO FED. R.ctaN(F IDENTIAL DB-SONY-0027605 EFTA_00 [7528.1 EFTA01255878 Page 43 68 FR 71082 QUALIFYING BIDDERS NAME MAILING ADDRESS NON-INTERIM CRAB LICENSE NO. , SEATTLE, WA 98107 NORTHERN ORION, INC. LLC3035 SEATTLE, WA 98109 NORTHPOINT FISHERIES , KODIAK, AK LLC2288 OBSESSION LIMITED LLC3934 N3. PARTNERSHIP ANCHORAGE AK 99515 OCEAN BALLAD, INC. LLC3195 ENTRALIA WA 98531 OCEAN BALLAD, INC. LLC3914 ENTRALIA WA 98531 OCEAN BALLAD, INC. LLC3916 CENTRALIA WA 98531 OCEAN FISHERIES, LLC LLC3945 LAKEWOOD WA 98499 OCEAN OLYMPIC LLC LLC3941 KIRKLAND. 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R.caN(E IDENTIAL DB-SDNY-0027624 EFTA_00 175302 EFTA01255897 Page 62 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. LLC EATTLE WA 98109 MARK F. DONOVICK LLC4875 WESTPORT, WA 98595 MARK I, INC. LLC2638 MARK MARING II, INC. LLC3954 MARWIN, INC. LLC1801 PETERSBURG. AK 99833 MATTHEW HEGGE KODIAK, LLC2106 AK 99615 MATTSEN FISHERIES, POULSBO, LLC2577 INC. WA 9837O MATTSEN FISHERIES, , POULSBO, LLC3541 INC. WA 98370 MELANIE, INC. , DEPOE LLC2763 BAY, MGF FISHERIES, INC. SEATTLE, LLC3295 WA 9 107 MICHEAL K. KING , MAGNOLIA LLC3020 SPRINGS. AL 36555 MISTY BLUE, INC. NORTHERN LIGHTS LLC1485 HAVEN, YAK TAT AK 99689 NEPTUNE, LLC , LLC2156 SEATTLE. WA 98121 NEW ERA PARTNERSHIP LLC3968 STE 9 EATTLE WA 98107 NEWMAN FISHERIES, , KING COVE, LLC3922 INC. AK 99612 NINILICHIK LTD. , LLC3931 PARTNERSHIP ANCHORAGE, AK 99515 For internal use only SDNY_GM_00064800 CONFIDENTIAL - PURSUANT TO FED. 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R.CQFN(F IDENTIAL DB-SDNY-0027626 EFTA 00175304 EFTA01255899 Page 64 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. PARTNERSHIP EATTLE WA 98107-3726 NUKA ISLAND, INC. , KODIAK, LLC3813 AK 99615 OBSESSION LIMITED LLC3934 N3. PARTNERSHIP ANCHORAGE. AK 99515 OCEAN BALLAD, INC. LLC3195 CENTRALIA WA 98531 OCEAN BALLAD, INC. LLC3914 ENTRALIA. WA 98531 OCEAN BALLAD, INC. LLC3916 CENTRALIA. WA 98531 OCEAN CAPE, LLC SEATTLE, LLC3644 WA 98107 OCEAN FISHERIES, LLC LLC3945 LAKEWOOD. WA 98499 OCEAN OLYMPIC LLC C/O FMS INC. M, KIRKLAND, WA 98O33 OCEAN STORM LLC3659 FISHERIES, MERCER INC. I II WA 98040 OCEAN VIKING LLC LLC1229 SW. LAKEWOOD. WA 98499 ODIAK MARITIME CORDOVA, LLC3061 AK 99574 OLUF K. VEDOY LLC1946 N H MI H WA 98290 OSTROM FISHERIES, , PRIEST LLC3646 INC. RIVER ID 83856 PAC MARINER, LLC LLC3583 NW SEATTLE, WA 981O7 PACIFIC DRAGGERS, , NEWPORT, LLC3494 INC. OR For internal use only SONY_GM_00064802 CONFIDENTIAL - PURSUANT TO FED. R.callE IDENTIAL DB-SONY-0027627 EFTA_00 175305 EFTA01255900 Page 65 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. 97365 PACIFIC RIM FISHERIES, LLC3230 INC. , BELLEVUE, WA 98004 PACIFIC STAR LLC4857 FISHERIES. LLC KIRKLAND. WA 98033 PAR-PAC, INC. LLC2252 OLYMPIA, WA 98503 PAUL GRONHOLDT LLC3384 POINT, AK 99661 PAVLOF, INC. LLC1740 SEATTLE. WA 98199 PENINSULA SALMON, LLC3401 INC. FRIDAY HARBOR, WA 98250 POINT FIVE, INC LLC1937 CASCADE LOCKS. OR 97014 POLAR SEA LLC1826 PARTNERSHIP SHORELINE, WA 98177- 3825 PORT LYNCH, INC. LLC5663 EATTLE, WA 98115 PROFS. FISHERMEN'S LLC3106 BELLINGHAM, ASSOC., INC. WA 98227 PROVIDER, INC. , KODIAK, AK LLC2781 99615 PROWLER, LLC LLC3682 PETERSBURG, Q & S ENTERPRISES, ,SEATTLE, LLC1817 INC. WA 98107 R.W. BARK CORP. LLC1994 LEAVENWORTH, WA For internal use only SDNY_GM_00064803 CONFIDENTIAL - PURSUANT TO FED. R.ctallE IDENTIAL DB-SDNY-0027628 EFTA_00I75306 EFTA01255901 Page 66 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. 98826 RAGNVALD SVINO LLC1391 SHORELINE WA 98177 RAINIER INVESTMENTS, LLC2170 EDMONDS. INC. WA 98020 RAINIER INVESTMENTS, LLC3417 EDMONDS, INC. WA 98020 RAINIER INVESTMENTS, LLC2172 EDMONDS. INC. WA 98020 RAYMOND L. BELLAMY LLC3338 HOMER. AK 99603 RELIANCE, INC. SEATTLE, LLC3333 WA 98107 RETRIEVER CO- . SEATTLE, LLC3669 OWNERS WA 98105-0030 RICHARD L. SHELFORD MILL LLC3091 CREEK WA 98082-2946 RICHARD NEWBY LLC1966 AN H RA E, AK 99517 ROBERT J. GUNDERSON , KODIAK, AK LLC1720 99615 ROBERT NEHUS LLC3010 UNALASKA. AK 99685 ROMANZOF FISHING LLC1579 COMPANY LLC EATTLE WA 98107 RONALD J. TENNISON LLC3114 BELLINGHAM, WA 98226 RONALD K. KECHTER , PORT LLC2195 ANGELES, WA 98362 RONALD PETERSON LLC3967 SEATTLE WA 98177 RONALD R. BRILL LLC3956 , SEATTLE, WA For internal use only SDNY_GM_00064804 CONFIDENTIAL - PURSUANT TO FED. R.cf:ANI(E IDENTIAL DB-SDNY-0027629 EFTA_00 175307 EFTA01255902 Page 67 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. 98107 RONDYS, INC. LLC3898 ISSAQUAH WA 98029 RONDYS, INC. LLC2884 ISSAQUAH WA 98029 ROY RASMUSSEN LLC3960 MILL CREEK, WA 98012 ROYAL AMERICAN LLC1754 FISHERIES, LLC SEATTLE WA 98119 ROYAL PACIFIC, LLC LLC1731 M KILTS WA 98275 ROYAL VIKING, INC. LLC2236 NW. SEATTLE. WA 98107 ROYAL VIKING, INC. LLC2625 NW, I EK I-LE WA 98107 ROYAL VIKING, INC. LLC2601 NW. SEATTLE WA 98107 RSD FISHERIES, LLC MILL LLC1973 CREEK WA 98082 RSD FISHERIES, LLC MILL LLC1975 REEK WA 98082 RUFF & REDDY, INC. , SISTERS, LLC3982 OR SAGAKA FISHING, INC. KODIAK, LLC2078 AK 99615 SAN JUAN SEAFOODS, LLC3742 INC BELLINGHAM, WA 98225 SAN JUAN SEAFOODS, LLC3750 INC BELLINGHAM, WA 98225 SAN JUAN SEAFOODS, LLC3757 INC BELLINGHAM, WA 98225 SANKO FISHERIES, LLC LLC3806 For internal use only SDNY_GM_00064805 CONFIDENTIAL - PURSUANT TO FED. R.callE IDENTIAL DB-SDNY-0027630 EFTA_00 175308 EFTA01255903 Page 68 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. EVERETT WA 98201 SCANDIES LTD LLC3336 PARTNERSHIP , SEATTLE, WA 98107 SEA FISHER LLC LLC3917 IILE EA G98107 SEA ROVER, LLC LLC3723 EDMONDS, 98020 SEA SPRAY, LLC LLC2289 SEATTLE, WA 98119 SEA STORM LIMITED , LLC1896 PARTNERSHIP SEATTLE WA 98103 SEVENTH SON, INC. LLC3930 KENMORE WA 98028 SHELIKOF MARITIME, SEATTLE, LLC2120 INC. WA 98107 SHISHALDIN, LLC LLC1734 SEATTLE. WA 98107 SIBERIAN SEA LLC3197 PARTNERSHIP NEWP RT. OR 97365 SILENT LADY, INC SEATTLE, LLC3326 WA 98107 SILVER SPRAY , SISTERS, LLC3984 SEAFOODS, OR LLC SITKIN ISLAND, INC. STE LLC3033 12 ATT E1,98109 SITKIN ISLAND, INC. , STE LLC5162 212. SEATTLE. WA 98109 SNOW KING, INC LLC3213 SPIRIT OF THE NORTH LLC1673 DR, FISHERIES. INC. NEWPORT. OR 97365 ST. GEORGE MARINE. LLC3379 INC. For internal use only SDNY_GM_00064806 CONFIDENTIAL - PURSUANT TO FED. R.CQFN(F IDENTIAL DB-SDNY-0027631 EFTA_00 175309 EFTA01255904 Page 69 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. KENMORE WA 98028 SULTAN, LLC LLC3848 SEATTLE. WA 98109 SUSITNA MARITIME, INC. , HOMER, AK LLC3457 99603 TAMARACK VENTURES, LLC3690 LLC KENT. WA 98O42 TEMPEST FISHERIES II, LLC4843 LLC SEATTLE, WA 98109 THOMAS G. ANGLIN C/O KONA KAI PUGET LLC3996 SOUND ACCOUNTING. SEATTLE. WA 981O9 THREE RIVERS, INC. OF LLC3670 ANACORTES BURLINGTON. WA 98233 TIME BANDIT, LLC HOMER, LLC1625 AK 99603 TIMOTHY J. KENNEDY C/O , LLC2818 , SEATTLE, WA 98109 TIMOTHY J. KENNEDY C/O , LLC3330 , SEATTLE, WA TODD HINER KODIAK, AK LLC3354 99615 TRIDENT SEAFOODS ATTN: ALASKA LLC2267 SUPPORT. CORPORATION NW, SEATTLE, WA 98107 TRIDENT SEAFOODS ATTN: ALASKA LLC3788 SUPPORT. CORPORATION NW, For internal use only SDNY_GM_00064807 CONFIDENTIAL - PURSUANT TO FED. R.cf;;41E IDENTIAL DB-SONY-0027632 EFTA_001753I0 EFTA01255905 Page 70 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. SEATTLE, WA 98107 TRIDENT SEAFOODS ATTN: ALASKA LLC2538 SUPPORT. CORPORATION SEATTLE, WA 98107 TRIDENT SEAFOODS ATTN: ALASKA LLC2515 SUPPORT. CORPORATION SEATTLE, WA 98107 TRIDENT SEAFOODS ATTN: ALASKA LLC2269 PP RT CORPORATION SEATTLE. WA 98107 TYNES ENTERPRISES, FN AMERICAN EAGLE LLC2544 INC. AND WNER SEATTLE, WA 98177 VESTERAALEN L.L.C. -, LLC3530 SEATTLE, WA 98119 VICTOR J. MULLEN PO BOX 2713, KODIAK, LLC1792 AK 99615 VIEKODA BAY, LLC , KODIAK, LLC3775 AK VIEKODA BAY, LLC , KODIAK, LLC3777 AK 99615 WAHL FISHERIES, LLC LLC3479 REEDSPORT OR 97467 WAHL FISHERIES, LLC LLC3557 REED P RT OR 97467 WARDS COVE PACKING SEATTLE, LLC3003 CO. WA 98105-0030 WESTERN MARINER, LLC2321 For internal use only SDNY_GM_00064808 CONFIDENTIAL - PURSUANT TO FED. R.ctclINE IDENTIAL DB-SDNY-0027633 EFTA_00I753I I EFTA01255906 Page 71 68 FR 71082 QUALIFYING VOTERS NAME MAILING ADDRESS INTERIM OR NON- INTERIM CRAB LICENSE NO. LLC NW 410 SEATTLE. WA 98107 WILLIAM C. WILLIAMS LLC3911 BELLINGHAM WA 98225 WILLIAM CHOQUETTE LLC3711 AN H RA E, AK 99501 WILLIAM R. RENFRO LLC3296 CATHLAMET. WA 98612 WILLIAM T. GILBERT LLC1906 BELLINGHAM, WINDANCE FISHERIES, LLC3191 INC. NEWPORT, OR 97365 WINDY BAY. INC. C/O PUGET SO LLC2061 ACCOUNTING EATTLE WA 98109 WIZARD FISHERIES, INC. LLC1481 EATTLE WA 98107 ZOLOTOI PARTNERSHIP , SITKA, AK LLC2920 99835 Authority: 5 U.S.C. 561, 16 U.S.C. 1801 et seq., 16 U.S.C. 1861a(b) through (e). 46 App. U.S.C. 1279f and 1279g, section 144(d) of Division B of Pub. L. 106-554, section 2201 of Pub. L. 107-20, and section 205 of Pub. L. 107-117 Dated: December 16, 2003. Rebecca Lent, Deputy Assistant Administrator for Regulatory Programs, National Marine Fisheries Service. [FR Doc. 03-31485 Filed 12-19-03; 8:45 am] BILLING CODE 3510-22-S For internal use only SDNY_GM_00064809 CONFIDENTIAL - PURSUANT TO FED. R.cti;;?FilE IDENTIAL DB-SDNY-0027634 EFTA 00175312 EFTA01255907