SCARINCI & HOLLENBECK, LLC 331 Newman Springs Road Building 3, Suite 310 Red Bank, NJ 0701-5692 P: 732-780-5590 / F: 732-695-8108 Joel N. Kreizman, Esq. Attorney 1.D. No. 269491971 Attorneys for Plaintiffs AFFORDABLE DENTURES — SUPERIOR COURT OF NEW JERSEY AUDUBON, MICHELLE AITKEN, DDS, | CHANCERY DIVISION: P.A.; AFFORDABLE DENTURES — | CUMBERLAND COUNTY VINELAND, MICHELLE AITKEN, DDS, | DOCKET NO. C-15-17 P.A.; and MICHELLE AITKEN, DD‘ Civil Action Plaintiffs, vs. CERTIFICATION OF i MICHELLE AITKEN, D.D.S. AFFORDABLE CARE, LLC, a North Carolina limited liability company, AFFORDABLE DENTURES DENTAL LABORATORIES, INC., a North Carolina Corporation, VINELAND CONSTRUCTION CO., a New Jersey Corporation, 800 BHP LLC, a New Jersey limited liability company, John Doe 1-100; and Jane Doe 1-100 Defendants. MICHELLE AITKEN, D.D.S.,of full age, does certify and state as follows: 1. Lama Plaintiff in the above matter and the owner of the entity Plaintiffs as well. 2. I make this Certification in reply to the submission on behalf of Defendants Affordable Care, LLC (“AC”) and Affordable Dentures Dental Laboratories, Ine. (“ADDL”). 3, T note that there has not been a certified statement from an officer of the Defendants stating any facts contrary to those in my verified complaint. 4. have been trying to work with AC on compliance and regulatory concerns since December 1, 2016 when I wrote AC an email titled “Update on Contract Due to NJ Laws” 4845-3870-7283, v.41(Exhibit A). | do own general dental offices that do not offer economy denture services. The offices have nothing to do with my regulatory and statutory concerns. In 2011, I bought the general dentistry offices in New Jersey after AC sent me a letter stating they were concémed with general dentistry services being offered at the practices as that could tarnish the Affordable Dentures mark (Exhibit X in the Complaint). ‘The Defendant submission states that I want to “take over Affordable’s locations” when AC is only supposed to be my business manager. 5. Defendants point out that that I am in error in stating that AC subleases my practice offices to my professional corporations. AC caused that error since AC entered into Jease assignments without any communication or notice to me, I do not know Dr. Mark Birner from Denver, Colorado. I have never met Dr. Bimmer. Dr. Bimer has never contacted me. I certainly did not know Dr. Bimer is my landlord. AC is still taking the real estate fee and the costs associated with the dental leases from my practice accounts. Apparently AC signed the agreement with Dr. Bimer on June 5, 2017. On July 6, 2017, when patients were being treated in the office, an ADDL agent entered my Audubon Dental Practice without notifying me ahead of time. The ADDL. agent stayed all day. I was upset about the unannounced visit and an AC corporate officer emailed me: “Please be advised that, under the Facility and Equipment Lease for Audubon, dated February 1, 2004, wwe have the right to enter the premises at all reasonable times to, amongst other things, examine them.” (Exhibit B). AC, based on ACs own assignment, bad no right to rely on the Facility and Equipment Lease. 6. Ihave been concerned that AC’s control of my dental practice leases violates certain laws in New Jersey, and I have been in communication with Doug Brown, AC’s Chief Executive Officer and Director regarding my concerns. Specifically, I emailed Mr. Brown about 4845-9870-7283, v.1 2NuJS.A. 45:6-19 concerns, Mr, Brown emailed me on February 15, 2017 (Exhibit C) writing both that AC had offered an assignment of the leases to my professional corporations and because of language in the First Amendment to the Management Services Agreement that I, through my PCs, was in control of the dental practices. As noted in the original pleadings, the purported assignment was a matter of form over substance, The language, moreover, that T am in control of the practices has been honored in the breach, Now AC has purportedly assigned the lease to a stranger, albeit with the same right of reversion in the assignment offered to me. Upon a more studied view of the assignment, the assignment is for 6 months ending in December 2017 and AC can cancel the assignment with 30 days notice. The “assignment” is another one of the Defendants fraudulent documents. 7. AC contends it has not threatened to terminate the management agreements/leases. That is not true. [ attach as Exhibit D a demand letter from Douglas Brown, dated August 7, 2017, entitled “Notice of Breach.” Mr. Brown sent four demand letters to me and my dental offices because I redacted some information from a personal letter I received from the New Jersey State Board of Dentistry regarding a patient who was not happy with the quality of dentures produced by ADDL laboratories (this patient was seen years ago in the office and ‘was happy with his dentures at that time). 1 made the redactions based on my understanding of the requirements of the New Jersey State Board of Dentistry. Further, on August 26, 2017, Mr, Brown sent me an email telling me that AC required my response to the Board inquiry and any further communications between the Board and me. 8. I felt threatened and intimidated by an attorney for AC, Donald Moody, when he strongly advised me against seeking guidance with the New Jersey State Board of Dentistry {4848-3870-7283,¥.1 3regarding my statutory and regulatory concems. There were other witnesses to this. This coupled with the in ferrorem clause, make me believe an injunction is needed. a Defendants point to invoices from outside dental labs and, thus, contend that I did not tell the truth about the exclusivity requirement. As Defendants well know, those invoices were for items not produced by ADDL labs so the exclusivity does not apply to those items per the agreements in place. 10. Defendants point to a purported offer to eliminate the exclusivity of ADDL labs. Asis often the case with Defendaits, they put words on paper that have no meaning. Despite my agreement with that proposal, that release of exclusivity never went into effect 11. If Defendants are, in fact, telling this Court that exclusivity requirements have ended, that is good news. As can be seen from the email attached as Exhibit E that I received from one of the practice’s dentists, I am not alone in saying the lab’s quality has diminished. 12. I note Defendants do not address the payments for revenue based bonuses they made without my approval, the advertisements for dentistry services placed without my approval, the management fees not related to fair market value, and the efforts to hire dentists for my offices. The bonuses, the management fees, and the unapproved advertisements put me in jeopardy with the New Jersey State Board of Dentistry. These are not just contract issues. [ certify the foregoing statements made by me are true, I am aware that if any of the foregoing statements made by me are willfully false, jam subject to punishment. MICHELLE AITKEN, D.DS Dated: November 4, 2017 |4845-3670-7283, v.1 4