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009589.0024\4742718.2 SUPPLEMENTAL DECLARATION OF SUSAN L. 

UECKER IN SUPPORT OF MOTION FOR ORDERS 

1 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

Elizabeth Berke-Dreyfuss (Bar No. 114651) 

WENDEL, ROSEN, BLACK & DEAN LLP 

1111 Broadway, 24th Floor 

Oakland, California 94607-4036 

Telephone: (510) 834-6600 

Fax: (510) 834-1928 

Email: edreyfuss@wendel.com 

Attorneys for Susan L. Uecker, 

Receiver and Monitor 

UNITED STATES DISTRICT COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

SECURITIES AND EXCHANGE 

COMMISSION, 

Plaintiff, 

vs. 

SAN FRANCISCO REGIONAL CENTER, LLC; 

THOMAS M. HENDERSON; CALIFORNIA 

GOLD MEDAL, L.P.; CALLSOCKET, L.P.; 

CALLSOCKET II, L.P.; CALLSOCKET III, 

L.P.; COMPREHENSIVE CARE OF 

OAKLAND, L.P.; NA3PL, L.P.; WEST 

OAKLAND PLAZA, L.P.; CALLSOCKET, 

LLC; CALLSOCKET II, LLC; CALLSOCKET 

III, LLC; COMPREHENSIVE CARE OF 

CALIFORNIA, LLC; IMMEDIA, LLC; and 

NORTH AMERICA 3PL, LLC, 

Defendants, 

-andCALLSOCKET HOLDING COMPANY, LLC; 

CALLSOCKET III HOLDING COMPANY, 

LLC; BERKELEY HEALTHCARE 

DYNAMICS, LLC; CENTRAL CALIFORNIA 

FARMS, LLC; and JL GATEWAY, LLC, 

Relief Defendants. 

 Case No. 3:17-CV-00223-RS 

SUPPLEMENTAL DECLARATION OF 

SUSAN L. UECKER IN SUPPORT OF 

MOTION FOR ORDERS: (i) 

APPROVING COMMISSION 

AGREEMENT; (ii) SALE OF RUNWAY 

ASSETS TO ACTIVE NET, INC.; AND 

(iii) AND APPROVING AUCTION AND 

OVERBIDDING PROCEDURES FOR 

SALE 

Date: June 22, 2017 

Time: 1:30 p.m. 

Place: Courtroom 3 

 450 Golden Gate Ave., 17th Floor 

 San Francisco, CA 94102 

Judge: The Hon. Richard Seeborg 

 
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009589.0024\4742718.2 SUPPLEMENTAL DECLARATION OF SUSAN L. 

UECKER IN SUPPORT OF MOTION FOR ORDERS

2 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

I, Susan L. Uecker, declare: 

1. I am the duly appointed and acting Court appointed receiver (“Receiver”) for 

Defendants San Francisco Regional Center, LLC; California Gold Medal, L.P.; CallSocket, L.P.; 

CallSocket II, L.P.; CallSocket III, L.P.; NA3PL, L.P.; West Oakland Plaza, L.P.; CallSocket, 

LLC; CallSocket II, LLC; CallSocket III, LLC; Immedia, LLC; Comprehensive Care of Oakland, 

L.P.; Comprehensive Care of California, LLC; and North America 3PL, LLC, and Relief 

Defendants, CallSocket Holding Company, LLC; Central California Farms, LLC; and JL 

Gateway, LLC, and Berkeley Healthcare Dynamics, LLC (“Received Entities”). I make this 

supplemental declaration in support of my Motion for Orders: (i) Approving Commission 

Agreement; (ii) Approving Sale of Runway Assets to Active Net, Inc.; and (iii) Approving 

Overbidding and Auction Procedures for Sale (“Motion”). 

2. On May 31, 2017, I filed a declaration in support of the Motion which appears on 

the docket as Docket No. 157. Attached as Exhibit C to my declaration is a true and correct copy 

of the Asset Purchase Agreement with Active Net, Inc. Attached as Exhibits B and C to the Asset 

Purchase Agreement were the lists of Member Agreements and Partner Agreements, respectively, 

to be sold and transferred as part of the sale of Runway Assets to Active Net, Inc. or such other 

qualified and successful Overbidder. After the execution of the Asset Purchase Agreement, it was 

discovered that Exhibits B and C contained errors, and so the parties executed a First Amendment 

to the Asset Purchase Agreement, which was included in the Exhibit C to my declaration. 

3. After the filing of the Motion, the parties discovered additional errors in Exhibits B 

and C, which necessitated the preparation of a Second Amendment to Asset Purchase Agreement. 

The Second Amendment to the Asset Purchase Agreement is attached hereto as Exhibit A. The 

Second Amendment to the Asset Purchase Agreement has added additional Member clients to 

Exhibit B that were not reflected in the original and amended Exhibit B. The Second Amendment 
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009589.0024\4742718.2 SUPPLEMENTAL DECLARATION OF SUSAN L. 

UECKER IN SUPPORT OF MOTION FOR ORDERS

3 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

to the Asset Purchase Agreement has been placed in the Data Room and provided to all parties 

who have expressed an interest in bidding at the auction. 

I declare under penalty of perjury under the laws of the United States of America that the 

foregoing is true and correct and that this declaration was executed on June 13, 2017, in San 

Francisco, California. 

/s/ Susan L. Uecker 

 Susan L. Uecker