c. Express Reservations From Releases.

L Notwithstanding any other provision, by this Agreement, the FDIC does
not release, and expressly preserves fully and to the same extent as if the Agreement had not
been executed, any claims or causes of action:

a. against any other person or entity for liability, if any, incurred as
the maker, endorser or guarantor of any promissory note or indebtedness payable or owed by
them to the FDIC, the Bank, other financial institutions, or any other person or entity, inchiding.
without limitation any claims acquired by the FDIC as successor in interest to the Bank or any
person or entity other than the Bank;

b against amy person or entity not expressly released in this
Agreement;

eG. against Continental for any other losses, claims, demands,
obligations, damages, actions and causes of action, direct or indirect, in law or in equity, aside
from those arising from the Thomell Claim, for which coverage may be provided under the Bond
or any other Continental insurance policy issued to the Bank; and

d. which are not expressly released in Section [LA above.

2. Notwithstanding any other provision, by this Agreement, Continental does
not release, and expressly preserves fully and to the same extent as if the Agreement had not
been executed, any claims or causes of action against Thorell.

3. Notwithstanding any other provision, this Agreement does not waive any
claims or actions that could be brought by any agency or instrumentality of the United States

government other than the FDIC.



IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be execated
by each of them or their duly authorized representatives on the dates hereinafter subscribed.

FEDERAL DEPOSIT INSURANCE
CORPORATION, as receiver of Platinum Community

Bank.
(b)(6) Date: December 20 2012

By: |__
Title CDeray geez
Print Name_Ttoarag J. 0 Berea/

CONTINENTAL CASUALTY COMPANY

Date: +2012 By:

Title:

Print Name.

10


the Bond or any other insurance policy, This Agreement and its negotiation shall not be used as
evidence, or in any other manner, before any court or any proceeding to create, prove, of
interpret the obligations or alleged obligations of Continental under the Bond to any Party or
non-party to this Agreement; provided, however, the Parties may use the Agreement in any
manner as may be necessary to enforce the terms of the Agreement and/or to establish the fact of
payment by Continental to the FDIC.

B. Cooperative Drafting. The Parties to this Agreement have participated jointly in
the negotiation and preparation of this Agreement. Accordingly, each Party agrees not to assert
that the other Party is the sole or principal drafier of the Agreement. The Parties also agree not
to assert that any canon of construction applicable to sole or principal drafters should be applied
against any Party.

Lon Execution in Counterparts. This Agreement may be executed in counterparts by
one or more of the Parties named herein and all such counterparts when so executed shall
together constitute the final Agreement, as if one document had been signed by ail parties hereto;
and each such counterpart, upon execution and delivery, shall be deemed a complete original,
binding the party or parties subscribed thereto upon the execution by all parties to this
Agreement.

D. Binding Effect. Each of the undersigned persons represents and warrants that he
or she is duly authorized to sign this Agreement on behalf of the respective Party, and has the
full power and authority to bind such Party to each and every provision of this Agreement. This
Agreement shall be binding upon and inure to the benefit of the undersigned Parties and their
respective heirs, executors, administrators, representatives, directors, officers, employees, agents,

attorneys, successors and assigns.



SECTION Ill: Additional Covenants

A. Assignment. The FDIC hereby assigns and transfers to Continental, its successors
and assigns, to their use and benefit, all rights, claims and actions which the FDIC may have
against Thornell based upon or arising from acts or omissions committed by Thornell described
in the Thornell Claim, limited to the extent of the amount of the Settlement Funds. Excluded
from the scope of this assignment are any rights, claims and actions which the FDIC may have
against Thomell that would compensate the FDIC for any loss arising from the Thornell Claim
not covered by the Bond.

B. Confidential Materials. Continental may retain possession of any and all
documents produced to it by the FDIC in connection with the Thomell Claim; however,
Continental shall not publish such documents or disclose them to any other person except as may
be necessary in connection with any claim Continental may pursue against Thornell pursuant te
the assignment in Section ITI.A above or as may be permitted under that certain Confidentiality
Agreement entered by the FDIC and Continental, dated September 22, 2010 (the “Confidentiality
Agreement”). Upon the conclusion of any claim that Continental may pursue against Themell,
or if Continental decides not to pursue such a claim, Continental shall dispose of all documents
produced to it by the FDIC in connection with the Thornell Claim as provided under the
Confidentiality Agreement.

SECTION IV: Representations and Acknowledgments
4

A. No Admission of Li y. The undersigned Parties each acknowledge and agree

that the matters set forth in this Agreement constitute the settlement and compromise of a
disputed claim, and that this Agreement is not an admission or evidence of liability by either of

them regarding any claim nor is it intended to be, nor shall it be construed as, an interpretation of

 )


Ifto Continental: Timothy Markey, Esq.
Claim Director
CNA
1249 South River Road
Cranbury, NJ 08512
Telephone: (609) 860-2341

With a copy ta:

Edward J. Kirk

Clyde & Co US, LLP

405 Lexington Avenue, 16" Floor

New York, NY 16174

Telephone: (212) 710-3960
or to such other address as the recipient Party has specified by prior written notice to the sending
Party (or in the case of counsel, to such other readily ascertainable business address ag such
counsel may hereafter maintain), If more than one method for sending notice as set forth above

is used, the earliest notice date established as set forth above shal! control.
i. Choice of Law. This Agreement shall be interpreted, construed and enforced
according to applicable federal law, or in its absence, the laws of the State of Illinois.

1 Entire Agreement and Amendments. ‘This Agreement constitutes the entire

agreement and understanding between and among the undersigned parties concerning the matters
set forth herein. This Agreement may not be amended or modified except by another written
instrument signed by the Party or Parties to be bound thereby, or by their respective authorized

attorney(s) or other representative(s).

(b)6)


SETTLEMENT AND RELEASE AGREEMENT

This Settlement arid Release Agreement (“Agreement”) is made as of this day of
December, 2012, by, between, and among the following undersigned parties:

Federal Deposit Insurance Corporation, as receiver of Platinum Community Bank
FDIC”); and

Continental Casualty Company (Continental), as issuer of Community Financial

InstitutionsBend--Ne: (the “Bond”) to Platinum Community Bank (the “Bank”}

(individually, the FDIC and Continental may be referred to herein as “Party” and collectively as
the “Parties”),

RECITALS
WHEREAS:

Prior to September 4, 2009, the Bank was a depository institution organized and existing
under the laws of the State of Illinois.

On or about August 14, 2009, the Bank provided notice under the Bond of a purported
loss involving the embezzlement of funds by Theodore Thomell (“Thomelt”), a former branch
manager of the Bank’s Ocala, Florida office.

On September 4, 2009, the Bank was closed by the Office of Thrift Supervision and
pursuant to 12 U.S.C. § 1821(c), the FDIC was appointed receiver. In accordance with 12
U.S.C. § 1821(d), the FDIC as receiver succeeded to all rights, titles, powers and privileges of
the Bank, including those with respect to its assets.

On February 12, 2010, the FDIC. submitted a Proof of Loss to Continental in support of a

claim under the Bond alleging Thomell’s embezzlement of funds totaling $365,109.26 from the

(b)6)


IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed
by each of them or their duly authorized representatives on the dates hereinafter subscribed.

FEDERAL DEPOSIT INSURANCE
CORPORATION, as receiver of Platinum Community
Bank,

Date: ,» 2012

By:

Title:

Print Name.

CONTINENTAL CASUALTY COMPANY

f A
Ls 2012 By: —

SS

VEC

Date:

Title: fan EQTOP

Print Name hot Pros Y



BE. No Confidentiality, The Parties acknowledge and agree that this Agreement is a
public document that will need to be disclosed pursuant to 12 U.S.C. § 1821(s) and other

applicable laws and regulations.

F. Construction. The descriptive headings of this Agreement are for convenience

only and shall not affect the construction or interpretation of this Agreement.

G. Notices, If any Party gives notice to another Party under this Agreement, such
notice shall be () delivered personally, (ii) sent by Federal Express (or another recognized
overnight or two-day courier) requesting next or second business day delivery, or (iii) sent by
United States certified or registered mail, postage prepaid, return receipt requested. Any such
notice shall be deemed given when (i) so delivered personally, (ii) if sent by express courier, one
or two business days (as the case may be) following delivery to the courier, or {ili) if sent by
certitied or registered mail, three business days after the date of deposit in the United States mail

to the respective address of the Party as set forth below:

ito the FDIC: Thomas J. O’Brien
Counsel
Federal Deposit Insurance Corporation
3501 North Fairfax Drive
Arlington, VA 22226
Telephone: (703) 362-6414

With a copy to:

Randall D. Lehner

Ulmer & Berne, LLP

500 W. Madison, Suite 3600
Chicago, HL 60661
Telephone: (312) 658-6518



of their respective suecessers and assigns, shareholders, subsidiaries, officers, directors, and
employees, and their successors and assigns, hereby releases and discharges Continental, its
parents, shareholders, subsidiaries, affiliates and reinsurers, and their respective employees,
officers, directors, agents, representatives, successors and assigns, from any and all claims,
demands, obligations, damages, actions and causes of action, direct or indirect, in law or in
equity, statutory or non-contractual, known or unknown, suspected or unsuspected, fixed or
contingent, which are based upon or arising from acts or omissions described in the Thornell
Claim, including without limitation any claim with respect to the Thornell Claim that is based
upon, arising from or in any way connected with, relating to or concerning claims for, or
assertions of, extra-contractual Liability, “bad faith’? or unfair claims handling practices, or any
violations of similar statutory or common law provisions in any jurisdiction.

B. Release of FDIC by Continental.

Effective simultaneously with the release granted in Paragraph ILA. above, Continental,
for itself and its successors and assigns, and on behalf of its parents, subsidiaries, affiliates and
reinsurers, and their respective employees, officers, directors, agents, representatives, successors
and assigns, hereby releases and discharges the FDIC and the Bank, and each of their respective
shareholders, subsidiaries, officers, directors, employees, successors and assigns, from any and
all claims, demands, obligations, damages, actions, and causes of action, direct or indirect, in law
or in equily, statutory or non-contractual, known or unknown, suspected or unsuspected, fixed or
contingent, which are based upon or arising from acts or omissions described in the Thornell

Claim.



B. In the event that the Settlement Funds are not delivered in full to the FDIC by the
Payment Due Date, interest shall accrue on all unpaid amounts at the compound rate of 5% per
annum from such date until the date of payment in full.

EL In addition, in the event that all Settlement Funds are not received by the FDIC on
or before 30 days following the Payment Due Date, then the FDIC, in its sole discretion, shall
have the right at any time prior to receipt of all Settlement Funds (including all accrued interest)
to declare this Agreement nul! and void, shall have the right to extend this Agreement for any
period of dime until it receives all Settlement Funds (including all accrued interest), and/or shall
have the right to enforce this Agreement against Continental, which agrees to jurisdiction in the
United States District Court for the Northern District of Illinois in Chicago, Ilinois (the “Federal
District Court”), and farther agrees to pay all the FDIC’s reasonable attorneys’ fees expended in
enforcing Continental’s obligation to pay the Settlement Funds or any part of them. Any
decision by the FDIC to extend the terms of this Agreement or to accept a portion of the
Settlement Funds shall not prejudice the FDIC’s rights to declare this Agreement null and void if
it does not receive Settlement Funds on or before 30 days following the Payment Due Date or to
enforce the terms of this Settlement Agreement; provided however, that in the event the FDIC
declares this Agreement null and void, the FDIC will ret all amounts paid to it under this
Agreement by Continental. The Parties further agree to the jurisdiction of the Federal District
Court to resolve any other disputes related to the enforcement of the terms of this Agreement.

SECTION IL: Releases

A. Release of Continental by FDIC.

Effective upon payment by Continental of the Settlement Punds, together with any

accrued interest (as specified in Section LD above), the FDIC, for itself and the Bank, and each

ie)


Bank by making unauthorized transactions from the accounts of several depositors (the “Thomell
Claim”).

Following the submission of the Proof of Loss, Continental requested additional
information and documents from the FDIC in order to evaluate the Thornel] Claim. The FDIC
contends that it incurred expenses in searching for and providing the information and documents
requested by Continental.

The Parties would now like to resolve the Thornel] Claim under the Bond.

NOW, THEREFORE, in consideration of the promises, undertakings, payments, and
releases stated herein, the sufficiency of which consideration is hereby acknowledged, the

undersigned Parties agree, each with the other, as follows:

SECTION I: Payment te FDIC

A. The Recitals above are incorporated herein by reference.

B. As an essential covenant and condition to this Agreement, Continental agrees to
pay to the FDIC the sum of $301,107.04 (the “Settlement Funds”).

C. ‘Not later than ten business days following the execution of a signed original, or
signed originals in counterpart, of this Agreement by the undersigned Parties to this Agreement
(the “Payment Due Date”), the Settlement Funds shall be delivered to the FDIC by direct wire
transfer into the following designated account:

BANK: Federal Home Loan Bank of New York

ROUTING #:

FOR CREDIT TO: ational Liquidation Account
ACCOUNT #:

OBL FIN 10115; Platinum Community Bank, Rolling Meadows, IL, Contact: Thomas J.
O'Brien, 703-562-6414; Professional Liability (37100), DIF Fund