SETTLEMENT AND RELEASE AGREEMENT 

This Settlement and Release Agreement ("Agreement") is made by, between, and among 

the following undersigned parties: 

Federal Deposit Insurance Corporation as Receiver for Washington Mutual Bank 

("FDIC-R.") and Atlantic Home Loans, Inc. ("Atlantic") (individually, FDIC-Rand Atlantic may 

be referred to herein as "Party" and collectively as the "Parties"). This Settlement Agreement 

shall be effective as of the date last executed by any Party ("Effective Date"). 

RECI'fALS 

WHEREAS: 

Prior to September 25, 2008, Washington Mutual Bank ("WaMu") was a depository 

institution organized and existing under the laws ofNevada; 

On September 25, 2008, the Office of Thrift Supervision closed WaMu and, pursuant to 

12 U.S.C. § 1821(c), Federal Deposit Insurance Corporation 1vas appointed Receiver. In 

accordance with 12 U.S.C. § 182 l(d), FDIC~R succeeded to all rights, titles, powers and 

privileges ofWaMu, including those with respect to its assets; 

A.mong the assets to which FDlC-R succeeded were all ofWaMu's claims, demands, and 

causes of action against mortgage brokers that originated mortgage loans for WaMli; 

FDIC-R has asserted claims against Atlantic related to Atlantic's brokering and/or selling 

mortgage loans to WaMu (the "Claims"). Atlantic denies liability for the Claims; and 

The Parties deem it in their best interests to enter into this Agreement to avoid the 

uncertainty and expense of litigation; 

NOW, THEREFORE, in consideration of the promises, undertakings, payments, and 

releases stated herein, the sufficiency of which consideration is hereby acknowledged, the Parties 

agree, each with the other, as follows: 

SECTION I: .Payment to FDIC-R 

A. As an essential covenant ang condition to this Agreement, on or before September 

1, 2022, Atlantic shall pay FDIC-R the sum of one million two-hundred thousand dollars 
($1,200,000.00) ("the Settlement I'ayment"). The Settlement Payment shall constitute a debt due 

and owing the Federal Deposit Insurance Corporation, an agency ofthe United States, on the 

Effective Date. The debt shall be discharged by payment: in full to FDIC-R. 

R Atlantic shall deliver the Settlement Payment to FDIC-R by electronic fonds 

transfer pursuant to written instructions including a tax identification number to be provided by 

FDIC-R when it signs the Agreement. 

C. If FDIC-R does not receive the Settlement Payment in full on or before 

September 1, 2022, then Atlantic shall be in default of its payment obligations ("Default") and 

interest shall accme at the rate offive percent (5%) per annum or the rate calculated in 

accordance with 26 U.S .C. § 6621 ( a)(2), whichever rate is higher ("Default Interest Rate") on the 

unpaid total (Settlement Payment and accrued interest) until paid in full, and FDIC-R, in its sole 

discretion, shall have the right to: 

L Waive the Default and extend the period of time for the Settlement 

Payment 111 writing, including interest at the Default Interest Rate accming from 

the date determined by subsection A above. Any decision by FDIC-R to extend 

the tem1s ofthis Agreement or to accept a portion of the Settlement Payment shall 

not prejudice its rights to pursue relief under subsections 2 through 4 below at any 

time prior to receipt of the full Settlement Payment (including all accrued 

interest); 

2. Enforce this Agreement, in which event Atlantic agrees to exclusive 

jurisdiction and venue in the United States District Court in the District of 

Columbia, and to pay all ofFDIC-R's reasonable attorney's fees and costs 

expended in enforcing the terms of this Agreement. In such event, Atlantic waives 

and covenants not to plead, argue, or otherwise assert any defense, claim or 

counterclaim of any kind whatsoever except the defense of payment of the 

Settlement Payment, in part or in full, to an action or motion to enforce this 

Agreement; 

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3. Terminate the Agreement by declaring it null and void and institute an 

action on FDIC-R's claims. Atlantic further agrees to waive and covenant to not 

plead, argue, or otherwise assert any defense, claim or counterclaim of any kind 

whatsoever that did not exist or was otheIWise unavailable as of the Effective 

Date, except the defense of payment of the Settlement Payment, in part or in full; 

and/or 

4. Seek any other relief available to it in law or equity. 

SECTION H: Releases 

A, FDIC-R's Releases. 

Upon receipt of the Settlement Jlayment in full and except as provided in Section TLC., 

FDIC~R, for itself and its successors and assigns, hereby releases and discharges Atlantic and its 

employees, officers, directors, attorneys, successors, and assigns from any and all claims, 

dernands, obligations, damages, actions, and causes of action, direct or indirect, in law or in 

equity, belonging to the FDIC-R, that arise from or relate to, the Claims, 

B. Atlantic's Release. 

Effective simultaneously with the release granted in Section ILA. above, Atlantic, for 

itself and its successors and assigns, hereby releases and discharges FDIC-R, and its employees, 

officers, directors, attorneys, successors, and assigns from any and all claims, demands, 

obligations, damages, actions, and causes of action, direct or indirect, in law or in equity, that 

arise from or relate to, the Claims. 

C. BxoopJl!V:llifn;m1 Relemws by FDlC-R. 

1. Notwithstanding any other provision of this Agreement, FDIC, in any 

capacity, does not release, and expressly preserves fully and to the same extent as 

if this Agreement had not been executed, any claims or causes ofaction: 

a. Against Atlantic or 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 FDIC-R, WaMu, other financial 

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institutions, or any other person or entity, including without limitation any 

such claims acquired by FDIC-Ras successor in interest to WaMu or any 

person or entity other than WaMu; and 

b, Against any person or entity not expressly released by FDIC-R in 

this Agreement. 

2, Notwithstanding any other provision ofthis Agreement, nothing in this 

Agreement shall be construed or interpreted as limiting, waiving, releasing, or 

compromising the jurisdiction and authority of Federal Deposit Insurance 

Corporation in the exercise ofits supervisory or regulatory authority or to 

diminish its ability to institute administrative enforcement or other proceedings 

seeking removal, prohibition, or any other relief it is authorized to seek pursuant 

to its supervisory or regulatory authority against any person. 

3. Notv.1ithstanding any other provision ofthis Agreement, this Agreement 

does not purport to waive, or intend to waive, any claims that could be brought by 

the United States through the Department offostice, the United States Attorney's 

Office for any federal judicial district) or any other department or agency of the 

United States as defined by 18 U.S.C. § 6. In addition, FDIC-R specifically 

reserves the right to seek court~ordered restitution pursuant to the relevant 

provisions of the Mandatory Victims Restitution Act, 18 U.S.C. §§ 3322 and 3663 

et seq., if appropriate. 

SECTION III, '\Vaiver of Dividends and Proceeds from Litigation 

To the extent, if any, Atlantic is or was a shareholder of\VaMu or its holding company 

and by virtue thereof is or may be entitled to a dividend, payment, or other distribution upon 

resolution ofthe receivership of WaMu or proceeds in any litigation that has been or could be 

brought against Federal Deposit Insurance Corporation in any capacity or against the United 

States based on or arising out of: in whole or in part, the dosing of Watvlu, or any alleged acts or 

omissions by Federal Deposit Insurance Corporation in any capacity, the United States 

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goveroment, or any agency or department ofthe United States government in connection with 

WaMu, its conservatorship, or receivership, Atlantic hereby knowingly assigns to FDIC-R any 

and all rights, titles, and interest in and to any and all such dividends, payments, or other 

distributions, or proceeds. 

SECTION IV: Representations and Acknowledgements 

A. AuthorizedSignatories. All ofthe undersigned persons represent and Waffant that 

they are Parties hereto or are authorized to sign this Agreement on behalf of the respective Party, 

and that they have 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 Parties and 

their respective successors and assigns. 

B. ££1:1,§:ft of Counsel Each Party hereby acknowledges that it has consulted with 

and obtained the advice of counselprior to executing this Agreement, and that this Agreement 

has been explained to that Party by his or her counsel. 

SECTION V: Reasonable Cooperation 

The Parties agree to cooperate in good faith to effectuate all the terms and conditions of 

this Agreement, including doing, or causing their agents and attorneys to do, whatever is 

reasonably necessary to effectuate the signing, delivery, execution, filing, recording, and entry, 

of any documents necessary to perform the tenns of this Agreement. 

SECTION VJ; Other Matters 

A. No Admission ofLiability. The Parties each acknowledge and agree that the 

matters set forth in this Agreement constitute the settlement and compromise of disputed claims 

and defonses, that this Agreement is not an admission or evidence ofliability or infirmity by any 

of them regarding any claim or defense, and that the Agreement shall not be offered or received 

in evidence by or against any Party except to enforce its terms. 

B. Counterparts and Electronic Signatures, This Agreement may be executed in 

counterparts by one or more of the Parties and all such counterparts when so executed shall 

together constitute the final Agreement, as if one document had been signed by all Parties; and 

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each such counterpart, upon execution and delivery, shall be deemed a complete original, 

binding the Parties subscribed thereto upon the execution by all Parties to this Agreement. Any 

counterpart or other signature delivered by electronic mail shall be deemed for all purposes as 

being a good and valid execution and delivery of this Agreement by that Party, The Parties 

hereto fmther acknowledge and agree that this Agreement and other documents to be delivered 

under this Agreement may be signed and/or transmitted by e-mail or a ,pdf document or using 

electronic signature technology (e.g .. , via DocuSign, Adobesign, or other electronic signature 

teclmology), and that such signed electronic record shall be valid and as effective to bind the 

Party so signing as a paper copy bearing such Party's handwritten signature. The Parties further 

consent and agree that (i) to the extent a Party signs this Agreement uSing electronic signature 

technology, by clicking "SIGN", such Party is signing this Agreement electronically; and (ii) the 

electronic signatures appearing on this Agreement shall be treated, for purposes ofvalidity, 

enforceability and admissibility, the same as handwritten signatures. 

C. Choice of Law. This Agreement shall be interpreted, construed and enforced 

according to applicable federal law, or in its absence, the laws of District of Columbia. For 

purposes of construing this Agreement, this Agreement shall be deemed to have been drafted by 

all Parties to this Agreement and shall not, therefore, be construed against any Party for that 

reason in any subsequent dispute. 

D. Notices. Any notices required hereunder shall be sent by nationally recognized 

overnight delivery service (e.g. FedEx or UPS), and by email, to the following: 

If to the FDIC-R: 

Stuart T onkinson 

Federal Depos.it Insurance Corporation 

3501 Fairfax Drive 

Arlington VA 22226 

(214) 673-7549 

jton1dnson@fdic.gov 

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If to Atlantic: 

John R. Edwards, Jr. 

Price, Meese, Shulman & D'Anninio, P.C. 

50 Tice Boulevard, Suite 380 

Woodcliff Lake, N.J. 07677 

(201) 391-3737 

jedwards@pricemeese.com 

E. Entire ,.\gr&@:mentJLoo.Amend.ments. This Agreement constiiutes the entire 

agreement and understanding between and among the Parties concerning the matters set forth 

herein and supersedes any prior agreements or understandings, This Agreement may not be 

amended or modified, nor may any of its provisions be waived, except in writing signed by the 

Parties bound thereby, or by their respective authorized attorn.ey(s), or other representative(s). 

F. Titles and Cantkms. All section titles and captions contained in this Agreement 

are for convenience only and shall not affect the interpretation of this Agreement 

G. No Confidentialitv. The Parties acknowledge that this Agreement shall not be 

confidential and will be disclosed pursuant to Federal Deposit Insurance Corporation's 

applicable policies, procedures, and other legal requirements. 

IN WITNESS W1IEREOF, the Parties hereto have caused this A~rreement to be executed 

by each of them or their duly authorized representatives on the dates hereinafter subscribed, 

FEDERAL DEPOSIT INSU!LA.NCE CORPORATION AS 

RECEIVER FOR WASHINGTON !vfUTUAL BANK .--·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-· . 

Aug 9, 2022 I b6 i Date: By: '-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-· . TITLE: Counsel 

PRINT NAME: Stuart Tonkinson 

ATLAN.I.LC_HO.MRLO.A.l'31JLIN.C~.---·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-

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Atlantic Home Loans Settlement Agreement 

8-9-2022 

Final Audit Report 2022-08-09 

Created: 2022-08-09 

By: Shannon Mazepink (info@themrlg.com) 

Status: Signed 

Transaction ID: [_·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-· b 7 ( E )_·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-· i 

"Atlantic Home Loans Settlement Agreement 8-9-2022" History 

fl Document created by Shannon Mazepink (info@themrlg.com) 

2022-08-09 - 8:04:34 PM GMt________________ b7(_E) ·-·-·-·-·-·-·-·-·] 

Document emailed to jtonkinson@fdic.gov for signature 

2022-08-09 • 8:06:48 PM GMT 

'f.::l Email viewed by jtonkinson@fdie.gov 

2022-08·09 • 8:08:03 PM GMTj b7(E) : L--·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·· 

t:So Signer jtonkinson@fdic.gov entered name at signing as J.S. Tonkinson 

2022-08-09 - 9:21 :48 PM GMi._ ______________________ b 7 ( E)________________________ i 

Document e-signed by J.S. Tonkinson Gtonkinson@fdic.gov) 

Signature Date: 2022-08-09 - 9:21:49 PM GMT- Time Source: servei b7(E) : l--·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-·-

$ Agreement completed. 

2022-08-09 - 9:21 :49 PM GMT 

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