of the undersigned Parties and their respective heirs, executors, trustees, administrators,

representatives, successors and assigns.

B. Advice of Counsel, Each Party hereby acknowledges that he, she, or it has consulted
with and obtained the advice of counsel prior 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, desivery, execution, filing, recording, and entry,
of any documents necessary to conclude the Action and to otherwise perform the terms of this
Agreement.

SECTION VE: Other Matters

A. No Admission of Liability. The undersigned Parties each acknowledge and agree that the
matters set forth in this Agreement constitute the settlement and compromise of disputed claims
and defenses, that this Agreement is not an admission or evidence of liability 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. Execution in Counterparts. 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 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.
Cc. 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 Ohio. D. Notices. Any
notices required hereunder shall be sent by registered mail, first class, return receipt requested,
and by email, to the following:

Ifto the FDIC-R: Paul Levin; Mortgage Recovery Law Group, 700 N. Brand Blvd.,


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 FOR AMTRUST BANK

Date: BY:
TITLE:
PRINT NAME:
HOMEBSYERS HNANCIAL LLC
(b)(6) \
Date: BAN \o BY:

TITLE: wee Vx ce hes
PRINT NAMES SS Suey WS eC RS



been executed, any claims or causes of action:

a Against the Settling Defendant 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, the Bank, other financial institutions, or any
other person or entity, including without limitation any such claims acquired by FDIC-R as

successor in interest to the Bank or any person or entity other than Bank; and

b. Against any person or entity not expressly released by the FDIC-R in this
Agreement.
2. Notwithstanding any other provision of this Agreement, nothing in this

Agreement shall be construed or interpreted as limiting, waiving, releasing, or compromising the
jurisdiction and authority of the Federal Deposit Insurance Corporation in the exercise of its
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. Notwithstanding any other provision of this 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 of Justice, 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, the FDIC-R specifically reserves the right to seek court-ordered restitution
pursuant to the relevant provisions of the Mandatory Victims Restitution Act, £8 U.S.C. §§ 3322
and 3663 et. seq., if appropriate.

SECTION IV: Representations and Acknowledgements

A. Authorized Signatories. All of the undersigned persons represent and warrant 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


Suite 830, Glendale, CA 91203; Telephone: (818) 630-7900; Email:

=

If to the Settling Defendant: Michael Joblove, Esq. and Jessica Erenbaum, Esq.,

Genovese Joblove and Battista, 100 Southeast Second Street, 44" Floor, Miami, FL 33131;

Telephone (305) 349-2300; Emaill ]

E. Entire Agreement and Amendments. This Agreement constitutes the entire agreement

and understanding between and among the undersigned 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 attorney(s}, or other representative(s).
F, Titles and Captions. All section titles and captions contained in this Agreement are for
convenience only and shall not affect the interpretation of this Agreement.

G. No Confidentiality. The undersigned Parties acknowledge that this Agreement shall not

be confidential and will be disctosed pursuant to the Federal Deposit Insurance

Corporation’s applicable policies, procedures, and other legal requirements.

[Continued on Page 7]


SETTLEMENT AND RELEASE AGREEMENT

This Settlement and Release Agreement (“Agreement”) is made by, between, and among
the following undersigned parties:

The Plaintiff Federal Deposit Insurance Corporation as Receiver for AmTrust Bank
(FDIC-R”); and Homebuyers Financial, LLC (the “Settling Defendant”) (individually, the
FDIC-R and the Settling Defendant may be referred to herein as “Party” and collectively as the
“Parties”).

RECITALS
\WHEREAS:

Prior to December 4, 2009, AmTrust Bank (“Bank”) was a depository institution
organized and existing under the laws of the United States;

On December 4, 2009, the Office of Thrift Supervision closed the Bank and pursuant to
12 U.S.C. § 1821(c), the Federal Deposit Insurance Corporation was appointed Receiver. In
accordance with 12 U.S.C. § 1821(d), the FDIC-R succeeded to all rights, titles, powers and
privileges of the Bank, including those with respect to its assets.

Among the assets to which the FDIC-R succeeded were the Bank's claims, demands, and
causes of action that are the subject of this Agreement.

On December 2, 2015, the FDIC-R filed a complaint for money damages against the
Settling Defendant (“Complaint”). This claim for damages is now pending in the United States
District Court for the Southern District of Florida in Federal Deposit Insurance Corporation as
Receiver for AmTrust Bank v. Homebuyers Financial, LLC Case No. 1:15-cv-62527 (“Action”).
The Settling Defendant has denied liability in the Action.

The undersigned Parties deem it in their best interests to enter into this Agreement to
avoid the uncertainty and expense of further litigation.

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:


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.

Date: _

Date:

FEDERAL DEPOSIT INSURANCE CORPORATION AS
RECEIVER FOR AMTRUST BANE.

(b)(6)

BY:

PRINT NAME:

HOMEBUYERS FINANCIAL, LLC

~


SECTION I: Payment to FDIC-R
A. As an essential covenant and condition to this Agreement, the Settling Defendant agrees
to pay the FDIC-R the sum of three hundred fifty thousand dollars ($350,000) (“the Settlement
Payment).
B. The Settling Defendant shall deliver the Settlement Payment to the FDIC-R by wire
transfer into an account designated by FDIC-R by notice to the attorneys for the Settling
Defendant or by certified or cashier’s check drawn upon a depository institution acceptable to
FDIC-R.
c. if the FDIC-R does not receive the Settlement Payment in full on or before the dates
determined by subsection A above, then the FDIC-R, in its sole discretion, shall have the right at
any time prior to receipt of the Settlement Payment in full (including all accrued interest) to:

I Extend the period of time for the Settlement Payment, including interest
accruing from the dates determined by subsection A above, through the date of payment
at a rate calculated in accordance with 26 U.S.C. § 6621(a)(2); or

2. Enforce this Agreement, in which event the Settling Defendant agrees to

jurisdiction in United States District Court for the Northern District of Ohio and to pay all of the
FDIC-R’s reasonable attorney’s fees and costs expended in enforcing the terms of this
Agreement; or

3. Terminate the Agreement and move to vacate any dismissal order, to
which the Settling Defendant agrees to consent and re-institute an action on the FDIC-R’s
claims. The Settling Defendant further agrees to waive any defense based on any statute
of limitations that would bar any of the FDIC-R’s claims and waive all objections,
defenses, claims or counterclaims, and covenant and agree not to assert any objections,
defenses, claims or counterclaims that did not exist or were otherwise unavailable as of
the date this Agreement was fully executed; and/or

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

w


Any extension of time under Section 1.C.1 for delivery of the Settlement Payment or
acceptance of a portion of the Settlement Payment shall not prejudice the FDIC-R’s rights to take
any of the actions set forth in Section J.C.2 through I.C.4 at any time prior to receipt of
Settlement Payment (including all accrued interest) in full.

SECTION II: Stipulation and Dismissal
Within ten business days after the fatter of (1) full execution of this Agreement by all of the
Parties, and (2) receipt of the Settlement Payment, plus any accrued interest, the FDIC-R shalt
file a stipulation of dismissal with prejudice, executed by the attorneys for all Parties hereto.
SECTION IE: Releases
A. The FDIC-R’s Releases.

Upon receipt of the Settlement Payment in full and except as provided in Section IILC.,
the FDIC-R, for itself and its successors and assigns, hereby releases and discharges the Settling
Defendant, Minto Communities, LLC, and their heirs, executors, trustees, administrators,
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, belonging to the FDIC-R, that
arise from or relate to the causes of action alleged in the Action.

B. The Settling Defendant’s Releases.

Effective simultaneously with the release granted in Section III.A. above, the Settling
Defendant, on behalf of itself, Minto Communities, LLC and their heirs, executors, trustees,
administrators, representatives, attorneys, successors, and assigns, hereby releases and discharges
the FDIC-R, and its employees, officers, directors, representatives, 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 causes of action alleged in
the Action.

Cc. Exceptions from Releases by FDIC-R.

1. Notwithstanding any other provision of this Agreement, the FDIC-R does

not release, and expressly preserves fully and to the same extent as if this Agreement had not

we