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, 18 U.S.C. §§ 3322
and 3663 et. seq., if appropriate.

SECTION IV: Representations and Acknowledgements

A. Authorized Signatories. Each of the undersigned persons represents and warrants
that he or she is authorized to sign this Agreement on behalf of the respective Party, and that he
or she 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 each of the
undersigned Parties and its respective administrators, representatives, successors, and assigns.

B. Advice of Counsel, Each Party hereby acknowledges that 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 its counsel.

SECTION V;: Reasonable Cooperation

A. 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 conclude the Action and to otherwise perform the
terms of this Agreement.

SECTION VI: 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, and that this Agreement is not an admission or evidence of liability by

either of them regarding any claim.

uw

Settlement and Release Agreement



G. No Confit
shall not be confidential

Corporation’s applicabl

IN WITNESS

by their duly authorized

Date:

dentiality. The undersigned Parties acknowledge that this Agreement
and will be disclosed pursuant to the Federal Deposit Insurance

policies, procedures, and other legal requirements.

HEREOF, the Parties hereto have caused this Agreement to be executed

representatives on the dates hereinafter subscribed.

FEDERAL DEPOSIT INSURANCE CORPORATION AS
RECEIVER FOR FOUNDERS BANK

BY:

TITLE:

PRINT NAME:

JO JO REAL ESTATE ENTERPRISES, LLC, D/B/A
PROPERTY VALUATION SERVICES

Settlement and Release A,

BY:

TITLE: Mimbe
PRINT NAME: Naceg Ashina

‘eement 7



FDIC-R, that arise from or relate to the causes of action alleged in the Action, including without
limitation the causes of action alleged in the Action and any complaints or grievances to any board
or agency that has professional licensing or certification authority in the State of Illinois.

B. Release by the Settling Defendant.

Effective simultaneously with the release granted in Section IILA, the Settling Defendant,
on behalf of itself individually, and its administrators, representatives, successors, and assigns,
hereby releases and discharges the FDIC-R, and its 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, that arise from or relate to the causes of action
alleged in the Action.

c, 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
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 it 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 administrative

enforcement action.

Settlement and Release Agreement 4



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.

c. 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.

D. Notices. Any notices required hereunder shall be sent by registered mail, first
class, return receipt requested, and by email, to the following:

If to the FDIC-R:

Richard J. Landau

RJ Landau Partners PLLC
5340 Plymouth Rd., Ste. 200
Ann Arbor, MI 48105

If to the Settling Defendant:

Michael P. Tone

Kimberly E. Blair

Wilson Elser Moskowitz Edelman & Dicker LLP
55 West Monroe Street - Suite 3800

Chicago, IL 60603-5001

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

agreement and understanding between the undersigned Parties concerning the matters set forth
herein. 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 shal] not affect the interpretation of this Agreement.

Settlement and Release Agreement 6



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 Founders Bank

(“FDIC-R”) and Jo Jo Real Estate Enterprises, LLC, d/b/a Property Valuation Services

(“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 July 2, 2009, Founders Bank (“Bank”) was a state-chartered nonmember
depository institution operating in the State of Illinois.

On July 2, 2009, the Illinois Department of Financial and Professional Regulation closed
the Bank and the Federal Deposit Insurance Corporation was appointed Receiver pursuant to 12
ULS.C. § 1821{(c). 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 certain of the Bank’s claims,
demands, and causes of action against appraisers.

On June 29, 2012, the FDIC-R filed a complaint for money damages against the Settling
Defendant. This claim for damages is now pending in the United States District Court for the
Northern District of Illinois in Federal Deposit Insurance Corporation as Receiver for Founders
Bank v. Chicago Title Insurance Company, Chicago Title and Trust Company, and Jo Jo Real
Estate Enterprises, LLC, d/b/a Property Valuation Services, Case Number 12-cv-05198
(“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.

Settlement and Release Agreement 1



G. No Confidentiality. The undersigned Parties acknowledge that this Agreement

shal] not be confidential and will be disclosed pursuant to the Federal Deposit Insurance

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

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed

by their duly authorized representatives on the dates hereinafter subscribed.

FEDERAL DEPOSIT INSURANCE CORPORATION AS
RECEIVER FOR FOUNDERS BANK

om Af

Date:

Settlement and Release Agreement

BY:

TITLE: Sew ior Promen
PRINTNAME: (dob “IY, Rogers

JO JO REAL ESTATE ENTERPRISES, LLC, D/B/A
PROPERTY VALUATION SERVICES

BY:

TITLE:

PRINT NAME:



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 T: Payment to FDIC-R

A. As an essential covenant and condition to this Agreement, the Settling Defendant
agrees to pay the FDIC-R the total sum of Five Hundred Thousand Dollars ($500,000.00)
(“Settlement Payment”).

B. Within fifteen (15) calendar days following the date that this Agreement is fully
executed, the Settling Defendant shall file a motion in the Action for a good faith finding as to
the settlement agreed to by the Parties in this Agreement. FDIC-R will not object to the Settling
Defendant’s motion for a good faith finding.

Cc. Within fifteen (15) calendar days following the date that the Court grants the
Settling Defendant’s motion for a good faith finding described in subsection B, the Settling
Defendant shall deliver the Settlement Payment by check made payabie to “RJ Landau Partners
Client Trust Account” on behalf of FDIC-R. If the Court refuses to enter a good faith finding as
to the settlement agreed to by the Parties in this Agreement, this Agreement shall be null and
void.

D. In the event that the Settlement Payment is not delivered to the FDIC-R (or its
counsel) as required by subsection C, interest shall accrue on all unpaid amounts at the rate of
5% per annum from the date that payment was required by subsection C until the date of
payment.

E. If the FDIC-R does not receive the Settlement Payment in full on or before the
date determined by subsection C 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:

1. Extend the period of time for the Settlement Payment, including interest

accruing from the date determined by subsection C above, through the date of payment; or

wv

Settlement and Release Agreement



2. Enforce this Agreement, in which event the Settling Defendant agrees to
jurisdiction in United States District Court in the Northern District of Illinois; or

3, Declare the Agreement null and void, 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 agree 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.

Any extension of time under Section LE.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 L.E.2, LE.3, or LE.4 at any time prior to receipt of
Settlement Payment (including all accrued interest) in full.

SECTION II: Stipulation and Dismissal

After this agreement has been signed by all Parties and the Court has issued the good
faith finding specified in Section I.B., then within ten (10) business days after receipt by the
FDIC-R or its attomeys of the Settlement Payment plus any accrued interest, the attorneys for the
FDIC-R and the Settling Defendant shall execute a stipulation of dismissal of the Action with
prejudice, which shall then promptly be filed in the Action by the attorneys for FDIC-R.

SECTION IIT: Releases

A. Release by FDIC-R.

Upon receipt of the Settlement Payment in full and except as provided in Section JILC.,
the FDIC-R, for itself and its successors and assigns, hereby releases and discharges the Settling
Defendant and its insurers, employees, officers, directors, representatives, partners, heirs,
executors, administrators, 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

we

Settlement and Release Agreement