RELEASE AN_Q SE'LTL_EMENT AGREEMENT 

This Agreement is made and entered into on the date ofthe last signature below 

between FEDERAL DEPOSIT INSURANCE CORPORATfON, in its capacity as 

Receiver for lNDYMAC BA.'\/K (hereinafter referred to as "FDIC") and CAROL ZHANG 

("Carol Zhang"), and is made with reference to the following facts: 

WHF,REAS, a dispute has existed between FDIC and Carol Zhang; and 

WHEREAS, FDIC and Carol Zhang desire to compromise, terminate and settle the 

matter entitled Federal Deposit Insurance Corporation v. James Bert Coker, et al., United 

States District Court Northern District ofCalifornia, Case No. CV 09-3732 WHA (hereinafter 

the "subject civil action"). 

NOW THEREFORE, in consideration ofthe mutual covenants herein contained 

and concurrently with the execution hereof, the parties hereto, agree as follows: 

(b)(6) 1. Carol Zhang shall execute the attached Stipulation for Judgrnent (Exhibit "A" 

hereto) and shall pay to FDIC the sum ofTwo Hundred Thousand Dollars ($200,000.00). 

Provided that Carol Zhang docs not interfere with the benefits to which Pl · · · entitled under 

Plaintiffs agreement with co--defendants --------- and 

provided that Carol Zhang pays the sum of Four Thousand Dollars ($4,000.00) upon execution 

ofthis Agreement and seven monthly payments of not less than Five Hundred Dollars ($500.00) 

and without default on the first day of each and every month beginning February 1, 2010, the 

FDIC agrees to accept the sum ofSeven Thousand Five Hundred Dollars ($7,500.00) in full and 

complete satisfaction ofthe Stipulation for Judgment (Exhibit "A") and shall waive any right to 

collect any additional sums from Carol Zhang. 

2. Upon receipt offull payment from Carol Zhang as set forth in paragraph I herein 

above, FDIC shall cause its attorneys to execute and file a Request for Dismissal with prejudice 

ofthe subject civil action as to Carol Zhang only. Upon receipt offull payment from Carol 

Zhang, all liens shall be released, including the lien filed in Contra Costa County on October 29, 

2009, Document No. 2009-07-0258811-00, as to Carol Zhang only. 

3. Each party to this Agreement shall bear all its costs, expenses and attorney's fees 

incurred in connection with the subject civil action. No party shall have the right to seek 

reimbursement for any such costs, attorney's fees or expenses from any other party hereto. 

4. This Agreement shall not be assignable by Carol Zhang and shall be binding 

upon and inure to the benefit ofeach party, its successors in interest and any assignee ofthe 

FDIC. 

5. This Agreement is made only for the benefit ofthe parties hereto and their valid 

successors and assignees, and is not intended to confer any rights or benefits whatsoever upon 

persons or entities who are not parties to this Agreement and in particular no rights or benefits 
are conferred on James Bert Coker. Nothing contained herein shall be deemed a partial or full 

satisfaction ofthat certain Judgment entered in the subject civil action (Exhibit "B" hereto). 

6. Carol Zhang hereby expressly and fully releases, acquits and forever discharges 

the FDIC, together with the FDIC's agents, employees, affiliates, officers, directors and 

shareholders, attorneys, insurnnce companies, servants, assigns, predecessors, successors, heirs. 

executors and administrators (all ofthe foregoing persons and entities hereinafter collectively 

referred to as the "Releasees") of and from any and all claims, debts, liabilities, liens, actions, 

causes of action, demands, rights, damages, costs, losses ofservices, expenses, attorney's fees 

and compensation of every nature, character and description which each party now holds or has 

or at any time held or may hereafter hold against the Releasees on account of or in any way 

arising out of any or all known or unknown, foreseen and unforeseen, injuries, damages, lost 

profits and consequences thereof resulting from or in any way arising out of any and all subject 

matter including but not limited to the allegations ofthe Complaint in the subject civil action, 

7. This Agreement constitutes a compromise and settlement of claims which are 

denied and contested and nothing in the Settlement, this Settlement Agreement, or any document 

referred to herein, nor any act (including, but not limited to, the execution ofthis Settlement 

Agreement and/or the payment ofthe consideration for this Settlement Agreement) of any party 

hereto, nor any transaction occurring between any parties hereto prior to the date hereof, is or 

shall be treated, construed or deemed as an admission by any party hereto of any liability, fault, 

responsibility or guilt of any kind to any other party hereto or to any person, as to any allegation 

or claim in the subject civil action or otherwise, for any purpose whatsoever, all such liability, 

fault, responsibility and guilt of any kind being expressly denied by the parties. 

8. Carol Zhang waives any and all rights against the FDIC and Releasees under 

§1542 ofthe California Civil Code which provides 

"A general release docs not extend to claims which the creditors does not know 

or suspect to exist in his or her favor at the time of executing the release, which if 

known by him or her must have materially effected his or her settlement with the 

debtor." 

9. Each party hereto represents and warrants to the other pru1ics that none of them 

have heretofore assigned or transferred, or purported to assign or transfer, to any person or entity, 

any claim, demand, damage, debt, liability, obligation, account, reckoning, cost, expense, lien, 

action or cause of action, or any part or portion thereof which in any way relates or pertains to 

the subject civil action, Each party hereto does jointly and severally agree to indemnify and hold 

hannless all of the other parties hereto against any claim, demand, debt, liability, account, 

reckoning, obligation, cost, damage, expense, lien, action or actions (including the payment of 

attorneys' fees and costs actually incurred, whether or not litigation be commenced), based on or 

arising out of or in connection with any such transfer or assignment or purported or claimed 

transfer or assignment. 

10. Neither this Agreement nor any provision ofthis Agreement may be modified or 

waived in any way, except by an agreement in writing signed by each ofthe parties hereto, 

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consenting to such modification or waiver. 

11. All parties hereto do hereby acknowledge and agree that they have been 

represented by independent counsel oftheir own choice throughout all negotiations which 

preceded the execution ofthis Agreement, and that they have executed this Agreement with the 

consent and upon the advice ofsaid independent counsel. 

12. This Agreement may be pleaded as a full and complete defense to, and the parties 

hereby consent that it may be used as the basis for an injunction against, any action, suit or other 

proceeding based on claims released by this Agreement. 

13. Whenever in this Agreement the context may so require, the masculine gender 

shall be deemed to refer to and including the feminine and neuter, and the singular to refer to and 

include the plural, and vice versa. 

14. This Agreement may be executed in one or more counterparts, each ofwhich shall 

be deemed an original, and all ofwhich shall constitute one and the same instrument. Signature · 

by facsimile is acceptable, and by transmitting such facsimile signatures, the parties each 

represent and warrant thereby that they will promptly, upon request, transmit the original to the 

other party hy mail, messenger or overnight courier to the other party provided, however, that 

failure to do so will not affect the enforceability ofthis Agreement. 

15. This Agreement constitutes the entire Agreement between the parties hereto and 

the terms ofthis Agreement are contractual and arc not mere recitals. Each party to this 

Agreement acknowledges that no representations, inducements, promises, or agreements have 

been made by or on behalfof any party except those covenants and agreements embodied in this 

Agreement. 

16. All questions with respect to the construction or interpretation ofthis Agreement 

and the rights and liabilities ofthe parties hereto shall be governed by the laws ofthe State of 

California. This Agreement shall be deemed to have been executed in San Francisco County, in 

the State ofCalifornia. In the event of any dispute or claim in law or equity arising between the 

parties regarding this Agreement or any resulting transaction, the parties agree that venue for 

such action will be in the Superior Court ofSan Francisco County, California. 

17. In the event that any action, motion, or other proceeding is brought to enforce the 

terms ofthis Agreement, the prevailing party shall recover its costs and reasonable attorney fees. 

DATE: January-~ 2010 FEDERAL DEPOSIT INSURANCE (b)(6) 

CORPORATION, in its capacity as 

Receiver for INDYMAC BANK 

Signature . 

R i e. i.._, ~v Jc":-».G. ~ \ \ '\Cov·w"-e- \ 

Print Name and Title 

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lb)(6 ) 

DATE: January \ -~ , 20l 0 CAROLZHAN' 

Signature _7 

APPROVED AS TO FORM AND CONTENT: 

DATE: Jll!l.Wl!Y 12, 20lQJanuary 11, 20l() 

BY:_'~ :":t:":I::-:: C:::: E:-::W:-:A-;-;IN:::-, _ ::-::: E=R___ _ _:i 1

Attorneys fi FEDERAL DEPOSIT INSURANCE.·- •- -

CORPORA. ION, in its capacity as 

Receiver for INDYMAC BANK ·· 

C: :MY FlLES\INDYM;JC v caker :!.hang hochm,s<!rlMRS curoJ::hang wpd 

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