(b)(2) 

Execution 

SETTLEMENT AGREEMENT AND MUTUAL RELEASE 

THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE 

("Settlement Agreement") is entered into and made effective as ofthe 17th day ofJune, 

2010 ("Effective Date"), by and between the Federal Deposit Insurance Corporation as 

Receiver for IndyMac Bank, FSB ("FDIC") and American Mortgage Network, Inc. and 

its affiliates as set forth in Exhibit "A" attached hereto and incorporated herein. · 

American Mortgage Network, LLC, successor in interest to American Mortgage 

Network, Inc. and its affiliates as set forth iri Exhibit "A" are hereinafter collectively 

referred to as "AmNet". The FDIC and AmNet may hereinafter be referred to 

individually as a "Party" or collectively as the "Parties". 

RECITALS 

1.1 AmNet from time to time had sold and/or delivered mortgage loans to 

IndyMac Bank, FSB, or its affiliates (hereinafter collectively referred to as "lndyMac 

Bank, FSB")pursuant to various written agreements, including but not limited to Broker 

Agreements, Mortgage Loan Purchase Agreements, Correspondent Agreements, and 

Sellers Warranties and Servicing Agreements ("Agreements"). A dispute has arisen 

between the Parties with respect to outstanding demands for repurchase and/or indemnity 

pursuant to the Agreements. Specifically, IndyMac Bank, FSB made demands to AmNet 

for repurchase and/or indemnification based upon a finding of a breach of the 

representations and warranties or an "Early Payment Default" as set forth in the 

Agreements. 

1.2 Without admitting liability, the Parties desire to and have agreed to settle all 

repurchase and indemnification claims relating to the mortgage loans pursuant to the 

Agreements which were sold directly by AmNet to IndyMac Bank, FSB (the "LOANS"), 

upon the terms and conditions hereinafter set forth. · 

AGREEMENT 

NOW, THEREFORE, in consideration ofthe mutual covenants and promises set 

forth herein, and for other good and valuable consideration, the receipt and sufficiency of 

which are hereby acknowledged by the Parties, the Parties, intending to be legally bound, 

agree as follows: · 

1.3 Recitals. The Recitals set forth above are incorporated into the body ofthis 

Settlement Agreement as though fully set forth herein. 

1.4 Payment of the Settlement Agreement. AmN et shall pay the total sum of 

$12,000,000 (Twelve Million Dollars) (the "Settlement Funds") by no later than June 21, 

SETILEMENT AGREEMENT & MUTUAL RELEASE 

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2010. Payments shall be made by wire transfer made navahle to "Mortgage Recovery 

(b)(4) Law Groun Trust Account," Account Number: · · · Routing Number: -. _ . (b)(4) l- -·· · IReference: AmNet Settlement. 

RELEASE 

1.5 Unknown Claims. Each Party acknowledges that this Settlement 

Agreement applies to all claims for injuries, damages, or losses of any type or nature 

(whether those injuries, damages, or losses are known or unknown, foreseen or 

unforeseen, patent or latent) which that Party may have against the other Party arising 

from the obligation to repurchase and/or indemnify for losses associated with the 

LOANS. Each Party hereby expressly waives application of California Civil Code §I542 

and any other similar statute or rule with respect to the LOANS. 

1.6 Each Party certifies that they have read and understood the following 

provisions of California Civil Code§1542. which states in pertinent part as follows: 

"A GENERAL RELEASE DOES NOT EXTEND TO 

CLAIMS WHICH THE CREDITOR 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 AFFECTED HIS OR HER 

SETTLEMENT WITH THE DEBTOR." 

1.7 Each Party understands and acknowledges that the significance and 

consequence of its waiver of California Civil Code §1542 is that even if any Party should 

eventually suffer additional damages arising out ofthe obligation to repurchase and/or 

indemnify for losses associated with the LOANS, the claims and causes of action that 

were or could have been asserted relating to the obligation to the repurchase and/or 

indemnify for losses associated with the LOANS, or any facts or circumstances related to 

the obligation to repurchase and/or indemnify for losses associated with the LOANS, that 

Party will not be able to make any claim against the other Party for those damages. 

Furthermore, each Party acknowledges that it consciously intends these consequences 

even as to claims for damages that may exist as of the date of this release but which that 

Party does not know exists, and which, ifknown, would materially affect that Party's 

decision to execute this release, regardless of whether that Party's lack of knowledge is 

the result of ignorance, oversight, error, negligence, or any other cause. 

1.8 The FDIC hereby fully, finally, and forever releases and discharges AmNet 

and any and all of their respective past, present, and future employees, members, 

partners, joint venturers, independent contractors, attorneys, insurers, investors, 

successors, assigns, representatives, officers, directors, shareholders, independent 

SETTLEMENT AGREEMENT & MUTUAL RELEASE 


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contractors, predecessors, successors and assigns, and any corporation, partnership or 

limited liability company which was or is at any time the parent or wholly owned 

subsidiary of such entity, and any such corporation's, partnership's or limited liability 

company's officers, directors, employees, or any corporation, partnership or limited 

liability company which was or is an affiliate of such entity by virtue of common 

ownership or control, and any such corporation's, partnership's or limited liability 

company's, officers, directors, and/or employees of and from any and all actions, causes 

of action, claims, demands, damages, debts, losses, costs, expenses, attorney fees or other 

liabilities of every kind and nature whatsoever, whether legal or equitable and whether 

known or unknown, arising out of, resulting from, or relating to, in any manner, the 

obligation to repurchase and/or indemnify for losses associated with the LOANS, the 

claims and causes of action that were or could have been asserted relating to the 

obligation to repurchase and/or indemnify for losses associated with the LOANS, or any 

facts or circumstances related to the obligation to repurchase and/or indemnify for losses 

associated with the LOANS. 

1.9 Notwithstanding any other provision in this Agreement, neither Party 

releases, and expressly preserves fully and to the same extent as ifthe Agreement had not 

been executed any claims against the other Party arising out of existing or failed financial 

institutions other than IndyMac Bank, FSB. 

1.10 Notwithstanding any other provision in this Settlement Agreement, the 

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

Settlement Agreement had not been executed any action taken by any other federal 

agency. In addition, this Settlement Agreement does not purport to waive, or intend to 

waive, any claims which could be brought by the United States through either the 

Department of Justice or the United States Attorney's Office for any federal judicial 

district. In addition, the FDIC specifically reserves the right to seek court ordered 

restitution pursuant to the relevant provisions of the Victim and Witness Protection Act, 

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

1.11 AmNet hereby fully, finally, and forever releases and discharges the FDIC, 

and any and all of its respective past, present, and future employees, members, partners, 

joint venturers, independent contractors, attorneys, insurers, investors, successors, 

assigns, representatives, officers, directors, shareholders, independent contractors, 

predecessors, successors and assigns, and any corporation, partnership or limited liability 

company which was or is at any time the parent or wholly owned subsidiary of such 

entity, and any such corporation's, partnership's or limited liability company's officers, 

directors, employees, or any corporation, partnership or limited liability company which 

was or is an affiliate of such entity by virtue of common ownership or control, and any 

such corporation's, partnership's or limited liability company's, officers, directors, and/or 

employees of and from any and all actions, causes of action, claims, demands, damages, 

debts, losses, costs, expenses, attorney fees or other liabilities of every kind and nature 

SETILEMENT AGREEMENT & MUTUAL RELEASE 

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Execution 

whatsoever, whether legal or equitable and whether known or unknown, arising out of, 

resulting from, or relating to, in any manner, the obligation to repurchase and/or 

indemnify for losses associated with the LOANS, the claims and causes of action that 

were or could have been asserted relating to the obligation to repurchase and/or 

indemnify for losses associated with the LOANS, or any facts or circumstances related to 

the obligation to repurchase and/or indemnify for losses associated with the LOANS. 

1.12 Conditions of Execution. Each Party acknowledges and warrants that its 

execution of this Settlement Agreement is free and voluntary. 

1.13 No Admission. It is agreed that no Party hereto admits liability or 

wrongdoing of any nature, and that this Settlement Agreement is made as a compromise 

of disputed claims with respect to the LOANS. · 

1.14 Fair Meaning. The Parties hereto further agree that the language of all 

parts of this Settlement Agreement shall in all cases be construed as a whole, according to 

its fair meaning, and not strictly for or against any of the Parties. 

1.15 Governing Law. The Parties agree to submit to the Courts of the County of 

Los Angeles, California, for any dispute arising out ofthis Settlement Agreement, or 

related thereto, and consent to the jurisdiction of said Courts and further agree that any 

and all matters of dispute shall be adjudicated, governed and controlled under California 

law. 

1.16 Attorneys' Fees. Should any action be commenced to enforce, interpret, or 

seek damages, injunctive relief, or specific performance for violation ofthis Settlement 

Agreement, the prevailing party shall, in addition to any other available relief, be entitled 

to an award of reasonable attorney's fees and litigation expenses incurred in the 

prosecution or defense of the action, including any appeal. 

1.17 Severability. The Parties hereto agree that if any provision of this 

Settlement Agreement is declared by any court to be illegal or invalid, the validity ofthe 

remaining parts, terms or provisions shall not be affected thereby, and such illegal or 

invalid part, term or provision shall be deemed not to be part of this Settlement 

Agreement. 

1.18 Binding Effect. This Settlement Agreement shall be binding upon and 

inure to the benefit of the Parties and their respective heirs, personal representatives, 

successors, and assigns. 

1.19 Review and Understanding. The Parties have entered into this Settlement 

Agreement voluntarily, having fully read and fully understanding the meaning and effect 

of all of its terms and provisions, and fully understanding its and their costs and risks. 

Each Party has consulted with legal counsel concerning this Settlement Agreement and 

SEITLEMENT AGREEMENT & MUTUAL RELEASE 

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has conducted such inquiry as they deem necessary and advisable prior to entering into 

this Settlement Agreement. The Parties enter into this Settlement Agreement 

understanding that facts or other circumstances may exist which are presently unknown 

or undisclosed, or which are different from or other than those which they believe to be 

the case, and the Parties voluntarily assume all risks attendant to such unknown, 

undisclosed, different, or additional facts or other circumstances. 

1.20 Approval and Authority. The Parties represent and warrant to one another 

that the approval of this Settlement Agreement has been undertaken in a proper and 

lawful manner and that they have the requisite power and authority to enter into and to 

perform their obligations under this Settlement Agreement. 

1.21 Number. Whenever applicable, the singular shall include the plural, and · 

the plural shall include the singular. 

1.22 Counterparts/Execution. This Settlement Agreement may be executed in 

one or more counterparts, all ofwhich shall form a single agreement. A Party's signature. 

on this Settlement Agreement by facsimile shall be valid and effective for all purposes as 

an original signature, provided, however, that the original signature shall be produced 

upon request. 

1.23 Waiver. No term or condition of this Settlement Agreement shall be 

deemed to have been waived, nor shall there be an estoppel against the enforcement of 

any provision of this Settlement Agreement, except by written instruments signed by the 

Party charged with the waiver or estoppel. No written waiver shall be deemed a 

continuing waiver unless specifically stated therein, and the written waiver shall operate 

only as to the specific term or condition waived, and not for the future or as to any other 

act than that specifically waived. 

1.24 Headings. The headings of paragraphs herein are intended solely for the 

convenience of reference and shall not control the meaning or interpretation of any of the 

provisions ofthis Settlement Agreement. 

1.25 Subsequent Agreements. The f>arties agree that, upon the reasonable 

request of the other Party, they shall execute, acknowledge, and deliver any additional 

instruments or documents that may reasonably be required to carry out the intentions of 

this Settlement Agreement, including such instruments as may be required by the laws of 

any jurisdiction, now in effect or hereinafter enacted, that may affect the rights of the 

Parties as between themselves or others with respect to their rights and obligations 

created by this Settlement Agreement. 

1.26 Entire Agreement. The Parties hereto further agree and promise that this 

Settlement Agreement sets forth the entire agreement between and among the Parties 

SETILEMENT AGREEMENT & MUTUAL RELEASE 

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EKecution 

with respect to the alleged breaches in connection with the LOANS, and fuJiy supersedes 

any and all prior negotiations, agreements or understandings made between or among the 

Parties. This Settlement Agreement shall not be modified except in a writing signed by 

the Parties or their authorized representatives. 

IN WITNESS WHEREOF, and intending to be legally bound hereby, the Parties 

have executed this Settlement Agreement as ofthe date set forth in the opening paragraph 

ofthis Settlement Agreement. 

For: 	 The Federal Deposit Insurance For: American Mortgage Network, 

Corporation as Receiver for LLC, successor in interest to 

lndyMac Bank, FSB ("FDIC") American Mortgage Network, 

Inc., and its affiliates listed on 

(b)(6) Exhibit "A.") ("AmNet") 

By: 

Name: r~\·c._~cluJ S~Cx. ~I By: 

Title: Couv-;-:-·.t.>( Name: 


Date: G-- 3o -lo Title:


Date: 

SEITLEMENTAGREEMENT & MUTUAL RELEASE 

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Execution 

with respect tq the alleged breach~s in connection with the LOANS, Md fully supersedes 

any and all prior negotiations, agreements or understandings made between or among the 

Parties. This Settlement Agreement shall not be modified except in a writing signed by 

the Parties or their authorized repr~sentatives. 

IN WITNESS WHEREOF, and intending to be legally bound hereby, the Parties 

have executed this Settlement Agreement as of the date set forth in the opening paragraph 

ofthis Settlement Agreement. 

For: 	 The Federal Deposit Insurance For: American Mortgage Network, 

Corporation as Receiver for LLC, successor in interest to 

IndyMac Bank, FSB ("FDIC") American Mortgage Network, 

Inc., and its affiliates listed on 

Exhibit "A") ("AmNet';) 

By: :;,;..--···-·,..,..:~-------·-------·--·~ (b)(6) 

Name: -····-·-·_,..._;......___............_____:::::.:....:.:...::~-·-- ..... -_:_~..:.. I 

Title: Name' fp{h§~iincfim/4.. 

Date: Th!e:: ... \ ),I_Ct~. Jh:,S\titlY1~~ 

Date: (o.....?12:<2U D 

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EXHIBIT "A" 

The affiliates of American Mortgage Network, LLC, successor in interest to American 

Mortgage Network, Inc. that are subject to the attached Settlement Agreement and 

Mutual Release are as follows: 

I. Advantage Mortgage Partners, LLC 

2. Alpha Home Loans, LLC 

3. AmNet Mortgage, LLC 

4. American Priority Mortgage, LLC 

5. American Southern Mortgage, LLC 

6. Arizona Community Mortgage, LLC 

7. Ashton Woods Mortgage, LLC 

8. Avenue Financial Services, LLC 

9. Bankers Funding Company, LLC 

10. BHS Home Loans, LLC 

11. Builders Mortgage Company, LLC 

12. Capital Pacific Home Loans, LP 

13. Centennial Home Mortgage, LLC 

14. Certified Home Loans, LLC 

15. Choice Home Financing, LLC 

16. Citylife Lending Group, LLC 

17. Colorado Mortgage Alliance, LLC 

18. Colorado Professionals Mortgage, LLC 

19. Deluca Home Mortgage 

20. DH Financial, LLC 

21. Discovery Home Loans, LLC 

22. Eastern Mortgage Authority, LLC 

23. Ennis Home Mortgage, LP 

24. Five Star Le~ding, LLC 

25. Florida Home Finance Group, LLC (flea WCI Mortgage, LLC) 

26. Fulton Home Mortgage, LLC 

27. Generation Homes Mortgage 

28. Global General Mortgage, LLC 

29. Gold Coast Home Mortgage, GP 

30. Gold Coast Mortgage 

31. Greater Atlanta Financial Services, LLC 

32. Griffin Financial Services, LLC 

33. Guarantee Pacific Mortgage, LLC 

34. Hearthside Funding, a California LP 

35. Hillsborough Lending, LLC 

36. Home Loan Express, LLC 

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37. Home Loans, LLC 

38. Homeland Mortgage, LLC 

39. Homeservices Lending, LLC, including the following Series ofHSL, LLC: 

a. SERIES A DBA HUFF REALTYMORTGAGE 

b. SERIES A DBA MIDAMERICAN HOME SERVICES MORTGAGE 

c. SERIES A DBA HOMESERVICES LENDING 

d. SERIES A DBA RECTOR-HAYDEN MORTGAGE 

e. SERIES A DBA PLAZA MORTGAGE SERVICES 

f. SERIES A DBA CBSHOME MORTGAGE 

g. SERIES A DBA MORTGAGE SOUTH 

h. SERIES A DBA EDINA REALTY MORTGAGE 

1. SERIES A DBA TRINITY MORTGAGE AFFILIATES 

40. Ilumina Mortgage 

41. John Laing Mortgage, LP 

42. JTS Financial, LLC 

43. KH Mortgage, LLC 

44. Laurel Hills Mortgage, LLC 

45. Linear Financial, a California LP 

46. Marben Mortgage, LLC 

47. Meridian Home Mortgage, a California LP 

48. Morrison Financial Services, LLC 

49. MSC Mortgage, LLC 

50. Norwest Mortgage, Inc. 

51. Pacific Coast Heme Mortgage, LLC 

52. Pageantry Mortgage, LLC 

53. Personal Mortgage Group, LLC 

54. PHMCWF, LLC 

55. Pinnacle Mortgage OfNevada, LLC 

56. Playground Financial Services, LLC 

57. Precedent Mortgage, LLC 

58. Premier Home Mortgage 

59. Private Mortgage Advisors, LLC 

60. Properties Mortgage, LLC 

61. Prosperity Mortgage Company 

62. Quadrant 

63. Rainier Mortgage, LLC 

64. Real Estate Financial 

65. Real Estate Lenders 

66. Real Living Mortgage, LLC 

67. Realtec Financial Services, LLC 

68. Related Financial, LLC 

69. Re/Max Home Traditions 

70. Re!Max Consultants 

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71. Re/Max Specialists 

72. Re/Max Executives 

73. Residential Community Mortgage Co, LLC 

74. Resort Trust 

75. Resourtquest Mortgage, LLC 

76. River City Group, LLC 

77. Roddel Mortgage Company, a California LP 

78. Russ Lyon Mortgage, LLC 

79. Select Lending Services, LLC 

80. Signature 

81. Smith Family Mortgage, LLC 

82. South County Mortgage 

83. Steinbeck Advantage Mortgage, LLC 

84. Touchstone Home Mortgage, LLC 

85. Triple Diamond Mortgage & Financial, LLC 

86. United Mortgage Group 

87. Village Mortgage, LLC 

88. Washington Mortgage, LLC 

89. Waterways Home Mortgage, LLC 

90. WCI Mortgage, LLC 

91. Wells Fargo Bank, N.A. 

92. Westfield Home Mortgage, LLC 

93. WF/TW Mortgage Venture, LLC 

94. Windward Home Mortgage, LLC 

95. Young Homes 

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