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SETTLEMENT AGREEMENT AND RELEASE 

'lbis Settlement Agreement and Release ('1Agreement11 ) is made as ofthis _ day of 

August, 2013, by, between, and among the Federal Deposit Insurance Corporation as Receiver for 

AmTrust Bank, Cleveland, Ohio ("FDIC-Ru) and Antonietta Russo ("Russo"). The FD[C-R and 

Russo each may be referred to herein as a "Party" and collectively as the "Parties''j. 

WHEREAS: 

Prior to December 4, 2009, Am Trust Bank, Cleveland, Ohio, previously known as Ohio 

Savings Bank ("AmTrust"), was a depository institution organized and existing under the laws of 

the United States. 

On November 4, 2009, Am Trust filed a lawsuit naming several entities and individuals as 

defendants, now captioned FDIC a<i Receiver for Am Trust Bank v. Malik, et al., Case No: 

09-CV -4805 in the United States District Court for the Eastern District of New York (the 

"Lawsuit"). Russo was named as a defendant in the Lawsuit and allegations of fraud (the 

"Claims") were asserted against her an9 other defendants in connection with alleged improper 

activities in the origination of certain residential mortgage loans (the "Subject Loans"). Russo has 

denied all of the allegations Of the Claims asserted against it. 

On December 4, 2009, the Office of Thrift Supervision closed AmTrust and appointed the 

Federal Deposit Insurance Corporation as its receiver. In accordance with 12 U,S.C. § 1821(d), 

the FDIC-R succeeded to all rights, titles, powers, and privileges of Am Trust, including those with 

respect to the Claims which are subject to this Agreement. 

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

uncertainty, trouble, and expense of further litigation. 
05/25/2014 03:39 FAX Page 2 [il]0005/0014 

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 I: Payment to FDIC-R. 

A. As an essential covenant and condition to this Agreement, Russo has agreed to pay 

the FDIC-R the sum of Twenty-Five Thousand Dollars ($25,000.00) (the "Settlement Funds"). 

B. ·Within 30 days of the execution of this Agreement, Russo shall deliver the first 

.Fifteen ThouSand Dollars ($15,000.00) (the "Initial Settlement Payment") of the Settlement Funds 

to the FDIC-R by certified or cashier's check drawn upon a depository institution acceptable to the 

FDIC-R. 

C. Beginning no later than 60 days of the execution of this Agreement, Russo shall 

submit monthly payments of at lea,;t One Thousand Dollars ($1,000.00) per month (the "Monthly 

Settlement Payments") to the FDIC-R by certified or cashier's check dravm upon a depository 

institution acceptable to the FDIC-R. Russo shall continue to make the Monthly Settlement 

Payments until the entire amount of the. Settlement Funds has been paid in fu11, with the entire 

balance due no later than eleven months from the execution of this Agreemynt. 

D. Ifthc FDJC-R does not receive the Initial Settlement Payment or any one or more of 

the Monthly Settlement Payments in full on or before the dates determined by suhparagraphs B 

and C above ("Settlement Payment Due Dates"), then the FDIC-R, in its sole discretion, shall have 

the right to: 

1. extend the period of time for payment, including interest accruing from the 

relevant Settlement Payment Due Date through the date of payment at a rate calculated in 

accordance with 26 U.S.C. § 662l(b)(3); or 
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2. enforce this Agreement and, in such event, Russo agrees to jurisdiction in 

Federal District Court in the Eastern District of New York and to pay all of the FDIC-R's 

reasonable attorney's fees and costs expended in enforcing the tenns of this Agreement; or 

3. obtain a Confession of Judgmcnt·against Russo for the amount ofFifiy 

Thousand Dollars ($50,000.00) as agreed to in Section II below; or 

4. declare this Agreement null and void, move to vacate any dismissal order, 

to which Russo abrrees to conscrit, and institute an action on the FDIC-R's claims, as to 

which Russo waives any and all objections and defenses and covenants and agrees not to 

assert-.my objections and defenses; and/or 

5. seek any other relief available to it in law or equity. Any extension of time 

for delivery of the Settlement Payment shall not prejudice the FDIC-R's right to take other 

action or seek any relief during or ailer such period of extension, including the right to 

bring an action to enforce the Agreement, or declare the Agreement null and void. 

SECTION JJ: Confession of .Judgment. 

A. As an additional essential covenant and condition to this Agreement, Russo has 

agreed to execute and deliver to the FDIC-R an Affidavit of Confession of Judgment, confessing 

judgment in the FDIC-R's favor for the sum of Fifty Tbousand Dollars ($50,000.00). 

B. In the event that Russo fails to make the Initial Settlement Payment or any of the 

Monthly Settlement Payments by the applicable Settlement Payment Due Date, Russo shall be in 

default of this Agreement and the FDIC-R shall have the right to obtain a Confession of Judgment 

against Russo in order to recover the amount of Fifty Thousand Dollars, less any Settlement Funds 

already paid to the FDIC-R. 
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SECTION III: Releases. 

Each Party acknowledges that this 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 another Party arising 

from the Claims asserted in the Lawsuit. 

A. The FDIC-R's Release. 

Upon receipt of the Settlement Payment, plus any accrued interest, and except as provided 

in PARAGRAPH III.C., the FDIC-R, for itself and its successors and assigns, hereby releases and 

discharges Russo and her insurers, employees, officers, directors, representatives, heirs, executors, 

administratorsattomeys, successors and assigns, from any and all claims, demands, contracts, 

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

to the FDIC-R, arising out of or relating to the Claims asserted in the Lawsuit. 

n. Russo's Release. 

EITcctive simultaneously with the release in PARAGRAPH Ill.A above, RI.L'iso, on behalf 

of herself and her respective insurers, employees, officers, directors, representatives, heirs, 

executors, administrators, successors and assigns, hereby releases and discharges the FDTC-R, and 

its insurers, attorneys, employees, oiliccrs, directors, representatives, successors and assigns, from 

any and all claims belonging_to Russo, arising out of or relating to the Claims asserted in this 

Lawsuit. 

C. Exceptions to Release b_y FDIC-R. 

I. Notwithstanding any other provision of this Agreement, the PDIC-R docs 

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: 
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a. against Russo, 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 FDTC-R, AmTrust, other financial 

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

acquired by FDIC-Ras successor in interest to AmTrust or any person or entity 

other than AmTrust; 

b. against any person or entity not expressly released by the 

FDIC-R in this Agreement; or 

c. which are not.expressly relea<;ed in PARAGRAPH TII.A. 

above. 

2. Notwithstanding any other provision of this Agreement, nothing herein 

limits, waives, releases, diminishes or compromises the jurisdiction and authority of the 

Federal Deposit Insurance Corporation in the exercise of its supervisory or regulatory 

authority to institute administrative enforcement or other proceedings seeking removal, 

prohibition, civil penalties, restitution or other relief it is authorized to seek pursuant to its 

supervisory or regulatory authority against any person, or which may arise by operation of 

law, rule, or regulation. 

3. Notwithstanding any other provision of this Agreement, this Agreement 

does not waive any claims brought on behalf of another failed institution or any claims 

which could be brought by the United States through the Depaitment of Justice, the United 

States Attorney's Office for any federal judicial district, or any other governmental entity. 

In addition, the PDIC-R specifically reserves the right to seek court ordered restitution 
05/25/2014 03:40 FAX Page 6 lit]0009/0014 

pursuant to the relevant_provisions of the Victim and Witness Protection Act, 18 U.S.C. § 

3663, et. seq., if appropriate. 

SECTION IV: Insolvency. 

A. Insolvency. 

Russo warrants as to payments made by or on her behalf that at the time of such payment, 

she is not insolvent nor will the payment made by or on her behalf render it insolvent within the 

meaning and/or for the purposes of the United States Bankruptcy Code. This warranty is made by 

Russo and not by her counsel. 

R. Preferences. 

In the event that the FDIC-R is required to return any portion of the Settlement Payment 

due to a final order by a court that the transfer of the Settlement Payment or any portion thereof 

constituted a preference, voidable preference, frauduicnt transfer or similar transaction, then, in its 

sole discretion, the FDIC-R may, without waiver of any other rights it may have in law or equity, 

pursue any of the rights and remedies set forth in paragraph I(D) above, and/or otherwise permitted 

by law. 

SECTION V: Termination. 

In the event the FDIC-R exercises its right to declare this Agreement null and void as 

provided herein, then, for the purposes of any statute oflimitations or other time-based defense to 

any of the claims of the FDIC-R, the parties to this Agreement shall be deemed to have reverted to 

their respective status a" of5:00 p.m. Eastern Time, July 31, 2013. 

SECTION VI: Notices. 

Any notices required hereunder shall be sent by registered mail, first class, return receipt 

requested, and may also be sent by email, to the following: 
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(b)(6) · 

(b)(6) . 

Ifto the FDIC-R: 

William W. Jacobs 

Thompson Hine LLP 

3900 Key Center 

127 Public Square 

Cleveland, Ohio 44114 

1:6)4Q,8-3837 

----------------

lfto Russo: 

Peter A. Saad, Jr., Esq. 

Law Offices of Peter A. Saad, Jr., P.C. 

The Lever Building, Suite 560 

114 Old Country Road 

'neola NY 11501 

-------

SECTION VD: Other Matters. 

A. No Admission of Liability. 

Tlie 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 

Claims in the Lawsuit, and that the Agreement shall not be offered or received in evidence by or 

against any Party hereto, except to enforce its terms. 

B. Execution jn Counterparts. 

This Agreement may be executed in COW1terparts by one or more of the Parties named 

herein and all such cowiterparts when so executed shall together constitute the final Agreement, as 

if one docum~nt had been signed by all.Parties hereto; and each such counterpart, upon execution 

and delivery, shall be deemed a complete original, binding the Party or Parties subscribed thereto 

upon the execution by all Parties to this Agreement. 
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C. Bindi_ng Effect. 

All of the undersigned persons represent and warrant that they are a Party hereto or are 

authorized to sign this Agreement on bChalf 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. 'l'his 

Agreement shall be binding upon and inure to the benefit of the undersigned Parties and their 

respective heirs, executors, administrators, representatives, attorneys, successors and assigns. 

D. Entire Agreement. 

This Agreement along with the Affidavit of Confession of Judgment described in Section 

II constitute the entire agreement and understanding between and among the undersigned Parties 

concerning the matters set forth herein and supersedes any prior agreements or understandings. No 

representations, warranties or inducements have been made to or relied on by any Paiiy concerning 

this Agreement and its exhibits other than those contained therein. 

E. Amendments. 

'Ibis Agreement may not be amended or modified, nor may any of its provisions be waived, 

except in writing by the Party or Parties bound thereby, or by their respective authorized 

attomey(s) or other representativc(s). 

F. Specific Representations Warranties and 11iscl_aimer. 

Russo expressly acknowledges that in determining to settle the claims released here, the 

FDIC has reasonably and justifiably relied upon the accuracy of financial information in the 

affidavit submitted. If, in her affidavit, Russo has failed to disclose any interest, legal, equitable, 

or beneficial, in any asset, Russo agrees to cooperate fully with the FDIC to transfer her interest in 

the asset to the FDIC and to sign any and all document,; necessary to transfer her interest in the 

asset to the FDIC. Moreover, if, in her affidavit Russo has failed to disclose any interest, legal, 
05/25/2014 03:41 FAX Page 9 14]0012/0014 

equitable, or beneficial, in any asset, the FDIC in its sole discretion, may exercise one or more or 

all of the following remedies: (a) the FDIC may declare the release granted to Russo as null and 

void; (b) the FDIC may retain the Settlement Funds; (c) the FDIC may sue Russo for damages, an 

injunction, and specific performance for the breach of this agreement; and (d) the FDIC may seek 

to vacate any dismissal order and reinstate the FDIC's claims against Russo. Russo agrees that if, 

in her affidavit, she have failed to disclose any interest, legal, equitable, or beneficial, in any asset, 

Russo consents to the reinstatement ofFDlC's claims and waives any statute of limitations that 

would bar any of the FDIC's claims against her. 

G. Reasonable Cooperation. 

l. The undersigned 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 terms of 

this Agreement. 

2. Further, Russo agrees to cooperate fully with the FDIC-R in connection 

with any action required under this Agreement. Any such cooperation that involves any out 

of pocket costs is subject to reasonable reimbursement by the FDIC-R pursuant to its 

internal guidelines and policy for such reimbursement. Such cooperntion shall consist of: 

a. producing all documents requested by the FDIC-R, without 

the necessity of subpoena, as determined by the FDIC-R, in its sole discretion, to be 

relevant to the Claim; 
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11. 

Page 10 ld]0013/0014 

b. making themselves available upon request by the FDIC-Rat 

reasonable times and places for interviews regarding facts, as determined by the 

FDTC-R in_ its sole discretion, to be relevant to the Claim; 

c. appearing to testify, upon request by the FDTC-R, in any 

matter determined by th~ FDIC-R in its sole discretion, to be related to the Claim, 

without the necessity of subpoena; 

d. signing truthful affidavits upon request by the FDIC-R, 

regarding any matter, as determined by the FDIC-R in its sole discretion, to be 

relevanl to the Claim. 

Choice of Law. 

This Agreement shall be interpreted, construed and enforced according to applicable 

federal law, or in its absence, the internal laws of the State of New Yofk, without regard to its 

conflicts of laws. 

T. Advice of Counsel. 

Each Party hereby acknowledge!; that he 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 its counsel. 

J. Title and Captions. 

All section titles and captions conlained in this Agreement arc for convenience only aml 

shall not affect the interpretation of this Agreement. 
(b )(6) 

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K. - Aμthorship/Construction. 

This Agreement sets forth tenns and agreements jointly negotiated by the Parties. It is 

expressly agreed that this Agreement shall not be construed for or against any party by reason of 

which party drafted it. 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed (b)(6 ) 

by each of them or their duly authorize~ representatives on the dates hereinafter subscribed. 

FDIC as Recei--ver for AmTrust 

l», •~ - l LU " 

.. By 

Name:'i fu ~ K A• flt, t;..~ Name:. ________ _ 

Title: {04.?>,5tfl ( Title:_ 

c9 I ,, 

Date: 6/(HL~/'( Date: _________ _ 

11758795 
05/25/2014 03:38 FAX Page 12 

SUPREME COURT OF THE STATE OF NEW YORK 

COUNTY OP QUEENS 

----------------------------------------------------------------------X 

FEDERAL DEPOSIT INSURANCE CORPORATION Index No. 

AS RECEIVER FOR AMTRUST BANK, 

Plaintiff, 

- againstANTON1ETf A RUSSO 

Defendant. 

STATE OF NEW YORK ) 

)ss.: 

COUNTY OF QUEENS ) 

AFFIDAVIT OF 

CONFESSION 

OF JUDGMENT - - - -- -- -

Antonietta Russo ("Russo"), being duly sworn, deposes and says: 

1. I reside at 

tit) 0002/0014 

2. T am a defendant named in the case of Federal Deposit Insurance Corporation as 

Receiver for AmTrust Bank v. Pankaj Malik, et al., in the United States District Court for the 

Eastern District of New York, case number 09-CV-4805 (the "Malik Litigation"). 

3. T entered into Settlement Agreement and Release dated August__, 2013 with the 

Federal Deposit Insurance Corporation as Receiver for AmTrust Bank (the "FDIC-R"), the 

plaintiff in the Malik Litigation, to resolve all pending claims between me and the fDIC-R in the 

Malik Litigation. 

4. Pursuant to the Settlement Agreement and Release, I am obligated to make 

Settlement Payments to the FDIC-R totaling $25,000.00, as follows: $15,000.00 no later than 

September_, 2013, and $1,000.00 per month beginning October __ , 2013 for a period of ten 

(b)(6) 
(b )(6) 

05/25/2014 03:38 FAX Page 13 14]0003/0014 

-2-

consecutive months. These Settlement Payments arc in consideration for the FDIC-R's 

agreement not to demand payment of the full amount of its losses on the claims asserted against 

me in the Malik Litigation. In the event that I should default on any Settlement Payment as such 

payment becomes due, I shall be responsible to the FDIC-R for the amount of Twenty Five 

Thousand Dollars ($25,000.00) less any payments already made. 

5. In the event that J default on making any of the Settlement Payments in 

accordance with the schedule set forth in Paragraph 4 above, r hereby confess judgment pursuant 

to CPLR 3218 in favor of the f'DIC-R in the amount of Twenty Five 1bousand Dollar8 

($25,000.00) less any amount already paid to the FDIC-Ras set forth in Paragraph 4 and 

authorize the FDlC-R to enter judgment for that amount. 

\ 

6. No part of this obligation has been paid, although payment has been <lemunded. 

7. This confe:-;sion of judgment is for an obligation due or to become due to the 

\ 

\ 

• 

DAVID MIRSKY 

N01ARY PUBLIC. Sf AT~ O~ N~IIIYORK 

QUALIFIED IN NASSAU COUNTY 

REG #02-Ml49SS050i7 

MY COMM EXP · t 1-04-20 __ ,_ 

~~~-?2.~ -·~ 

(b)(6)