SETTLEMENT AND RELEASE AGREEMENT 

This Settlement and ReleJtse Agreement ("Agreement) is made "s of this 15rh day of ?-.f.:ty, 201 2, by, 

bct"l.veen. and "mong che foUowing unde[signcd parties: TI1c Fedcrlll D eposit Insurance Corporntion as 

Recei,•er of Rock River B:mk (collectively "fDIC-R'1, the focmer officers, directors nnd employees of Rock 

River :~nk ("Rock. Rj,·er"), including b\Jt not limited to Dougl;~s L. C:tmpbel~ C r;Ug L C:~.mpb U, TI1eo c~r~: 

Lic:bovich, C11cl 0 . Berg and l11omas G . I<Jein (colleccively, the "Settling Individu, Js'), :~nd Fiddicy :tnd 

De o~i t Comp;my of Maryl:md ("Zurich"). 1l1e FDIC-R. the Sc:nl.ing Individllals and Z urich m:•y be 

re ferred to herein indi,•idually :ts a ''Pa rty'' :md collectivel)' :~ s the "Parties." 

RECITALS 

nus Agreement is entered into in reference to the following: 

1. Prior to July 2, 2009, Rock River was a stnte-cb:utc:n:d nonmember inl'tinotion op r-:~ ting in 

rhe Srnte of fllinois. 

2. O n July 2, 2009, d1e lli noi~ Depurmcnt of Fin:mcial :md Profcssioml Rcg,•btion dosed 

Rot:k Ri~· r. Tile FDIC-R w:ts :tppointcd receiver for Rock Ri.-er pursu;tnt to 12 U.S.C. § 1S21 (c). [n 

accordnncc wirJ1 12 U.S.C. § 1821(d), the FDIC·R :ts receiver, succeeded to all rights, utles, powen; and 

p1ivilegcs o f Rock Ri\·cr, including chose with respect to irs assets. Among rhe nssers ro which the FDIC-R 

~uccceded were any and ;~II of claims, dem:mds, nnd c:mses o f nctions Rock River might h:we :ag;tinsr itS 

fo rmer direciOI"S, officers and employees arising from d1c performance, nonperformnnce ~nd/ or manner of 

perform:'lnce o f ~:h eir 1·espective fllnctions, duties nnd actS as directors, offic c:n ~nd/or employees of Rock 

River. 

3. Z urich issued D&O SelectPlus Policy No . ._l _____ ___.J< hc~oli~) to Rock River. 

The Sealing ln ividu~ls sought co,' ernge under th e Policy in response to dllims assened bJ the FDIC-R. 

Zurich re..~erved irs right~ to deny ov r:~ge under the Policy for claims asserted by rhe f DlC-R ;~.~st the: 

Seriling 1 ndividua!s. 

4. The Parties deem it in theu- best inre.re5ts to enrer mro this Agreement to avoid rhe 

unc;enainry, trouble., and expense of litig:ation. Among ocher things, the Parties h:IVe ngreed th:tt rhc 
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Agreemcm ~hall ben ~erclemcnc and rde:tse o f all claims held b)' the fOlC-R, including its ngenrs, successors 

nnd assigns, foe :lU d:Ums now or here:~fter held by the FOIC-R ag:Uost all former officers, directors :~nd 

employees of Rock Rivet (coUect.ively, the "Non-Settling Individu<lls'') th~t <1.rise from or relAte to the 

pc:rform~ncc, non-pcrforrn:lnce or m:~nner of perfonnnnce of the Non-Setding Indi\'idu:tls' l"espective 

fnnctions, dutiel' :u1d/or actions :a employees, officers <1.nd/or: directors of Rock Ri\•cr. The Settling 

Jndi\oidu:~ls den)' and continue to deny liOJ' :md all liability. The Pal"tics funhet :1g:ree that, :~s a compromise 

~nd settlemcnl of dispured claims, this Agreemem is not no admission or evidence of tiabiliry or of covcrnge 

with respecl to tlte disputed claims. 

NOW, THEREFORE, in consideration of the promises, undennkings, p~ymcn~, :md rdenses 

stared herein, the sufficiency and receipt of which consideration is hereby acknowledged, the Parties agree as 

follows: 

Section I: Pa yment to the FDIC-R 

A. i\s an essential covenanr ;mel conditio n to this Agreement, Zurich ~U par to the FDIC-R 

the sum of ONE ~1ILLION DOu.ARS ($1,000,000.00) by way of wire wmsfec to: 

B:tnk: Fe er~ I Home Lo:tn Bank of New York 

( b ) ( 4)........ ... . ....... .Ro.uong.#;... 1·------ I 

Fol." Credit To: FDIC National Liquidacion .Account 

(b)( 4_) _ _____ A~oJ.JDL#..;__~ l 

Otlter Benefici;uynormauon (OBI); $1 million foe FIN 10075, Rock River B:mk, Oregon, Illin01s 

Conc:ncc: John \V'olfsmith; 847-273-9556; Profession~! Li:~bi!.ity (37100); DIF Fund. 

·n1e settlement payment br Zurich is referred to herein as the "Settlement Fnnd." 

B. TI1e Settlement Funds shall be delivered to the FDIC-R by direcc wire tc:msfcc as described 

in P-.tragt:~ph A. above on or before 30 d<~ys after the P:~rcies hnvc: fully executed rhe Agreement C'dl!~ due 

date"). In rhe event that the Sc:cdement Funds are not del.i\•c:red 10 che FDIC-R by the due d:~re, inte[est shnU 

:~c rue on :tll unpaid :~moun rs :n the r:m of 6% per :mnurn from the due d:~ e until the te of :~ymenc, s:Ud 

d~te of payment sb:ill in no event be l:1ter th:m 90 d::~ys ~fter the 1':~rties h:we fully executed the Agreement :~s 

described mot"e fully in Paragraph I. C. belo,v. Interest shall be owed onl)' by che P:uty d1:tt fails to m:~ke timely 
payment. 

C. If :til Settlement Funds and accrued interest re not received wichin 90 d.t)'S ~fter the P:~rties 

have fully execmed the Agreement, dtis Agreement shall be deemed null :~ nd void, h;wing no legal validlty or 

bmding :~ffec.t wh:~tsOC\'Cr upon the Parries. 

Section 11: Releas~s 

A. Release of Settling Indi\riduals and Non-Seltling Individuals by the FDIC-R 

Effective upon p:t}'ment of the Seu.lcment Funds pursu:ult ro Section I :.bo\'e, ~nd except as 

pro,•ided in Section II.G below, the FDIC-ll, for itself and its ~gents, successors and assigns, hereby rcle2ses 

:md dischnrg~ e:~ch of the Settling Individu<tls :~nd all N on-Settling Individuals from :my :~nd :~II d:Ums, 

demands, oblig-.trions, dam:~.ges, fees, costs, actions, and c:~mes of action, direct or indirect, in lmv or m equ.icy, 

known or tu1known, belonging to the FDIC-R, that arise from or rel~te co (!) the perform:\lltc, 

nonperform:mce, or m:~nner. of performance of the Settling Individwls' :and/ or Non-Settling Indi,.;duals' 

respective functions, duties and actions ;:~s employees, officers and/ or directo.rs of Rock Ri\'er and/ or (2) the 

£"'et r:h:~r n~· Setdjng l ndividual o r Non-Settling Individual is or \~S :\O officer, director, or employee of 

Rock River. For purposes of claofic:~tion nnd certainty, d1is release is ~pplicab!c to, and includes each of the 

Settling Individuals -:tnd each ::~nd rery Non-Settling lndivJ<.Iual .,.-ho i5 not a Sc:tcli.ng lndividu:~l, :IS well as 

ench and ever)' of tbei.r respective heirs, executors, admi.nistl-:~ tors, estares, agents, attorneys representatives, 

spouses. Sll CC~sors and :'lSsigns. 

B. Rclc::~sc or the FDIC·R bv rhe Settling Indiv'iduals 

Effective simultaneously with rhe release gr:~n c:d in P;u-;~gr:~ph II.A. abo\•e the Sc:1tling In clividu:~ls, 

on beh:-tlf of rhemselves individuaUy, and their respecti,·e heirs, exccmors, :~dmU!.iscr:ttors, est <~tes , agents, 

representatives, successo rs and llssigns, hereby relense and discharge the FDIC-R, :~nd its emplo)'ees, officers, 

directors, attorneys, agents, rcpcesentl\ti,,es, successors and assigns, from ~ny and :ill claims, demnnds, 

oblig:lcions, d:tm:~ges, fees, costs, :~coons, and etuses of ;~c tio n, direct or indirect, in :~w or in cqttiry, chat :1rise 

from or relnte to the Banks or to cbe perform:~nce, nonperformance, or manner o f perform:mce of the 

Settling IndiViduals' respective functions. duties nnd actions as officers and/ or cJjrectors of Rock River 
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:~nd/ or the fnc t rh:'lt any Set ding Individu:~l is oc w11s an o fficer, ditecror, or employee of Roc:k Ri\•er. 

C. Release of Zurich b)' the FDIC-R 

Effective simultaneously with the releMes granted in Parotgraphs A and B of this Seccion IT, the 

FDlC-R, foe itself and irs successors and assigns, hereby .rele:tsc:s ~nd disch;trges ZuLicl t, irs p•uems, 

subsidi:tries, afftliates and reinsurers, :~nd their respective employees, o fficers, d.U:ectors, agents, 

representati,,es, J:uccessors and nssigos, from any and aU claims, demands, obligatiom, damngcs, actions and 

cnuse.s of :tction, direct or indirect, in law or in eqllity, th•u arise from or rcl:1te to d1c: Polic:)'. The FDIC-R 

ngrees lh:!t any ntere~ t ir m:ty have under the Po licy is extinguished 

D. Rclcns~ or Zurich by Settling Indiv;duals 

Effccci,·c simult:meously ''~m the rde~ses gr:mted in Pnt~itphs A and B o f dlis Section II, the 

Sertling Ji,dividunls, on behalf of themselves individually. and their respective heirs, execurors, 

admi1l.istrator~. estates, agents, repre.sent.1tl\'es, succe~sors and assigns, hereby release and discharge Zurich, 

irs pnrents, subsidi:~ries, affiliates and reinsurers, and rhc:i.t respective employees, officc:s, directors, agents, 

represencatives, successors :u1d :~ ssigns, from an}' :md all daims, demands, obligations, d:1m:~ge.s, fees, costs, 

:~c ti ous and causes of ;~cuon, cfu-ect or indirect, in lnw or in equil:}', rh:'ll :~re b<1sed upon cbims br d1c: FDIC-R 

against rhe Scrding 1nchiduals that have been released pumto:~nt to this Agreement, indudi11g but not limited 

to any contracnml or xrra-contt:~c.rual cl:ums based upon the handling. defense, or resolut.ion of lhe claims 

relc::~sed by d1c FDlC-R. 11H~ Settling ndi,·idu:~l s agree d1ar :lll)' interest they may h:!I'C: under rhe Po lic}' ts 

extinguished. This relc:tse, howe,·er, shall no r affect Zurich's oblig:nions with resp~cr to the rc:'lsonable :tnd 

necemuy Defense Cosrs incurred by the Settling lndivj u:~ls rhrough Arnold & Porrcr LLP, their counsel 

ret."'ined to defend :1g:tinst the FDJC-R's released drums, \Vhich retention was pn!\'iousl}' consentl.'d to by 

Z.uricb. 

E. Release ol'1hc FDlC-R by Zurich 

Effective simulr:meou~ y \vith the releRSC granted in Paragraphs n.c. :~nd ll.D. ;~hov , Zurich, for 

itself and irs ~uccessors and as.sigm, and on behalf of its pa.renrs, subsidi:~ries, :tffiliates :tnd reinsurers, and 

their successors :~nd ~~sigm, hereby rele:.ses :.od discharges FDIC-R, and iu emploj•ees, offtcct·s, d1rectors, 

agent!., :morocys, .repre>enc.aoves, successors :and assigns, from nny :md :tll cl:Ums, detnllnds, obl.i_g7~tions, 
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d:1mages, :~cuons, nod c:~uses of action, direct or indi.recr, in law or in equity, rh:u :~ris e from or rcbre w che 

Policr. 

F. ncJe:.~se ofSenling Indi,-iduals by Zurich 

Effective sirnulcmeously with the releases gpnted in P:uage~ph C, D and E of this Section II, 

Zurich, foe itself :1nd its successors :~nd assigns, :~nd on ~h:~ f of its parents, subsidiaries, affiliates, ;~nd 

reinsur~rs, and rheir successors md assigns, hereby releases and discharges ~ch of the ScttlU1g lndividu:tls, 

::u\d d\w respective heirs, executors, admin.istrntors, est:lres, agents, attorneys, represenc.1tivcs, successors and 

as~igns, from an}' and :~ll d:~ims, dem?.nds, obli~tions, dnmnges, fees, costs, :~ctions, and causes of nction, 

direct or indirect, in law o r in equity, b:~sed upon the claims relo~d by the FDtC-R pursu:~.nt to dus 

Agreement, incloding bl.1t no t limited to any contr:~cnml or e.-;tr.~~-conttacmal d:tims based upon the handling, 

defense, or resolution of rhe cl:~ims relensed b)' rhe FDIC-R. 

G. Express Hesen·at;ons From Releases By the FDIC-R 

1. Norwithst:tnding ~ny other provision in this Agl'ec:mem, the FDIC-R doe.~ not reiC'asc, and 

e:.:pressl}' preserves fuUy :md to the same e:"'tent as if the Agreement had nor been eucuted, :my claims or 

causes of <~Ction: 

:1. ngninst the Settling lnd.ividLt::.ls or nny other person or entity fo r li1bility, if :my, 

incurred :ts the m:~ker, endorser or gLt:lr:'lntot of :.ny promissory note oc other evidence of indebtedness 

pa)'<lble or owed by them o r any of them to fDIC-R, Rock fuver, or other fmancial in scirution~. or :ln}' other 

pc~.rson or entity, induwng without limit:~aon any c!:Ums :~cqu red by Feder:~! Deposit Jnsur.H'lce Coq>orntion 

in irs corpor:tte capacity ("FDIC.C") or :~ s successor in interest to Rock Ri'•er or any person or entity other 

than Rock Rivc:r, :md 

b. againsr any person or entity not e:otpressly relt::tscd in this J'\grr:ement. 

c. :.gainst the Sertl.ing lndividu:~ls or any other person or cmiry for !Jnbil.i~.- rh~t ru'ise:s 

from or rellllcs to (1) th e petfonn:mce, nonperformance, or manner of performance o f the Settling 

lnd.ividu:~ls' :uld/or Non-Settling Incli,,iduals' respective functions, d\1ties :~nd actions as emplo)•ees, officers 

:md /or ducctors of :~ny financi;~l inscin11:.ion other thnn Rock fu,'er and/or (2) the (:~ct th:tt :til)' Sen:l.ing 

lndj,·idu:~l or Non-Settling lndividunls is or was :~n officer, director, or employee of RO}' institution od1er 
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thnn Rock Rive.r. 

2. Norwithsc.1nding :tnj other provision, nothing in this Agreement sh :~U be consu·ued or 

interpreted :t.s limiting, waiving. rde:tsing or comprom.ising the jurisdiction and aurbociry o f the FDIC-C in 

rhe exercis e of i:::s superviso1y or regtllatory aud,ority or to diminish irs ability to instiruce adminiscutive 

enforcement proceedings seeking emovll~ prohibition or an}' ocher adminisu·ative cnforcemen r accion 

which m ay :trise b}' operation of law, n•le or regulation. 

3. Notwithstanding any other pro~·ision hereof, this Agreement does not purport to waive, or 

intend to \Votive, ~,,y claims which could be brought by the United Stares through either d1e Depanmcnt of 

Justice, the United Scues A rrorney's Office foe the N ordlern District of Illinois, the U11ited St:ttes Attorney's 

Office for the Ccntr:~l Disu:ict of Til.inois o r the United States Attorney_ for :tnJ' ocher federal judicial district. 

1~ :~ddici n, the tight of d1e United Sl:'ltes to seek court ordered rescit1.1tion pm u~n t to the rdC"':tlH 

provisions o f the Victim ~nd Witness Prorcction 1\ct, 18 U.S.C. § 3663, et. uq., if :~pprO(lriate, also is nor 

,,;:~ived Ot released. 

4. n,e FDIC-R represenrs and \v:lrranrs that, liS o f rhe d:~te of this Agreement, it h:~s not 

tr:msferred any claim, o use of ;~cci n or other right thnt would be rek:tsed hereunder if such drum, cause or 

action or right had not bce11 pre,·iously t.r:ansferred by the FDIC-R pcior to the d:lt<: of chis Agreement. ~nd 

to thM enc\ d1c 1':anies ~grce tbt the relc:tse by the FDIC-R set forth in Par:lgT<~ph 1\ of Sect.ion II IS a fu ll 

and complete release of lll! such chums, causes of action ~ml rights. 

Section III: W;~ivcr of Dividends 

To d1c ex tent, if ~111 )', that Settling Individuals :tre or were deposito rs, creditors nnd/ o•· sh:ucholdecs 

of Rock Rit·e..- and by virruc thereof are or tn:~y h:a\·e been entitled to 11 dividend, p:t)'tnent, or ocher pro·r~rn 

distribution upon resolution of d'e recei,•ccship of Rock R.j,·er, d1ey herebr kno\.,.;ngly :~ssign ro the FDIC-R 

:~ny nnd nil rights, tides and interest in and to nny and :~U such dividends, p:1ymen£s or o ther pro ratll 

distributions. 
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Section IV: R~prcscntations and Acknowledgements 

A. No Admission of Liability Eadt of the P2rties nd:nowledgcs ;~nd agree:; that the matters 

scr forth in this i\greement cot1stirute the settlement and compromise of disputed daisns, and rlut this 

:\grecment is aor :~n admission or evidrncc of Wlbility or: of CO\'crage by :my of rhem eg~rding any claim. 

The Parties ftuthec stipulate ~nd agree thnt, ~ a sertlement and compromise, neither this i\grccmcnt nor anr 

m:.rter rebted to it m~y be offered o r admitted in any court or ndrninjstcacive proceeding ns e,~idence of 

liability or wrongdoing whatsoevC'.r with respect to :~ny of che Settling lndi,-idu~ls' performance, 

nonperfonnance :~nd/ or m;mner of performance of their respective funcrions, duties and nets :~ s dicecrors, 

officers :md/ or employees of Rock Ri,•er. 

B. E,;ccution in Counterparts Tbis Agreement m:1y be executed in counterp:~rts by one or 

more of rhc Pnrcies n:1med herein ;~nd aU such counrerp:u·ts when so executed sh~U together constitute d1e 

fuml i\greemcnt, <lS if one document had been signed by :til P:~rties htrero; and each such coumeLp;~rt, upon 

e~ecution and deli,·cr)'. shall be deemed " complete origin<~ , binding the Party or Parties subscribed d1ereto 

upon thr: execution b)• ~II Parties to this Agreement 

C. Binding Effect E:~ch of the undersigned persons represents and \Vllrmnts rhnr they are a 

P:~ ty hcre10 or :~ re allthoLized to sign this Agreement 011 beh:llf of the respective P:u·ty for which they nre 

signing, :~nd that they have d1e full power and :~uthority to bind such Pany co e..1Ch ;md cverr provision of this 

Agreement. This ,'\greemeJH shall be binding upon :md inure to the benefit of rhe undersigned Parcies and 

their respecti\re heirs, cl'ecutors, lldm.inistrnrors, representatives, 5uccessors a11d assig:1s. 

D. Specific R<:prc$Ct\l!ltions ~•nd \Varunties Tile Settling lndi\•i dl. l~ls severally bur no t 

joincly S\Vc-:tr :llld :tffinn tb:lt all fm~nci;'lJ infocmnOO!'l in the :lffidavj(S and fin:~n i~l St:\lemcn~ prepared by 

them and volunt:~rilr provided to the FDIC-R in respon$e to its request \ViiS true :~nd accu~te at the time of 

submission to thr:- best o f their knowled~, infonn:~tion and belief. 

E . Reasonable Cooncr2tion The unders1gned Parties agree to coopernte in good faith co 

effecru:'lrc :Ill the terms :111d cor.dicions of this Agreement 

F. Choice of Law TillS Agreement shaU be intcl1'retcd, constn1ed :md enforced according to 

ap))Uc;!ble fc:dt=rall:-~w, or in its :~bsence, ::he laws of rhe Stare of .fllinois. 
(b)(6) .... 

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G. Entire Agre eme nt and Amendments TI1is Agreement constimrc:; the entire agreement 

and dcrst:~n jng between :md nmong the undersigned Parties concerning the matrers set forth herein. This 

1\greement m:1y not be <1mendc:d or modified except by ano ther written instrument signed by the Party or 

Parties to be bound thereby, or by thei.c respective :~u horizcd ttom y(s) or other repcesent.1rive(s). 

H . Advic.:e of Counsel E:~ h Party hereby acknowledges thnt it has consLllted with nd 

obtained the ad,•icc: of counsd prior to execut.ing this Agreement, :~n d that d1is Agreement has been 

explained to d1 <1 t Parry by his or her cou nsel. 

I . Enforccmc nr of Ag,c:emcnt In the event that :tny Party brings suit to en force dte tc:nns 

o f th is Agreement, or bnsed on the :~Ueged brc:-ach of the terms hereof, cl1 e Parties :~gcee co c.-.:ciLIS ive venue iu 

rhe United St:ltes District Co urt for the Northern District o f Illinois or in che e'•enc ch:u d1e :~ d feder:.l 

court does not hnve jurisdiction, rhe Circuit CouH in and foe Cook Count}', lllinois. In suclt c:'•ent, the_ 

prevailing Pnrt)' ot :~rtics sh:-all be entitled ro cecovec :.U costs incw:cc:d from the non-prc\·ailing pnrrr or 

patties, incltaditlg reasonable :~tt cncys' fec;s. 

J. T ime is o f the Essence Time is of the essence in this Agreement, including specifically, 

p ayment o f the Sct clen,ctH Funds to FDIC-R on or befot e dH: due cbce. 

IN \X'11NESS WHEREO F, the Parties heteto have caused dtis Agreement co be executed by each 

of them o r their duly nudtonzcd rc:pn:.sentOlti,•c:s on the dates hereinafter subs ccibed. 

D ate: b -"'(" - llDate:---- - - ---

FEDERAL DEPOSIT INSURANCE CORPORATION as 

Receiver for Rock ruver Bank 

Fidclily ::tnd Deposit Company ofMaryl:tnd 

B~-------------------------­ TITI..E: --------------
(b )(6_)_ 

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G. EQ\jre Agrcemc;nc and Amc;ndmcn1a This Agreement constituteS d1c entire ngreemcnt 

11nd undecscan<ililg lxtwert~ and among the undenigned PMLics conceming the mAtrccs set forth huein. TI1is 

Ag~emenr ~y nor be amendw or modi6ed except by soother written instrument signed by the Puty or 

Patties to be bound thcreb}', or br theic respective ~uthonzed attocncy(s) or other repmeoouive(s). 

H. Adyjce or Counsel Each Party hereby acknowledges chat it h:u consulted with and 

obtained the adt•ict: of c:ounsd prior to executing this Agreement., and dut dtis Agreement has b~n 

explitined to !hat Patty by Ius or her rounsel. 

I. Enforcement o(.l\peemcnt In dte event thllt any Puty brings suit to enfo.cce tl1e term$ 

of !his Agreement, or based on the alleged bm~d\ of the terms hereof, the Parties agree ro exclusive \'enue in 

rhe United S!lltcs District Court for the Northun Ditttict of Illinois or in the event chM the SRid federal 

court does not have jurisdiction, the Cilcu.it Cow:t in and for Cook Counq•, filinois. In such event, the. 

prevailing P:u-ty or Parties sh:~U be cntided to recover 2U costs incurred from the non-prevlilling pnny or 

p~t ti.es, including rea&onable attorneys' fe~. 

J. Time js o(rbc Essence T.une is of the eucnce in dU. .Agreement, including spccificaUy, 

payment of me Settlemenc Funds t0 FDIC-R on or befon: d1e due dare. 

IN WITNESS \'(!HEREOF, the Putiet hereto have oused d1is AgxeeJnent to be executed by es~ch 

oi them or their duly :~u cbor:i~etl repre.u:nmtiva on the dates hereinafter $Ubscribed. 

Date: ________ _ 

FEDERAL DEPOSIT INSURANCE CORPORA'rtON as 

Receiver for Rock Rivet Bank 

BY: ________________________ __ 

TI~----------------------- PRTh/TNAME: ________________ __ 
t 

-9· 

Date:-------

Douglas L. Campbell 

Date::------ Brld Waller, Trustct 

D;wte: ------- Caig C~~ompbdl 

D:lt~ : ------- Theodo£e Liebovich 

D:ne: -------

(b )(6) 

Clrl 0 . Berg 
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PRI.\:T ~~\ii-W: ----

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

. .. ·- -· .. ··-···--··- i3;.;;d \.\:allcr. Trus1cc 

·------------ -·-- ---

C~:lig Campbdl 

l).ltt". ----··-- --·--

l ):u t· 

C:d l) Hrrg 

l ).1(~-:- _,_,, .. 
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PRlNT NAME: --- - - ---

:~ . -------- Douglas L. CampbeU 

='·'B:: 

Brad Waller, Trustee 

I (b )(6_) D:~re· 5· >e · \ 2. j 

Cr:~ig Campbell 

:~te : - - ------ Theodore Licbovich 

D:~t : -----·---

c~d 0. Berg 

<~tc : --------

TilOm~s G . Klein 
PRINT NAME: ---------

Oa{e: -------

Douglas L Campbell 

Date:--.,....----

Brad Waller, Trustee 

D:~re: ---·----

Cr:~ig Camf>bell 

(b)(6}m l 

111codore Licbovlch 

Date:-------

Carl 0. 11erg 

Date:------

Thomas G. Klein 
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PRINTNAME: - - ------

Date:------ -

Douglas L. Campbell 

Date:--------- Brnd waller, Trustee 

D~te: - --------

Craig Campbell 

Date: 

·n1codore Liebovich 

- E I (b)(a 

0 

Dare: 

C:trl 0 . Berg 

D;tte: - -----

'll1omas G. Klein 
' 

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pruNTNAME: ______________ __ 

Date:-------- Douglas L. Campbell 

D:~t ; -·----- Brad Waller, Trustee 

Dnte: -------- Cuig Campbdl 

D:~re : -------- Theodore Liebovich 

D:~te: -------- C;-.1"1 0. Berg 

(b )(6) 
SETTLEMENT AND RELEASE AGREEMENT 

This Settlement and Release Agreement ("'the Release") is made <tS of this 15th day of 

May, 2012, by, between. and among the following undersigned parties: David E. Grochocinski, 

(the "Trustee"), the Chapter 7 trustee of the bankruptcy estates of Craig L. Campbell (the 

'·Debtor"), and former officers, directors and employees of Rock River Bank. c·Rock Ri ver" or 

··the Bank.''). including but not limited to Douglas Campbell, Theodore Liebovich. Carl 0. Berg 

and Thomas G. Kle in (co ll ectively. ''Releasors"). The Trustee and the Rekasors may be 

referred tn be;.·rcin individually as a "Party"' <md collectively <tS the ··Parties:· 

RECITALS 

This Rckasc is entered into in reference to the following: 

I. Prior to July 2, 2009. Rock River was a state-chartered nonmember institution 

operating 111 the State or Illinois. Debtors WCI'I:! former officers of r ounders and Bank of 

Danville. 

2. On July 2, 2009, the Illinois Depat1ment of Fin:1ncial <md Prokssional Regulation 

closed Rock. River. The Federal Deposit Insurance Corvoration ("FDIC -R") was appointed 

receiver for the Bank pursuant to 12 U.S .C. § 1821(c). In accordance with 12 U.S.C. § 182 J(d), 

the FDIC-R. as rec.;eivcr. succeeded to all rights, titles. pcnvc.:rs and privileges of thl' Bank, 

including ·those with respect to its assets. 

3. Among the assets to which the FDIC-R succeeded were any and all of claims, 

demands. :1nd causes of actions the Bank. might have against the Debtor and o.ther former 

directors, officers and employees Clrising from the performance, nonperfonnancc and/or manne r 

or perfonnnncc or their respective functions. duties r~nd acts as directors. ofticers and/or 

cmployc~.:s of' the Bank. Dchtor fil ed a voluntary Chapter 7 petition on 1\:ovcmber I L 2010, in 
the Uniied St~tes Bankruptcy Court for the Northern District of Illinois (Eastern Division), 

r ase no. I 0-50562 ("the Bankruptcy Case''). As part of the bankruptcy, the FDIC-R receiver for 

th ~ Bank filed a proof of claim reflecting claims against the Debtor arising from his role in 

connection with the Bank. 

4. To avoid the uncertainty, trouble, and expense of litigation, the Parties have 

agreed that the Release shall be a release of Z~ll potential claims that the Rel easers and the 

Trustee. as Chapter 7 trustee of the bankruptcy estates of the Debtor, mny have against each 

other arising fi·om the Debtor's and the Releasors' performance. non-performance o r manner of 

pcrf nanc~.: of the ir respective functions, duties and/or actions as employees, officers and/or 

directors of Rock River. The Releasors and the Debtor deny and continue to deny any and all 

liability. The Parties further agree that. a.s a compromise and seltlemcnt of disputed cl~ims, this 

Release is not an admission or evidence of li ability or of coverage \vith respect to the disputed 

claims. 

NOW, THEREFORE, in consideration of the promises. undet1akings, payments, and 

releases stated hcn.:in, the suniciency <md receipt of which consideration is hereby 

ackno\.vkdgl:d, the Parties agree as follo\.vs: 

Section 1: Releases 

A. Release of Rclcasors bv the Trustee 

The Trustee, as Chapter 7 trustee of the bankruptcy estate of the Debtor. hereby 

releases ~md discharges each of the Releasors from any and all claims. tkmands. obligations. 

damages. fees, costs, actiuns, and causes of ac tio n, direct or indirect, in law or in equity, known 

or unknom1. belonging to the Debtor and the bankruptcy estale of the Debtor, that arise from or 

relate to the Rank or to the performance, nonperformance, or manner of performance of the 

2 
R~le«sors' respective functions, duties r:md actions as officers and/or directors of Rock River. 

Fnr purposes of clarilication and certainty, this reknse is applicable to, and includes each of the 

Releasers, as well as each and t:vcry one of their respective heirs. executors, insurers, 

administrators, estates, agents, attomcys representatives, spouses, successors and assigns. 

B. Release of the Debtor ~nd the Trustee bv the Rclcasors 

EITc<.:tive simultaneously with the release granted in Paragraph I.A. above, Releasers, on 

hchnlf of themselves individually, and their respective heirs, executors, administrators. c..:slates, 

agents, representatives, successors and assigns, hereby release and discharge the Debtor and the 

Trustee, as Chapter 7 trustee of the bankruptcy estates of the Debtor, rrom any and all claims, 

demands, obligations, am::~ges, fees, costs, actions, and causes of action, direct or indirect, in 

law or in equity. th<ll nrise from or rclal~ to the Bank or to the performance. nonperfonnance, or 

manner of p~:rform an<.:c of the Debtor" s respective fun<.:tions, duties and actions as a director of 

Rock River. For purposc..:s of clnritication and certainty, this release is <:~pplicable to and includes 

the Debtor and the Trustee, as well as ~.:ac b and cvay one ofthcir respective heirs, executors, 

administrators, estates, ng~:nts, nttomcys representatives, spouses, successors and assigns. 

Sectio n I I: Approv ;ll of Bankruptcy Court 

Upon the execution and delivery of this Release by each Party hereto, the Trustee 

promptly sht1ll file in the f3nnkruptcy Case a motion seeking Bankrupt<.:)' Court approval of this 

Release. The Trustee and the Releasers shall cooperate in securing such approval. This Release 

shall not become effective unless and until approved by order of the Bankruptcy Court. Should 

the Bankruptcy Court deny the motion and refuse to approve this Release. the Release shall be 

void ab initio, as though it had never been executed. 
Section III: l~cprcscntations and Acknowledgements 

A. No Admission of Linbilitv Each of the Parties acknowledges and agrees that the 

matters set forth in this Release constitute the settlement and compromise of disputed claims or 

potential claims. and that this Release is not an admission or evidence of the existence of any 

claims or potential claims. The Parties further stipulate and agree that, as a settlement and 

compromise, neither this Release nor any matter related to it may be offered or admitted in any 

comt or administwtive proceeding as evidence of liability or wrongdoing ·whatsoever with 

respect to any of the Releasers' and the Debtor's performance, nonperformance and/or manner 

or p(:rformance of their respective functions, duties and acts as directors, ofliccrs and/or 

employees of th<! J3ank. 

B. Execution in CountcrpHrts This Release may be executed in countcrparrs by 

one or more of tht.: Parties named herein and all such counterparts when so executed shaH 

tngcth~r constitute the 1inal Release, as if one document had been signed by all P~rtics hereto~ 

nnd each su<:h counterpart, upon execution and delivery. shall be deemed a complete original. 

hinding the Party or Parties subscrib~d thereto upon the execution by nil Parties to this Rt:lease. 

C. Binding Effect Each of the undersigned persons represents and warrants that 

they are n Party herdo or are authorized to sign this Release on behalf of the respective Party for 

which they arc signing, and that they have the full power and authnrity to bind sul:h Party to each 

and ~::very pn1,·isicm of this Release. This Release shall be binding upon and inur(: to the benefit 

of the undcr~ignecl Parties ;md their respective heirs. executors, administrators, representatives, 

successors and assigns. 

D. Reasonable Coopl'nttion The undersigned Parties agree to cooperate in good 

t~tith to clfer.:tuate all the terms and conditions of this Release. 

4 
E. Choice of Law This Release shall be interpn~tc.. d, construed and enforced 

according to <tpplicable fcdcrnlhl\v, or in its absence. the laws of the Swtc of Illinois. 

F. Entire Release and Amendments This Release constitutes the entire agr~ement 

and understanding between and among the undersigned Parties concerning the matters set forth 

herein. This Release may not be amended or modified except by another vvri\len instrument 

signed by the Party or P8rtics to be bound thereby, or by their respective authorized attorney(s) 

or other r~prcsentativc(s ). 

G. Advice of' Counsel Each Pmty hereby acknowledges that it has consulted with 

and obtained the advice of counsel prior to executing this Release, and that this Release has 

been explained to that Party by his or her counsel. 

II. Enforcement of Release Jn the event that any Party brings suit to enforce the 

h:rms L'fthi.s Rel ease. or based on the alleged breach of the terms hereof, the Parties agre..: to 

c~clusivc \'enuc in the United States District Court for the Northern District of Illinois or, in the 

event that the said federal court does not have jurisdiction, the Circuit Court in and for Cook 

County, Illinois. In such event, the prevailing Party or Parties shall be entitled to re(over all 

costs incurred from the non-prevailing party or parties, including reasonable attorneys' fees. 

IN WITNESS WHEREOF. the Pmties hereto have caused this Release to be executed by 

each of them or their duly authorized representatives on the dates hcn:inaftcr subscribed. 

Date: 

David E. Grochocinski, 

as Chapter 7 trustee of the bankruptcy estates 

of Craig L. Campbell and Kim A. Webster-Campbell 

5 
(b )(6) 

I )alL': ____ . -·-···· 

Dak: ___ .. ______ _ . ·------------ Brad \\'a.ik~:, Tru~le~ 

J)ah:: ··-··-· 

Uah:: 

:-fh~·,;J~;~-~ Lich;,vi~h----·-·· ·-·-· 

I ):Ill:: ... --------·- ·-· ·- (_-:;·;,".((:)_ I krg 

]);!{(:: ___ ... ··-··· -··· ----

(i 
Date: ----- - - - Douglas L. Campbell 

Date: . ···-······ ·- Brad Waller, Trustee . 

(b)(6 j Date: S· ')c · q_ -- I I 

Craig C2i'mpbell 

Date:-------

Theodore Liebovich 

Date: 

Carl 0. Berg 

Dote: _ 

Thomas G. Klein 

6 
Date: 

Date: _ _ ___ _ 

Date:-·- ------

(b )(6_)'--~-----:;--:­

Date: _......::s=..~/L--.r---'-1 1_12_ 

Date: _____ _ 

Date: 

Douglas L. Campbell 

Brad Waller. Trustee 

Craig Cam..Ebell 

·······················- ··• ........ _ ...................................................... . 

~T~ odTo~r~eTL~i~O~OV~l~Cn~-------------r 

Carl 0. Berg 

Thomas G. Klein 

. 6 
Date: _________ ---

Douglas L. Campbell 

Date: ______ _ 

Brad Waller, Trustee 

Date: 

Craig Campbell 

Date:-------- Th~dore Liebovich 

(b )(6_)_ _ ___________ -~--

Date: _____ _ 

Carl 0. Berg u 

Date:----- -- Thomas G. Klein 

6 
Date: 

Douglas L. Campbell 

Date:------- Brad Waller, Trustee 

Date:----- -- Craig Campbell 

Date:------- Theodore Liebnvich 

Date:------ - Carl 0. Berg 

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

Date: .j--!2 0 ,... I a1 --- Thomas G. Klein 

6