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sETTLEMENT AGREEMENT AND MUTUAL RELEAsE D£r IlfJ D;tj·'-.-~":J-eJ_c.__~----.J 

D 

THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE 

("Settlement Agreement") is entered into and made effective as ofthe day of 

October, 2008 ('.'Effective Date"), by and between plaintiff Federal Deposit Insurance 

Corporation, as conservator forlndyMac Federal Bank, FSB formerly known as IndyMac 

Bank, FSB ("IndyMac"), defendant Angelino Mortgage Co., Inc.; a California 

Corporation and defendant John Robert Lim (hereinafter collectively "Angelino 

Mortgage"). (IndyMac, Angelino Mortgage and Jolm Robert Lim may hereinafter be 

referred to individually as a ''Party" or collectively as the "Parties"). 

1. RECITALS 

1.1 On or about May 18, 2006, Angelino Mortgage and IndyMac entered into 

a written Customer Agreement and e-mits User Agreement (hereinafter "Agreement") 

and incorporated Lending Guide ("Guide"). 

(b)(6) 

(b)(6) 1.2 Pursuant to the Agreement, on or about October 4, 2006, Angelino 


(b)(6)
 .. · Mortgagerocesse~ackaoed and submitted two loans concerning borrow<>! · ~ I (b)(6) I ·· (loan nos -- Iand - -- pto Indy Mac. The loans were secured 

(b)(6) · 	 by property located a · - ·-· ·- IMurrieta, California. The principal amounts 

ofthe loans were $159,800 and $639,200. 

1.3 IndyMac claims that Angelino Mortgage breached certain representations 

and warranties contained in the Agreement and Guide and negligently processed the 

Rodriguez loans. 

1.4 IndyMac demanded Angelino Mortgage repurchase the Rodriguez loans 

and/or indemnify IndyMac for its losses. 

1.5 Angelino Mortgage disputes IndyMac's claims relating to the Rodriguez 

loans and refused to repurchase the loans and/or indemnify IndyMac for its losses. 

1.6 On or about October 3, 2007, IndyMac filed a lawsuit entitled IndyMac 

Bank, F.S.B., as successor-in-interest to lndyMac, Inc. vs. Angelino Mortgage Co., Inc.; 

a California corporation; John Robert Lim, an individual, Case No. BC 378 602 

(hereinafter "Action"). Angelino Mortgage filed a general denial. 

1.7 The Parties desire and have agreed to settle all claims relating to the 

Rodriguez loans in their entirety upon the terms and conditions hereinafter set forth. 

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(b)(4),(b)(6) 

(b)(4),(b)(6) 

2. 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: 

2.1 Recitab. The Recitals set forth above are incorporated into the body of 

this Settlement Agreement as though fully set forth herein. 

2.2 Payment to IndyMac. Angelino Mortgage shaH pay to Indy Mac the total 

sum ofOne Hundred Ten Thousand Dollars and No/100 ($110,000.00). The sum of 

Eighty Five Thousand Dollars and No/1 00 ($85,000.00) shall be paid within I 0 business 

days of Angelino Mortgage's counsel's receipt of a fully executed copy ofthe Settlement 

Agreement. The settlement payments shall be made payable by check payable to 

IndyMac Federal Bank, FSB and transmitted to IndyMac c/o Vanessa H. Widener, Esq., 

Anderson, McPharlin & Conners LLP, 444 South Flower Street, 31 51 Floor, Los Angeles, 

CA 90071-2901. 

2.3 The remaining Twenty Five Thousand Dollars ($25,000.00) shall be paid 

as follows: $1,000 per month commencing November 1, 2008 and continuing on the first 

of each month until paid in full. The monthly payments shall be made by check payable 

to Indy Mac Federal Bank, FSB and transmitted to IndyMac c/o Vanessa H. Widener, 

Esq., Anderson, McPharlin & Conners LLP, 444 South Flower Street, 3111 Floor, Los 

Angeles, CA 90071-2901. 

2.4 Concurrently with the signing and delivery of this Settlement Agreement, 

John Robert Lim shall execute a Stipulation for Entry of Judgment in the amount of . 

$35,000.00 plus interest less any amounts received by lndyMac, in the fonn att"ll~hed · 

hereto as Exhibit I. The Stipulation for Entry of Judgment incorporates by reference the 

Judgment (Pursuant to Stipulation), attached to the Stipulation as Exhibit A. Both the 

Stipulation and Judgment are incorporated by reference herein and their tenns made a 

part ofthis Settlement Agreement. The Stipulation shall be entered immediately upon 

execution ofthis Settlement Agreement. The Judgment (Pursuant to Stipulation) shall 

not be entered so long as Angelino Mortgage performs under the terms ofthis Settlement (b)(4),(b)(6)

Agreement as set forth in paragraphs 2.2-2.3 above. 

2.5 In the event Angelino Mortgage defaults by failing to make a timely .· 

payment to IndyMac as set forth in paragraphs 2.2 - 2.3 above, Indy Mac shall give o· 


written notice via mail or facsimile ofthe default and notice of intent t~enter Jud&ment o/ · 

(Pursuant to Stipulation) to Angelino Mortgage at: .f!":J- 6. J::cl'lS.l~~,... IY,. f.,.~. ~tJC1~ and Carlson Law Group, Inc. at 6345 Balboa Boulevard, Suite 2S7, incino, cA! 91316, 

Telephonej. .... · '103377.1 .. 

jFacsimile~. ..... ... . . j ,.-~====;/ 

. I \ 

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2.6 Angelino Mortgage shall have five (5) business days from receipt of the 

notice of intent to enter Judgment to cure the default. IfAngelino Mortgage fails to cure 

the default within five (5) business days, IndyMac shall retain all consideration it 

received, and it may, in its sole discretion, seek to enter the Judgment (Pursuant to 

Stipulation) and enforce said Judgment against Angelino Mortgage less any consideration 

already received by Indy Mac pursuant to the settlement. Judgment may be entered by ex 

parte application (without testimony or trial and Angelino Mortgage further waives the 

right to a court and/or jury trial) with written notice given to Angelino Mortgage and 

Carlson Law Group, Inc. by facsimile or telephonic notice given at the facsimile and 

phone number listed above. The amount actually received by Indy Mac shall be deducted 

from the amount ofthe Judgment (Pursuant to Stipulation). 

2.7 Within 10 business days oflndyMac's counsel's receipt of the fully 

executed Settlement Agreement and the entered Stipulation for Entry of Judgment, 

Indy Mac's counsel shall file a request for dismissal with prejudice. 

2.8 Each party agrees that Section 664.6 of the Code of Civil Procedure ofthe 

State of California shall apply to this Settlement Agreement and the court shall retain 

jurisdiction over the parties to enforce this Settlement Agreement and the Judgment 

(Pursuant to Stipulation). The parties hereto request the Court to retain jurisdiction 

pursuant to C.C.P. § 664.6 to enforce the terms of this Settlement Agreement should a 

dispute arise. 

2.9 The parties shall bear their own costs and attorneys' fees. 

3. RELEASE 

3.1 Unknown Claims. Each Party aclmowledges and agrees that the release 

they give to the other Party upon executing 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 or in conjunction with the 

Rodriguez loans, and each Party hereby expressly waives application of any applicable 

state statute, including but not limited to California Civil Code §1542. 

3.2 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 ifknown by 

him or her must have materially affected his or her settlement 

with the debtor." 

SETILEMENT AGREEMENT & MUTUAL RELEASE 

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3.3 Each Party understands and acknowledges that the significance and 

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

should eventually suffer additional damages arising from or in conjunction with the 

Rodriguez loans or any facts or circumstances related to the Rodriguez loans, that Party 

will not be able to make any claim for those damages. Furthermore, each acknowledges 

that they consciously intend 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, if 

known, 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. 

3.4 Except for the rights, duties, and obligations set forth in this Settlement 

Agreement and Stipulation for Entry of Judgment, the Parties each hereby fully, finally, 

and forever release and discharge the other Party, and any and all of its respective past, 

present, and future affiliates, employees, members, partners, joint venturers, independent 

contractors, attorneys, insurers, agents, investors, successors, assigns, representatives, 

officers, directors, shareholders, agents, 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 and/or agents, 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, 

employees and/or agents 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 Rodriguez 

loans. The Parties further- acknowledge and agree that neither Party will take any action 

or assert any claims or demands against the other Party with any federal, state, municipal, 

or other goverrunental agency or court relating to the Rodriguez loans. 

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

execution of this Settlement Agreement is free and voluntary. 

3.6 Confidentiality. The Parties agree that neither they nor anyone acting on 

their behalf, including their respective attorneys, will disclose to anyone any information 

relating to, in any way, the contents or terms of this Settlement Agreement, or any 

matters pertaining to this settlement, including its negotiation, unless such disclosure is: 

(1) lawfully required by any governmental agency; (2) otherwise required by law 

(including legally required financial reporting or other disclosures); or (3) necessary in 

any legal proceeding to enforce any provision of this Settlement Agreement. The Parties 

may disclose the terms of this Settlement Agreement to their respective auditors, 

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accountants, tax advisors, and legal counsel, but only to the extent required for 

professional advice from those sources and only after securing a commitment from those 

professionals to maintain the confidentiality of this Settlement Agreement, as required 

above, to the greatest extent possible considering the purpose ·for which the terms of the 

Settlement Agreement are needed by those professionals. 

3.7 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. 

3.8 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. 

3.9 Governing Law. The Parties agree to submit to the Courts of the City 

and County of Los Angeles, California, for any dispute arising out of this 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. 

3.10 Should any action be commenced to enforce, interpret, or seek damages, 

injunctive relief, or specific performance for violation of this 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. 

3.11 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 of the 

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 ofthis Settlement 

Agreement. 

3.12 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. 

3.13 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 of the Parties has consulted with legal counsel concerning this Settlement 

Agreement and 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 

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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. 

3.14 Approval, Authority, and Nonassignment. 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, 

and further warrant and represent that they have not sold, assigned, granted or transferred 

to any other person, corporate or natural, or to any entity, any claim, action, demand, or 

cause of action released by this Settlement Agreement. 

3.15 Number. Whenever applicable, the singular shall include the plural, and 

the plural shall include the singular. 

3.16 Counterparts/Execution. This Settlement Agreement may be executed 

in one or more counterparts, all of which 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. 

3.17 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 tenn or condition waived, and not for the future or as to any other 

act than that specifically waived. 

3.18 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 of this Settlement Agreement. 

3.19 Subsequent Agreements. The Parties 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. 

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

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

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fully supersedes any and all prior negotiations, agreements or understandings JTiade 

between or among the Parties pertaining to the Rodriguez loans. This 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 

of this Settlement Agreement. 

DATED: October ____J 2008 

DATED: October 3:>, 2008 

DATED: October j () , 2008 

7[13177.1 

CARLSON LAW ROUP, INC. 

By: ~~--------------------~------ RK C. CARLSON, ESQ. 

J NATHAN A. FELDHEIM, ESQ. 

Attorneys for Defendants, 

Angelino Mortgage Co., Inc. and John Robert Lim 

By.__l ~~===-:-~::--­ ANGELINO MORTGAGE, INC. 

By: 

SETILEMENT AGREEMENT & MUTUAL RELEASE 

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DATED: October_, 2008 ANDERSON, McPHARL.IN & CON 

VANESA H. VIDNER, ESQ. 

Attorneys for Vlaintiff, t 

Federal Deposit Insurance Corporation, as conservator 

for IndyMac Bank, FSB formerly known as IndyMac 

Bank, FSB 

DATED: October_, 2008 

(b)(6) 

By: 

Fed,--FaTI3cp-ost-tTnsurance Coioraiion as 

conservator for IndyMac Federal Bank, FSB 

formerly known as IndyMac Bank, F.S.B. 

(b)(6) 

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