SETTLEMENT AGREEMENT AND RELEASE 

This Settlement Agreement and Release ("Agreement") is made as of this 6th day 

of February 2012, by, between, and among the following undersigned parties: 

Plaintiff, Federal Deposit Insurance Corporation, as Receiver of Ravenswood 

Bank, Chicago, Illinois ("FDIC-R") on the one hand, and Defendants, Edward and 

Annette Parzygnat (jointly the "Parzygnats"); Heidi Wcitmann Coleman and Law Office 

of Heidi Weitmann Coleman P.C. (jointly "Coleman"); and Fidelity National Title 

Insurance Company ("Fidelity") , on the other hand (collectively, "Settling Defendants"). 

Individually, the FDIC and the Settling Defendants may be referred to herein as a "Party" 

and, collectively, as the "Parties." 

RECITALS 

WHEREAS: 

1. Prior to August 5, 2010, Ravenswood Bank ("Bank") was a depository 

institution. 

2. Edward and Annette Parzygnat were the sellers of real estate at 5833 West 

Irving Park Road, Chicago, Illinois ("Irving Park Property"). Coleman ("Coleman") was 

their attorney. 

3. In December 2005, the Parzygnats and Tomasz Grzeszczak 

("Grzeszczak") signed a contract for the Parzygnats to sell the Irving Park Property to 

Grzeszczak 

4. Grzeszczak applied for a loan from the Bank to finance his purchase of the 

Irving Park Property. The Bank ultimately provided a Joan of $483,750 to Grzeszczak to 

purchase the Irving Park Property. 
The Irving Park Property sale closed on May 22, 2006. Republic Title 

Company ("Republic") was retained to handle the closing of the sale of the Irving Park 

Property. 

6. Republic, as Fidelity’s agent, issued a lender’s title insurance policy to the 

Bank. At the Bank’s request, Fidelity also issued a Closing Protection Letter ("CPL") to 

the Bank prior to the closing, which provided the Bank with certain protections in 

conjunction with Republic’s handling of the closing. 

After the closing, Grzeszczak defaulted on his payment obligations to the 

Bank. On July 3, 2008, the Bank obtained ajudgrnent of foreclosure and sale against the 

Irving Park Property. On January 15, 2009, the Bank obtained a deficiency judgment 

against Grzeszczak for $300,134, which remains unsatisfied. 

8. On January 23, 2009, the Bank filed a lawsuit for money damages against 

the Parzygnats in the Circuit Court for Cook County, Illinois styled Ravenswood Bank v. 

Edward and Annette Parzygnat, Case No. 09 Cl-I 0 2276 (the "Parzygnat Lawsuit"). The 

Bank generally alleged that the Parzygnats had engaged in a conspiracy to defraud the 

Bank by assisting Grzeszczak in misrepresenting certain facts to the Bank concerning the 

sale transaction and the loan transaction. Thereafter, the Parzygnat Lawsuit was amended 

to add Coleman as a Defendant. Coleman denied all material allegations made against her 

in the Parzygnat Lawsuit. 

9. On May 11, 2009, the Bank filed a lawsuit for money damages against 

Republic in the Circuit Court for Cook County, Illinois in a case styled Ravenswood Bank 

Republic Title Company, Case No. 09 L 05554 (the "Republic Lawsuit"). The Bank 

generally alleged that Republic had breached its closing instruction by failing to fax the 
Bank, before disbursing the funds, a signed copy of the Escrow Instructions, a signed 

Settlement Statement, and a Distribution Statement. 

10. On August 5, 2010, the Illinois Department of Financial and Professional 

Regulation, Division of Banking, closed the Bank and appointed the FDIC-R as its 

receiver. In accordance with 12 U.S.C. § 1821(d), the FDIC-R succeeded to all rights, 

titles, powers and privileges of the Bank, including those with respect to its assets. 

11. The Bank’s assets now belong to the FDIC-R including any and all of the 

Bank’s claims, demands, and causes of actions against its former directors, officers, and 

employees, and any third parties that may have caused a loss to the Bank. 

12. The Parzygnat Lawsuit and the Republic Lawsuit were each removed by 

the FDIC-R to the United States District Court for the Northern District of Illinois after 

the FDIC was appointed Receiver and the FDIC-R was substituted as the plaintiff in the 

Parzygnat Lawsuit and the Republic Lawsuit. After removal to federal court, the 

Paraygnat Lawsuit was assigned Case No. 10 CV 7038, and the Republic Lawsuit was 

assigned Case No. 10 CV 6242. 

13. On May 24, 2011, the FDIC-R filed a lawsuit against Fidelity in the 

United States District Court for the Northern District of Illinois in a case styled FDIC v. 

Fidelity National Title Insurance Company, Case No. 11 -CV-3464 (the "Fidelity 

Lawsuit"). FDIC-R alleged Fidelity was liable because it issued a Closing Protection 

Letter that provided indemnification to the Bank for certain errors by Republic in 

handling the real estate closing of the Irving Park Property. 
14. On September 23, 2011, Fidelity filed a third party complaint in the 

Fidelity lawsuit against Republic claiming any amount Fidelity is required to pay under 

the Closing Protection Letter must be repaid to Fidelity by Republic. 

15. On December 31, 2011, Republic filed for bankruptcy protection under 

Chapter ii of the Bankruptcy Code in the bankruptcy court for the United States District 

Court for the Northern District of Illinois in a case styled In re Republic Title Company, 

Case No. 11-52255. 

16. The undersigned parties deem it in their best interests to enter into this 

Agreement to avoid the uncertainty and expense of further litigation. 

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 1: Payment to FDIC-R. 

A. The following payments will be made by the following parties to the 

FDIC-R: (i) Coleman will pay to the FDIC-R, Fifty Thousand Dollars ($50,000); (ii) 

Fidelity will pay to the FDIC-R, Sixty-Three Thousand Dollars ($63,000); (iii) the 

Parzygnats will pay to the FDIC-R Two Thousand Dollars ($2,000), as stated in 

SECTION I.B., for a total of $115,000 in payments to the FDIC-R (in aggregate, the 

"Settling Defendant Payments"). The Settling Defendants shall use their best efforts to 

deliver their payments within 30 days after receiving a fully executed copy of this 

Agreement. 

B. The Parzygnats shall pay the FDIC as Receiver, One Hundred Fifty 

Dollars ($1 50.00) per month due on the first of each month beginning on the first day of 
the month after 30 days from the date the FDIC-R shall execute this agreement and 

continuing thereafter on the first of each month by payment of One Hundred Fifty Dollars 

($150.00) until the $2000 referenced in Section 1, Paragraph A above shall be paid in full. 

SECTION II: Stipulation and Dismissal 

As to each Settling Defendant, within ten days after the latter of full execution of 

this Agreement by each of the Parties, or receipt of such Settling Defendant’s Settlement 

Payment, the FDIC-R and such Settling Defendant shall file a stipulation of dismissal 

with prejudice of the above-referenced lawsuit between the FDIC-R and such Settling 

Defendant, with each Party thereto to bear its own costs, executed by the attorneys for 

such Parties. 

SECTION III: Releases. 

A. FDIC-R’s Release. 

As to each Settling Defendant, upon receipt of such Settling Defendant’s 

Settlement Payment and except as provided in SECTION IILC., the FDIC-R, for itself 

and its successors and assigns, hereby releases and discharges such Settling Defendant 

and its, his or her respective employees, officers, directors, agents, representatives, 

attorneys, heirs, executors, administrators, 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 (hereinafter, "Claims") belonging to the FDIC-R, arising out 

of, or connected with the Irving Park Property; and 

B. The Settling Defendants’ Release. 

As to each Settling Defendant, effective simultaneously with the release in 

PARAGRAPH Ill.A above, such Settling Defendant, on behalf of itself, himself or 
herself, individually, and its, his or her respective heirs, executors, administrators, agents, 

representatives, attorneys, successors and assigns, hereby releases and discharges the 

FDIC-R and its employees, officers, directors, agents, representatives, attorneys, 

successors and assigns, from any and all Claims of each settling Defendant that arise 

from or relate to the Irving Park Property 

C. Exceptions from Releases by FDIC-R. 

1. Notwithstanding any other provision of this Agreement, the FDIC-R does 

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: 

a. against the Settling Defendants for claims unrelated to the Irving Park 

Property; and 

b. against any person or entity not expressly released by the FDIC-R in this 

Agreement. 

SECTION IV: Insolvency. 

A. insolvency. 

Each Settling Defendant warrants as to payments made by or on his or her behalf 

that at the time of such payment, he or she is not insolvent nor will the payment made by 

or on his or her behalf render him or her insolvent within the meaning and/or for the 

purposes of the United States Bankruptcy Code. This warranty is made by each Settling 

Defendant and not by his or her counsel. 

B. Preferences. 

In the event that the FDIC-R is required to return any portion of a 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, fraudulent transfer or 

similar transaction, then, in its sole discretion, the FD1CR may, without waiver of any 

other rights it may have in law or equity, pursue any of the rights and remedies permitted 

by law and against the Party whose settlement payment the FDIC-R has been required to 

return (in whole or in part). 

SECTION V: 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: 

If to the FDIC-R: 

Craig Penrose 

Senior Attorney 

Professional Liability Group 

Federal Deposit Insurance Corporation 

200 N. Martingale Road 

Schaumburg III 60173 

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

If to the Settling Defendants: 

John E. Trepel 

Thomas J. Polinski & Associates, Ltd. 

5844 W. Irving Park Road 

(b)(4),(b)(6) Chica o IL 60634 

Email 

Attorney for De en an s and Annette Parzygnat 

Chad William Main 

Meckler Bulger Tilson Marick & Pearson LLP 

123 North Wacker Drive, Suite 1800 

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

: 06 

1 

Attorney for Defiiei Ii oeman and Heidi Coleman P.C. 
Ronald A. Damashek 

Stahl, Cowen, Crowley LLC 

55 West Monroe Street 

Suitel200 

Email 

Attorney for elity ational Title Insurance Company N 

SECTION VI: Other Matters. 

A. No Admission of Liability. 

The undersigned parties each acknowledge and agree that the matters set forth in 

this Agreement constitute the settlement and compromise of disputed and doubtful claims 

and defenses, that this Agreement is not an admission or evidence of liability or infirmity 

by any of them regarding any claim or defense, 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 in Counterparts. 

This Agreement may be executed in counterparts by one or more of the parties 

named herein and all such counterparts when so executed shall together constitute the 

final Agreement, as if one document 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. 

C. Binding Effect. 

All of the undersigned persons represents and warrants that they are a party hereto 

or are authorized to sign this Agreement on behalf of the respective party, and that they 

have the full power and authority to bind such pally to each and every provision of this 

Agreement. This 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 constitutes 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 party concerning this Agreement and its exhibits other 

than those contained therein 

E. Amendments. 

This 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. 

F. Reasonable Cooperation. 

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. 

G. 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 Illinois, without 

regard to its conflicts of laws. 
H. Forum. 

Any legal action brought to enforce this Agreement shall be brought in the United 

States District Court for the Northern District of Illinois. 

Advice of Counsel. 

Each party hereby acknowledges that he, she 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, her or its counsel. 

Severability. 

If any provision of this Agreement is held unenforceable, then such provision 

will, if possible, be modified to be enforceable but still reflect the parties’ intentions. In 

any event, the remaining provisions of this Agreement shall remain in full force and 

effect. 

K. Title, Recitals and Captions. 

All recitals, section titles and captions contained in this Agreement are for 

convenience only and shall not affect the interpretation of this Agreement. 

SECTION VII: Confidentiality. 

The Parties agree and promise that although the Settling Defendants may disclose 

the terms of their own settlement to third parties, with respect to the other Settling 

Defendants, they will not disclose, discuss or release in any fashion any information 

relating to this Agreement or the settlement of the claims described herein with or to any 

person or entity other than their attorneys, tax advisors or financial advisors, as may be 

reasonably necessary for legal, tax or financial advise purposes; except as may be 

required by law. Provided, however, the Parties agree that this Agreement may be 

10 
disclosed to the Illinois Attorney Registration and Disciplinary Commission and may be 

discussed with that Commission, if necessary. The Parties further agree to instruct all 

such individuals whom they inform of the nature, terms and/or conditions of this 

Agreement or the settlement of the confidential nature of the Agreement and settlement 

and to obtain a pledge from those individuals to maintain confidentiality. In response to 

an inquiry from a third person or entity not otherwise referred to in this paragraph 

concerning this Agreement, the settlement or the claims, the Parties agree to limit their 

responses solely to a statement that the matter has been resolved and settled, or words of 

similar effect. 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be 

executed by each of them or their duly authorized representatives on the dates hereinafter 

subscribed. 

FEDERAL DEPQIT INSURANCE CORPORATION 

As Recer f enswood Bank 

B 

(b)(6) 

___________________ 

Title: FDi c rt.e 

HEIDI WEITMANN COLEMAN AND HEIDI WEITMANN COLEMAN P.C. 

BY:______ 

Title: 

Print Name 

Date: 
disclosed to the Illinois Attorney Registration and Disciplinary Commission and may be 

discussed with that Commission, if necessary. The Parties further agree to instruct all 

such individuals whom they inform of the nature, terms and/or conditions of this 

Agreement or the settlement of the confidential nature of the Agreement and settlement 

and to obtain a pledge from those individuals to maintain confidentiality. In response to 

an inquiry from a third person or entity not otherwise referred to in this paragraph 

concerning this Agreement, the settlement or the claims, the Parties agree to limit their 

responses solely to a statement that the matter has been resolved and settled, or words of 

similar effect. 

IN WiTNESS WHEREOF, the parties hereto have caused this Agreement to be 

executed by each of them or their duly authorized representatives on the dates hereinafter 

subscribed. 

FEDERAL DEPOSIT INSURANCE CORPORATION 

As Receiver for Ravenswood Bank 

BY:________________ 

Title: 

Print Name: 

Date:______________________ 

(b)(6) - - - - 

fl1 WETTMANN COLE l)HFADI WEITMANN COLEMAN P.C. 

Print Name ?/ 

Date:_____________ 

11 
(b)(6) EDWARD PZG 

Print arne 

Date: c2- ’j. 

(b)(6) AT’_IFITh PARZYGNAT 

FIDELITY NATIONAL TITLE INSURANCE COMPANY 

BY:____ 

Title: 

Print Name 

Date: 

12 
EDWARD PARZYGNAT 

BY:________________ 

Print Name 

Date:__________________ 

ANNE1TE PARZYGNAT 

BY________________ 

Print Name 

Date:______________________ 

(b)(6) F1D TIONAL TITLE INSURANCE COMPANY 

BY 

Title: (b) 

Print Name 

Date: 

12