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CAUSE NO. 08-03625-C 

FEDERAL DEPOSIT INSURANCE IN THE DISTRICT COURT 

CORPORATION, as the duly appointed 

receiver for WASHINGTON MUTUAL 

BANK, 17k/a WASHINGTON MUTUAL 

BANK, FA, 

Plaintiff, 

VS. DALLAS COUNTY, TEXAS 

LANDAMERICA AMERICAN TITLE 

COMPANY, dlbla AMERICAN TITLE 

COMPANY and NANCY J. CARROLL, 

ESQ., 

Defendants. § 68TH JUDICIAL DISTRICT 

SETTLEMENT AGREEMENT AND RELEASE 

This Settlement Agreement and Release (the "Agreement") is entered into by and 

between the Federal Deposit Insurance Corporation, as the duly appointed receiver for 

Washington Mutual Bank, f/k/a Washington Mutual Bank, PA (the "FDIC"), 

LandAmerica American Title Company d/b/a American Title Company ("American 

Title"), and Nancy J. Carroll, Esq. ("Carroll"), effective as of the date last acknowledged 

below. 

WITNESSETH: 

WHEREAS, Washington Mutual Bank, f/k/a Washington Mutual Bank, FA 

("Washington Mut&al") issued a $1.44 million home mortgage loan (the "Loan") to 

SETTLEMENT AGREEMENT AND RELEASE PAGE 1 
Page 2 

David and Nancy Stoller (the "Stollers") arising out of their purchase of a residence in 

Frisco, Texas (the ’Property") on or around October 28, 2003; and 

WHEREAS, Carroll, an attorney, closed the transaction and purchased title 

services from American Title, and American Title issued a mortgagee’s policy of title 

insurance to Washington Mutual on behalf of Lawyers Title Insurance Company (the 

’Policy"); and 

WHEREAS, the Stollers defaulted on the Loan and later claimed their signatures 

on some or all of the Loan tocuments were forged (the "Signatures"); and 

WHEREAS, the Stollers filed suit against Washington Mutual, American Title, 

and several others relating to the Loan in the 416 th Judicial District Court of Collin 

County, Texas (the "Underlying Litigation"); and 

WHEREAS, during the Underlying Litigation, Washington Mutual foreclosed 

and purchased the Property at foreclosure (the "Foreclosure"), and later sold it to a thirdparty; and 

WHEREAS, the Stollers defaulted or non-suited all defendants but Washington 

Mutual and proceeded to trial against Washington Mutual in the Underlying Litigation, 

and secured a judgment against Washington Mutual that, among other things, cancelled 

the Loan and otherwise rescinded the transaction (the "Judgment"); and 

WHEREAS, Washington Mutual filed suit against American Title and Carroll in 

the 68th Judicial District Court of Dallas County, Texas, Cause No. 08-03625-C, styled 

Washington Mutual Bank, f/k/a Washington Mutual Bank, FA v. LandAnierica American 

Title Company d/b/a American Title Company and Nancy J. Carroll, Esq. (the 

SETTLEMENT AGREEMENT AND RELEASE - PAGE 2 
Page 3 

"Lawsuit"), alleging that Washington Mutual suffered damages as a result of Carroll’s 

closing of the Loan transaction, and that American Title, as the purported principal of 

Carroll, was liable for Carroll’s conduct; and 

WHEREAS, American Title denied Washington Mutual’s claims and asserted 

cross-claims against Carroll; and 

WHEREAS, during the Lawsuit, Washington Mutual failed and the FDIC became 

its duly appointed receiver and the substituted plaintiff in the Lawsuit; and 

WHEREAS, the parties, in order to avoid the expense, inconvenience, and 

uncertainties of further litigation, and without the admission of liability on the part of any 

party, the same being expressly denied, desire to settle and resolve the controversies 

between them in the Lawsuit; and 

NOW, THEREFORE, in consideration of the promises and covenants set forth 

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

which are hereby acknowledged and confessed, it is hereby AGREED that all claims 

asserted or assertable by the FDIC against American Title and Carroll are released 

subject to the terms herein, and shall be settled and compromised upon the following 

terms: 

I Payment American Title shall pay the FDIC the total sum of TWO-HUNDRED 

AND SEVENTY-FIVE THOUSAND AND N0I100 DOLLARS ($275,000.00) (the 

"Settlement Amount") on or before 5:00 p.m. CST on December 15, 2009, by delivering 

a check to the FDIC’s counsel, Cheryl Diaz, which sum is accepted by the FDIC in full 

settlement of all disputed claims. 

SETTLEMENT AGREEMENT AND RELEASE - PAGE 3 
Page 4 

IL Promissory Note and Agreed Judament. Carroll agrees to pay American Title 

the total sum of TWO-HUNDRED AND FIFTY THOUSAND AND N01100 DOLLARS 

($250,000.00) in accordance with the terms and provisions set forth in the promissory 

note attached as Exhibit "1" hereto (the ’Promissory Note"), which Carroll agrees to sign 

(in the exact form and substance) and deliver to American Title. Carroll’s obligations 

under the Promissory Note shall be secured by an Agreed Judgment in the exact form and 

substance as is attached hereto as Exhibit "2" (the "Agreed Judgment"). The Agreed 

Judgment will be submitted for entry by the Court. American Title agrees not to take any 

action to abstract, execute or levy upon, seek to collect, or enforce the Agreed Judgment 

so long as Carroll makes the required payments described in the Promissory Note. 

Carroll agrees that she will not appeal the Agreed Judgment and waives all rights to do 

SO. 

Ell. Default. In the event Carroll fails to make any of the required payments required 

under the Promissory Note by their respective due dates, American Title may abstract, 

execute or levy upon, seek to collect, and enforce the Agreed Judgment by any and all 

lawful means. If a check is dishonored, Carroll will be considered in default of this 

Agreement and American Title may abstract, execute or levy upon, seek to collect, and 

enforce the Agreed Judgment. Any payments made prior to the date the Agreed 

Judgment is entered will be credited against the then accrued balance of the Agreed 

Judgment. 

IV. Release of Agreed judgment. Provided that Carroll timely makes all payments 

described in the Promissory Note and has not defaulted on her payment obligations, 

SETTLEMENT AGREEMENT AND RELEASE- PAGE 4 
Page 5 

American Title will release the Agreed Judgment by providing one original Release of 

Agreed Judgment in the exact form and substance as is attached hereto as Exhibit "3" 

save and except the insertion of dates to properly recognize the date the Agreed Judgment 

is entered by the Court. 

V; Release by FDIC. The FDIC, for itself, its past and present parent companies, 

subsidiaries, affiliates, predecessors, successors, insurers, reinsurers, shareholders, 

officers, directors, employees, agents, representatives, attorneys, consultants, assigns, and 

Washington Mutual RELEASES, ACQUITS; AND FOREVER DISCHARGES 

American Title and its respective past and present parent companies, subsidiaries, 

affiliates, predecessors, successors, insurers, reinsurers, shareholders, officers, directors, 

employees, agents, representatives, attorneys, consultants, and assigns, and Carroll, her 

heirs, assigns and representatives, and her legal representatives from any and all claims, 

rights, demands, debts, liabilities, controversies, or causes of action, known or unknown, 

asserted or unasserted, liquidated or unliquidated, fixed or contingent, of any nature 

whatsoever arising out of or relating to (1) the Loan; (2) the Stollers; (3) the Property; (4) 

the Policy; (5) the Signatures; (6) the Underlying Litigation; (7) the Foreclosure; (8) the 

Judgment; (9) any and all claims asserted or assertable by FDIC and Washington Mutual 

against American Title and Carroll in the Lawsuit, including, but not limited to, claims in 

contract or in tort, under statutory or common law, at law or in equity, for actual, 

multiple, or punitive damages, interest, attorneys’ fees, or court costs; and (10) any act, 

transaction, or occurrence prior to the date of this Agreement pertaining to the specific 

subject matter of this Agreement. 

SETULEMENT AGREEMENT AND RELEASE- PAGE 5 
Page 6 

VI. Release by American Title and Carroll. American Title, itself and for its legal 

representatives, attorneys, successors, past and present parent companies, subsidiaries, 

affiliates, predecessors, successors, insurers, reinsurers, shareholders, officers, directors, 

employees, agents, representatives, attorneys, consultants, and assigns and Carroll, for 

herself, her heirs, assigns and representatives RELEASE, ACQUIT, AND FOREVER 

DISCHARGE the FDIC and Washington Mutual, their respective legal representatives, 

attorneys, successors, past and present parent companies, subsidiaries, affiliates, 

predecessors, successors, insurers, reinsurers, shareholders, officers, directors, 

employees, agents, representatives, attorneys, consultants, and assigns from any and all 

claims, rights, demands, debts, liabilities, controversies, or causes of action, known or 

unknown, asserted or unasserted, liquidated or unliquidated, fixed or contingent, of any 

nature whatsoever arising out of or relating to (1) the Loan; (2) the Stollers; (3) the 

Property; (4) the Policy; (5) the Signatures; (6) the Underlying Litigation; (7) the 

Foreclosure; (8) the Judgment; and (9) any act, transaction, or occurrence prior to the date 

of this Agreement pertaining to the specific subject matter of this Agreement. 

VII. Representation Regarding Ownership of Claims. The parties represent and 

warrant that they own and have not sold, assigned, conveyed or otherwise transferred any 

rights, benefits, or claims released in the Agreement. 

Vifi. Dismissal. Upon the full execution and delivery of this Agreement, the parties 

agree to submit the Agreed Order of Partial Dismissal attached hereto as Exhibit "42" 

Such dismissal shall not include American Title’s claims against Carroll. The Agreed 

SETTLEMENT AGREEMENT AND RELEASE - PAGE 6 
Page 7 

Judgment against Carroll will be submitted for entry after entry of the Agreed Order of 

Partial Dismissal. 

IX. Careful Review and Understanding of Agreement. The parties represent to 

each other that they have carefully read this Agreement and understand its terms and 

conditions, and that they have had ample opportunity to consult with legal counsel of 

their choice and have not relied on any representations or statements of each other or 

each other’s counsel. 

X. Binding Effect. It is understood and agreed that this Agreement shall be binding 

upon and inure to the benefit of the parties, their legal representatives, attorneys, agents, 

and assigns. 

XL.Severabifity. If any portion or portions of this Agreement may be held by a court 

of competent jurisdiction to conflict with any federal, state, or local law, and as a result 

such portion or portions are declared to be invalid and of no force and effect in such 

jurisdiction, all remaining provisions of this Agreement shall otherwise remain in full 

force and effect and be construed as if such invalid portion or portions had not been 

included herein. 

XLI. Choice of Law. The parties agree that this Agreement shall be construed and 

enforced under the laws of the State of Texas, and performable in Dallas County, Texas. 

XIII. No Other Agreements. It is understood and agreed that this Agreement 

contains the entire agreement between the parties and supersedes any and all prior 

agreements, arrangements, or understandings between them. This Agreement cannot be 

changed or terminated orally. All representations and promises made by any party to 

SETTLEMENT AGREEMENT AND RELEASE - PAGE 7 
Page 8 

another, whether in writing or orally, are understood by the parties to be merged into this 

Agreement. 

IN WITNESS WHEREOF, the FDIC, American Title, and Carroll have executed 

this Agreement on the dates acknowledged below. 

SETTLE’LENT AGREEMENT AND RELEASE - PAGE 8 
Page 9 

NANCY J. CARROLL, ESQ. 

(b)(6) 

STATE OF TEXAS § 

§

COUNTY OF TARRANT § 

BEFORE ME, the undersigned Notary Public, on this day personally appeared 

Nancy J. Carroll, known to me to be the person whose name is subscribed to the 

foregoing instrument, and acknowledged to me that she executed the same for the 

purposes and consideration therein expressed. 

GIVEN UNDER MY HAND AND SEAL OF OFFICE, this L day of 

December 2009. 

- (b)(6) 

RHONDA CRENSHAW 

Notary Public State of Texas Notary Public, the State of Texas : My Commission Expires 

August 29, 2012 

[ /&6~/Joo 1 11 S iM 

Printed Name of Notary 

My Commission Expires: b/L< 

SETTLEMENT AGREEMENT AND RELEASE -PAGE 9 
_____ 

Page 10 

LANDAMERICA AMERiCAN 

Tm - (b)(6) 

By: Mc&:ipj,j iT’1 

Its:5 V(CJ5 ?cIYEvJr 

i "Jo 

STATE OF MEffibtSKA § 

COUNTYOF § 

BEFORE ME, the undersigned Notary Public, on this day personally appeared 

LandAmerica American Title Company, by Mc6-!Th6V ’R V f 

known to me to be the person whose name is subscribed to the foregoing instrument, and 

acknowledged to me that he/she executed the same for the purposes and consideration 

therein expressed and in the capacity therein stated. 

GIVEN UNDER MY HAND AND SEAL OF OFFICE, this /06- day of 

December, 2009. 

(b)(6) 

-tary Public, the State of Nebro&ka..C. 

es&e 

Printed Name of Notary 

My Commission Expires: 4111-

r s. . n. __________ 

II- OFFICIAL SEAL 

ELLEN RUTH SUBE 

sTATE OF 

WCOMWOMEXP IRE&Q5W!I2 ftn*nrrSEITLEMENT AGREEMENT AND RELEASE - PAGE 10 
Page 11 

FEDERAL DEPOSIT INSURANCE 

CORPORATION, as the duly appointed 

receiver of WASHINGTON MUTUAL BANK, 

a WASI{INGTON MUTUAL BAM’, FA (b)(6) 

By: ,-7----

Its: (’otAISEL 

STATE OF § 

§

COUNTY OF § 

BEFORE ME, the undersigned Notary Public, on this day personally appeared the 

Federal Deposit Insurance Corporation, by its 

known to me to be the person whose name is subscribed to the foregoing instrument, and 

acknowledged to me that he/she executed the same for the purposes and consideration 

therein expressed and in the capacity therein stated. 

GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of 

December, 2009. 

Notary Public, the State of 

Printed Name of Notary 

My Commission Expires: 

e Nckc\ed 

SETTLEMENT AGREEMENT AND RELEASE - PAGE 11 
Page 12 

CALIFORNIA ALL-PURPOSE 

CERTIFICATE OF ACKNOWLEDGMENT 

State of California 

County of _______________ 

On’tt/flf2P1 before me, Ariana L Rambuvan 

(Here insert name and title ofthe officer) 

personally appeared W\(AN ’c 

J 

who proved to me on the basis of satisfactory evidence to be the person,J whose nams7 isaf subscribed to 

the within instrument and acknowledged to me that p’she/hey executed the same in)i’her/tVir authorized 

capacity(i e,, and that by li/her/Iir signature’ on the instrument the person or the entity upon behalf of 

which thperson,Ø) acted, executed the instrument. 

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph 

is true and correct. 

I - -

ARIANA L. RAM BUVAN 

Commission # 1717493 WITNESS my hand and official seal. Notary Public - California (b)(6) Los Angeles County

(Notary Seal) L

rofNob e 

ADDITIONAL OPTIONAL INFORMATION 

DESCRIPTION OF THE ATTACHED DOCUMENT 

c\rçr MWAW 

(Title or description of attac document) 

(Title or description of attached document continued) 

Number of Pages Document Date__________ 

(Additional information) 

CAPACITY CLAIMED BY THE SIGNER 

o Individual (s) 

o Corporate Officer 

(Title) 

O Partner(s) 

0 Attorney-in-Fact 

o Trustee(s) 

"Other 

2008 Version CAPA v12.l0.07 800-873.9865 www.NotaiyClassea.com 

INSTRUCTIONS FOR COMPLETING This FORM 

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