SETTLEMENT AND RELEASE AGREEMENT 

This Settlement and Release Agreement ("Agreement») is made as of this J:/_ ~y of 

April, 2014, by, between, and among the following undersigned parties: 

(a) The Federal Deposit Insurance Corporation as Receiver of Colonial Bank (the "FDIC"); 

and 

(b) Robert E. Lowder; Caryn Cope-Hughes; James L. Hogan; Joseph V. Chillura; Michael 

Sleaford; Keith Casey Cummings; Alan Ojeda; E. Ralph Crawford; Riley L. Hogan; 

Deborah L. Linden; Alfred Marulli; James Pelloni; A. Wayne Rich; Steven Saiontz; 

Steven Shimp; Barney A. Smith, Jr.; George B. Clements, as Executor of the Estate of 

Augustus K. Clements, Ill; William E. Powell, lll; Simuel Sippial, Jr.; Phillip E. Adams, 

Jr.; Thomas F. Dyas, Jr.; Howell Keith Henderson and Judy Hardwick, as Co-executors 

ofthe Estate ofHowell P. Henderson; and Paul Spina, Jr. (each a "D&O Party» and 

collectively, the "D&O Parties"). 

The FDIC and the D&O Patties may be referred to herein collectively as the "Patties;» any one 

of them may be referred to as a "Patty." 

RECITALS 

WHEREAS: 

1. At the time it was closed on August 14, 2009, Colonial Bank (the "Bank») was a 

state, nonmember depository institution organized and existing under the laws of Alabama. 

2. On August 14, 2009, the Bank was closed by the State of Alabama Banking 

Department and, pursuant to 12 U.S.C. § 182l(c)(2)(A)(i), the FDIC was appointed receiver. In 

accordance with 12 U.S.C. § 1821(d)(2)(A)(i), the FDIC as receiver succeeded to all rights, 

titles, powers and privileges of the Bank, its shareholders, and creditors, including right and title 

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312399.1 
with respect to the Bank's assets. The FDIC is the sole owner of all of these rights, titles, powers 

and privileges. 

3. Among the assets to which the FDIC as receiver succeeded were any and all 

claims, demands, and causes of action that the Bank had against the Bank's fotmer directors, 

officers, advisory directors, regional loan committee members and employees as a result oftheir 

association with the Bank arising from the performance, nonperformance, and manner of 

performance of their respective functions, duties, and acts. 

4. On August 25,2009, the Bank's holding company, the Colonial BancGroup Inc. 

("Colonial BancGroup"), filed for bankruptcy protection pursuant to Chapter 11 of Title 11 of 

the United States Bankruptcy Code in the United States Bankruptcy Court for the Middle District 

of Alabama (the ''Bankruptcy Court"), bearing the caption, In re The Colonial BancGroup Inc., 

Case No. 09-32303. 

5. In January 2013, the FDIC notified the D&O Parties of the claims it intended to 

bring against them as former directors and/or officers of the Bank for approval and oversight of 

the Bank's lending function with respect to acquisition, development and construction loans and 

other commercial real estate loans that the FDIC alleges were made as a result of the negligence 

and gross negligence of and the breaches of fidudary duty by the D&O Parties (the "FDIC 

Claims"). Previously, in 2012, the FDIC had initiated probate proceedings by asserting some or 

all of the FDIC Claims against the estates of two former Bank directors in the following matters: 

Estate of Howell P. Henderson, Case No. 82011-517 (Probate Ct. St. Clair Cty., Ala.); and 

Estate of Augustus Kirby Clements, III, Case No. 12-00236 (Probate Ct. Montgomery Cty., Ala.). 

6. The D&O Patties and the FDIC have entered into that certain Tolling Agreement 

effective as of August 7, 2012, and thereafter executed the Extension to the Tolling Agreement 

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312399.1 
as of October 8, 2012; the Second Extension of Tolling Agreement as of December 10, 2012; the 

Third Extension of Tolling Agreement as of February 6, 2013; the Fomth Extension of Tolling 

Agreement as of May 10, 2013; the Fifth Extension of Tolling Agreement as of June 25, 2013; 

the Sixth Extension of Tolling Agreement as of August 27, 2013; the Seventh Extension of 

Tolling Agreement as of October 11, 2013; the Eighth Extension of Tolling Agreement as of 

December 12, 2013; and the Ninth Extension of Tolling Agreement as of February 24,2014 

(collectively, the "Tolling Agreements,), which are incorporated herein by reference and toll as 

of August 7, 2012 the limitations period under any applicable Statute of Limitations (as defined 

in the Tolling Agreements) for claims that may be asserted by the FDIC. 

7. The D&O Parties and other directors and officers of the Bank are insureds under 

insurance policies issued by Federal Insurance Company ("Federal"), National Union Fire 

Insurance Company ofPittsburgh, P.a. (''National Union") and Allied World Assurance 

Company, Ltd. ("Allied World") (each an "Insurer" and collectively, the "Insurers"). 

8. Federal issued Financial Institution Portfolio Policy Numbed ·············· hhe ........... (P.J(4.) 

"Federal Policy"), which insured specified "Insured Persons," as that term is defined in the 

Federal Policy, according to the terms, provisions and conditions of the Federal Policy. The 

D&O Patties have requested coverage under the Federal Policy in connection with any claims 

that might be asserted by the FDIC. Federal has reserved its rights under the Federal Policy for 

any claims that may be asserted by the FDIC against the D&O Parties. 

9. National Union issued directors' and officers' liability policy numbeJ._ __ ···-·······-·······-·······_,J ····· _(p)(4.) 

(b)( 4) ........ .... E}the "National Union Policy"), which insured the directors and officers of the Bank according 

to the terms, provisions and conditions of the National Union Policy. The D&O Parties have 

requested coverage under the National Union Policy in connection with any claims that might be 

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312399.1 
asserted by the FDIC. National Union has reserved its rights under the National Union Policy 

for any claims that may be asserted by the FDIC against the D&O Patties. 

10. Allied World issued directors' and officers' liability policy numberL-1 ___ ·······-·······-········-······· ..... J (pJ(4.) 

(the "Allied World Polici' and together with the Federal Policy and the National Union Policy, 

the "D&O Policies''), which insured the directors and officers of the Bank according to the 

terms, provisions and conditions of the Allied World Policy. The D&O Parties have requested 

coverage under the Allied World Policy in connection with any claims that might be assetted by 

the FDIC. Allied World has reserved its rights under the Allied World Policy for any claims that 

may be asserted by the FDIC against the D&O Parties. 

11. The D&O Contribution, as defined hereinbelow, has been paid by the D&O 

Parties into an escrow fund, and the D&O Parties, escrow agent has certified that the D&O 

Contribution is held in escrow, with instructions to. hold such funds in escrow pending entry of 

the "Final Order, (as defined hereinbelow), and thereupon to transfer the D&O Contribution to 

the FDIC in accordance with Section I. C. hereinbelow. 

12. It is understood and agreed that this Agreement is the compromise of disputed 

claims, and that the consideration provided for herein is not an admission on the part of any Party 

or Insurer. The Parties deem it in their best interests to enter into this Agreement to avoid the 

uncertainty, inconvenience, distraction, and expense of litigation. 

NOW, THEREFORE, in consideration of the promises, undertakings, payments, and 

releases stated herein, the sufficiency of which consideration is hereby acknowledged, the Parties 

agree, each with the other, as follows: 

SECTION 1: Payment to FDIC 

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312399.1 
A. The D&O Parties and the Insurers shall pay the FDIC the total sum of 

$16,000,000.00 (in the aggregate, the "Settlement Funds"), of which sum $2,000,000.00 shall be 

paid to the FDIC by the D&O Parties (the "D&O Contribution"). The D&O Parties shall direct 

the Insurers to pay the FDIC the remainder of the Settlement Funds from the proceeds of the 

D&O Policies (the "Insurance Contribution"). 

B. As a further essential covenant and condition of this Agreement, not later than ten 

(10) calendar days after the execution of this Agreement by all of the Parties, the D&O Parties 

shall file a motion and·shall cause the Insurers to join in such motion seeking an order from the 

Bankruptcy Court authorizing the Insurers to fund the Insurance Contribution and Holdback 

Remainder Payment (as defined herein below) from the proceeds of the D&O Policies, and 

modifying the automatic stay(§ 362 of the Bankruptcy Code), to the extent applicable and/or 

necessary, for the limited purpose of allowing the use of the insurance proceeds to disburse the 

Insurance Contribution and the Holdback Remainder Payment (the "Bankruptcy Court Approval 

Order"). The D&O Parties shall confer with the FDIC with regard to the form of the Bankruptcy 

Court Approval Order and shall use their best efforts to obtain its entry by the Bankruptcy Court. 

The Bankruptcy Court Approval Order shall become fmal for purposes of this Agreement (a 

"Final Order") so long as it has not been reversed, stayed, vacated, modified, or amended and (i) 

any right to appeal, or seek certiorari, review, reargument, stay or rehearing has expired and no 

appeal or petition for certiorari, review, reargument, stay or rehearing is pending, or (ii) an 

appeal has been filed or petition for certiorari, review, reargument, stay or rehearing has been 

filed and (a) such appeal or petition for certiorari, review, ~eargument stay or rehearing has been 

t•esolved by the highest court to which the order or judgment was appealed or from which 

certiorari, review, reargument, stay or rehearing was sought or (b) the time to appeal fUtther or 

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312399.1 
(b)(4)_ 

(b)(4) ............ . 

seek cetiiorari, review, reargument, stay or rehearing has expired and no such further appeal or 

petition for certiorari, review, reargument, stay or rehearing is pending. If the foregoing 

conditions are satisfied, the Bankruptcy Court Approval Order shall be deemed a Final Order 

even if the time for filing a motion with respect to such Order pursuant to Rule 60 of the Federal 

Rules of Civil Procedure or to Bankruptcy Rule 9024 has not expired. The seeking of the 

Bankruptcy Couti Approval Order shall under no circumstances be deemed an. admission or 

concession by any of the Parties that proceeds of the D&O Policies are property of Colonial 

BancGroup's bankruptcy estate. 

C. Not later than thirty (30) calendar days after the Bankruptcy Court Approval 

Order has become a Final Order, the D&O Parties shall (i) cause the Insurers to pay by wire 

transfer the Insurance Contribution to the FDIC pursuant to the wire instructions below, and (H) 

cause Designated Counsel to release the D&O Contribution from the Trust/Escrow Fund and pay 

the amount in the Trust/Escrow Fund by wire transfer to the FDIC pursuant to the following wire 

instructions: 

BANK: Federal Home Loan Bank ofNew York 

B.QUTING#:l ··· I 

FOR CREDIT TO: FDIC National Liquidation Account 

........... ACCOUNT#: ····~I-····· ~·· ~~~ OBI: FIN 10103; Colonial Bank, Montgomery, AL; 

Contact: Thomas J. O'Brien; 703-562-6414; Professional Liability (37100); DIP Fund 

FHLB New York 

New York Main Office 

101 Park A venue 

New York, NY 10178-0599 

212-681-6000 (Phone) 

212-441-6890 (Fax) 

D. The Parties acknowledge that payment of the Insurance Contribution may not 

exhaust the limits of coverage available under the D&O Policies, and that additional coverage 

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12011745v2 22461-0012 

312399.1 
may remain available to pay any covered Loss (as defined in the Federal Policy) under the D&O 

Policies. Following payment of the Insurance Contribution, any remaining insurance limits 

under the D&O Policies (the "Holdback Fund") may be used for the purpose of meeting any 

obligations of the Insurers for other covered Loss under the D&O Policies as provided herein. In 

the event that, as of December 31,2014, any part of the Holdback Fund has not been depleted 

by, or committed to the payment of, such other covered Loss and there are then no pending 

actions or claims under the D&O Policies, the D&O Patties shall direct the Insurers to pay to the . FDIC within thirty (30) days any such remaining part of the Holdback. Fund (the "Holdback 

Remainder Payment") in the same manner as the payment of the Insurance Contribution. In the 

event there are then pending actions or claims under the D&O Policies, the D&O Parties shall 

provide to the FDIC a written statement regarding the nature of those pending actions or claims.= 

E. The Tolling Period as defined in the Tolling Agreements is fUtther extended until 

30 days after all Settlement Funds to be paid to the FDIC under this Agreement are paid in full to 

and received by the FDIC. The D&O Parties shall not challenge or contest the validity or 

enforceability of the Tolling Agreements. 

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312399.1 
SECTION II: Releases 

A. Release ofD&O Parties by FDIC. 

Effective upon payment in full of the Settlement Funds, and except as provided in 

SECTION II.G, the FDIC, for itself and its successors and assigns, hereby releases and 

discharges all D&O Parties, including but not limited to each such D&O Party's heirs, executors, 

administrators, representatives, successors and assigns, (collectively, the "D&O Party 

Releasees," any one of whom individually is a "D&O Party Releasee") from any and all claims, 

including but not limited to the FDIC Claims, demands, obligations, damages, actions, and 

causes of action, direct or indirect, known and unknown, in law or in equity, belonging to the 

FDIC, that arise from or relate to, the performance, nonperformance, or manner of perfotmance 

of such released D&O Party>s functions, duties and actions as an officer, director, advisory 

director and/or regional loan committee member of the Ban1c 

B. Release of Other Insured Persons by FDIC. 

Effective simultaneously with the release granted in SECTION II.A above, and except as 

provided in SECTION TI.G, the FDIC, for itself and its successors and assigns, hereby releases 

and discharges all "Insured Persons" (as that term is defined in the Federal Policy) other than the 

D&O Parties.(collectively "Other Insured Persons"), from any and all claims, including but not 

limited to the FDIC Claims, demands, obligations, damages, actions, and causes of action; direct 

.or indirect, known and unknown, in law or in equity, belonging to the FDIC, that arise from or 

relate to, the perf01mance, nonperformance, or manner of performance of such released Other 

Insured Person's functions, duties and actions as an officer, director, advisory director and/or 

regional loan committee member of the Bank; provided, however, that the release provided by 

this SECTION II.B, shall be null and void with respect to any Other Insured Persons who initiate 

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312399.1 
any claim, demand or legal action against the FDIC arising out of or related to the Banlc For 

purposes of this Release, Other Insured Persons shall not include Colonial BancGroup or any of 

its affiliates, Catherine L. Kissick or Teresa A. Kelly. 

C. Release of FDIC by the D&O Parties. 

Effective simultaneously with the releases granted in SECTIONS ll.A and II.B above, 

each D&O Party, on behalf ofhimself or herself and each of his or her respective heirs, 

executors, administrators, representatives, successors and assigns, hereby releases and discharges 

the FDIC, and its successors and assigns, from any and all claims, demands, obligations, 

damages, actions, and causes of action, direct or indirect, known or unknown, in law. or in equity, 

that arise from or relate to, the Bank or to the performance, nonperformance, or manner of 

performance of the respective D&O Patty's functions, duties and actions as an officer, director, 

advisory director and/or regional loan committee member of the Bank and, to the extent 

applicable, as shareholders, officers and/or directors of the Bank's holding company, Colonial 

BancGroup. 

D. Release by D&O Parties of Each Other. 

Effective simultaneously with the releases granted in SECTIONS IT.A, II.B and ll.C 

above, each D&O Party hereby releases and discharges all other D&O Party Releasees from any 

and all claims, demands, obligations, damages, actions, and causes of action, direct or indirect, in 

law or in equity, that arise from or relate to the performance, nonperformance, or manner of 

performance of the functions, duties and actions of each respective D&O Party as an officer, 

director, advisory director and/or regional loan committee member of the Bank. 

E. Release of the Insurers by the D&O Patties 

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312399.1 
After full payment by the Insurers of their respective limits of liability pursuant to 

SECTIONS l.A, I.C and I.D above, each of the D&O Parties hereby releases and discharges the 

Insurers from any and all contractual or extra-contractual claims, demands, obligations, damages, 

actions, and causes of action, direct or indirect, known or unknown, in law or in equity, that arise 

from or relate to the performance, nonperformance, or manner of performance of the Insurers 

with respect to the D&O Policies, or matters noticed under the D&O Policies (the "Released 

Insurance Claims"). The Released Insurance Claims shall also include, but are not limited to, 

claims for "bad faith" or unfair claims handling practices in. connection with the FDIC Claims; 

(ii) conunon law chiims for "bad faith" insurance practices or breach of the implied covenant of 

good faith and fair dealing in connection with the FDIC Claims; and (iii) all rights and claims 

which the D&O Parties may have under the D&O Policies or pursuant to any applicable statute 

and/or case law for any alleged failure on the pati of the Insurers to effectuate prompt, fair and 

equitable settlements of claims which the D&O Parties now have, claim to have or may have in 

the future with respect to the FDIC Claims or any other matter that has or could have been 

noticed under the D&O Policies. This release does not release the D&O Parties' rights to 

coverage prior to full exhaustion of Allied WoFld's remaining limit of liability. Nothing in this 

SECTION II.E shall affect or impair the FDIC's rights to enforce the Insurers' obligation to pay 

the Holdback Remainder Payment. 

F. Extinguishment ofD&O Policies. 

The D&O Patties acknowledge and agree that the Insurers' payments pursuant to 

SECTIONS I.A, C and D above, once paid, constitute the entire remaining limits of liability of 

the D&O Policies, and that such payments, once completed, extinguish all further obligations or 

liabilities of the Insurers under the D&O Policies. 

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12011745v2 22461-0012 

312399.1 
G. Express Reservations From Releases By FDIC. 

1. Notwithstanding any other provision, by this Agreement, the FDIC does 

not release, and expressly preserves fully and to the same extent as if the Agreement had not 

been executed, any claims or causes of action: 

a. against any D&O Party, Insurer, or other person or entity for 

liability, jf any, incurred as the maker, endorser or guarantor of any promissory note or 

indebtedness payable or owed by them to FDIC, the Bank, or other financial institutions or any 

other person or entity including but not limited to any claims acquired by FDIC as successor in 

interest to the Bank or any person or entity other than the Bank, including but not limited to the 

right to object to the discharge or dischargeability of any such indebtedness in any bankruptcy 

. proceeding; 

b. against any person or entity not expressly released in this 

Agreement, PrlcewaterhouseCoopers LLP, Crowe Horwath LLP, and any other non-patty to this 

Agreement; and 

c. which are not expressly released in SECTIONS II.A and II.B, 

above. 

2. Notwithstanding any other provision, nothing in this Agreement shall be 

construed or interpreted as limiting, waiving, releasing or compromising the jurisdiction and 

authority by the Fed~ral Deposit Insurance Corporation, in the exercise of its supervisory, 

corporate or regulatory authority, or to diminish its ability to institute administrative proceedings 

seeking removal, prohibition or other administrative enforcement action which may arise by 

operation of law, rule or regulation. 

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312399.1 
. 3. Notwithstanding any other provision, this Agreement does not purp01t to 

waive, or intend to waive, any claims which could be brought by any other federal or state 

governmental agency, including the United States through either the Department of Justice or the 

United States Attorney's Office for the Middle District of Alabama or any other federal judicial 

district. In addition, the FDIC specifically reserves the right to seek court ordered restitution 

pursuant to the relevant provisions of the Victim and Witness Protection Act, 18 U.S.C. § 3663, 

et seq., if appropriate. The D&O Parties expressly reserve all rights to dispute any and all 

aspects of such claims. 

SECTION Ill: Waiver of Dividends and Proceeds from Litigation 

To the extent, if any, that any D&O Parties are or were shareholders of the Bank or 

Colonial BancGroup, and by virtue thereof are or claim to be entitled to any dividend, payment, 

or other distribution from the FDIC or from any settlement or judgment in any litigation based on 

or arising out of, in whole or in part, the closing of Colonial Bank, including but not limited to 

litigation which has been or could be brought against the United States or any agency or 

depattment thereof, Federal Home Loan Bank Board, Federal Reserve Board, Office of the 

Comptroller of the Cut·rency, Office of Thrift Supervision, Resolution Trust Corporation, Federal 

Deposit Insurance Corporation, or the Federal Savings and Loan Insurance Corporation 

Resolution Fund, such D&O Parties hereby assign to the FDIC any and all rights, titles and 

interest in and to any and all such dividends, payments or other distributions, or such proceeds. 

Notwithstanding the foregoing, the waiver in this SECTION III shall not extend to or apply to 

claims by any D&O Party asserted in his or her capacity as a member of the plaintiff class in the 

actions styled In re Colonial BancGroup Inc. Securities Litigation, No. 2:09cv001 04, United 

States District Court for the Middle District of Alabama and In re Colonial BancGroup Inc. 

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12011?45v2 22461-0012 

312399.1 
ERISA Litigation, No. 2:09cv792, United States District Coutt for the Middle District of 

Alabama. 

SECTION IV: Retained Rights 

The FDIC shall retain all rights to recover from any of the debtors, direct obligors, or 

guarantors, and to sell or otherwise dispose of any collateral securing the underlying obligations 

the approval of which gave rise to any losses the FDIC alleges were caused by any of the D&O 

Parties. 

SECTION V: Preferences 

In the event that the FDIC is required to return any portion of the Settlement Funds due to 

a final order by a court that the transfer of any D&O Party's share of the Settlement Funds or any 

portion thereof constituted a preference, voidable preference, fraudulent transfer.or similar 

transaction, then, in its sole discretion, the FDIC may, without waiver of any other rights it may 

have in law or equity terminate this Agreement as to such D&O Party, declare the FDIC's 

release null and void as to such D&O Party, and file a claim in the applicable bankruptcy court 

for the FDIC Claims, to which such D&O Party waives any Statute of Limitations (as defmed in 

the Tolling Agreements) that would otherwise bar any of the FDIC's Claims from being asserted. 

Termination of this Agreement as to such D&O Party shall not affect the validity of the release 

given herein in favor of other D&O Parties. 

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12011745v2 22461-0012 

312399.1 
., 

SECTION VI: Representations and Acknowledgements 

A. No Admission of Liability. Each of the undersigned Parties acknowledges and 

agrees that the matters set forth in this Agreement constitute the settlement and compromise of 

disputed claims, and that this Agreement is not an admission or evidence of liability by any of 

them regarding any claim or of the validity of any defense to any claim, and that such liability is 

expressly and vigorously disputed. 

B. Execution in Counterparts. This Agreement may be executed in countetparts 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 Patties subscribed thereto upon the execution by all Parties to this 

Agreement. 

C. Binding Effect. Each of the persons signing this Agr~ment represents and 

warrants that he or she is a Party hereto or is authorized to sign this Agreement on behalf of the 

respective Party, and that he or she has the full power and authority to bind such Party to each 

and every provision of this Agreement. This Agreement shall be binding upon and inure to the 

benefit of the Parties and their respective heirs, executors, administrators, directors, officers, 

employees, agents, representatives, successors and assigns. 

D. Choice of Law. This Agreement shall be interpreted, construed and enforced 

according to applicable federal law, or in its absence, the Jaws of the State of Alabama. 

E. Non-U.S. Insurer Participation. The Parties acknowledge and agree that the 

negotiation and pet:formance of this Agreement shall not be deemed to be, and shall not 

constitute, any admission or evidence that Allied World in any way does business in the United 

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12011745v2 22461-0012 

312399.1 
States, or any state, territory, or possession of the United States, or that Allied World is subject to 

the jurisdiction of any United States federal or bankruptcy court, or of any court of any state, 

territory or possession of the United States. 

F. Entire Agreement and Amendments. This Agreement and the Tolling 

Agreements together constitute the entire agreement and understanding between and among the 

undersigned Parties concerning the matters set forth herein. This Agreement may not be 

amended or modified except by another written instrument signed by the Party or Parties to be 

bound thereby, or by any such Party's authorized attorney(s) or other representative(s). 

G. Jointly Drafted. All of the Parties and their respective counsel mutually 

contributed to the preparation of, and have had the opportunity to review and revise this 

Agreement. Accordingly, no provision of this Agreement shall be construed against any Party 

because that Party, or its counsel, drafted the provision. This Agreement and all of its terms shall 

be construed equally as to all persons or entities. 

H. Specific Stipulations, Agreements and Warranties. 

Each Party stipulates, agrees, and warrants as follows: (i) that the Party shall not 

challenge or contest in any way the capacity or the authority of any other Party hereto to make 

this Agreement, and (ii) that the person executing this Agreement on the Party's behalf has the 

necessary and appropriate authority and capacity to execute this Agreement and to make this 

Agreement fully binding upon and enforceable against such Party. 

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312399.1 
(b )(6) .................................. . 

I. Reasonable Cooperation. 

The 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. The D&O Parties 

cooperation shall include, but not necessarily be limited to, providing reasonable assistance in 

any efforts to proceed against the Insurers if the Insurers fail to transfer either the Insurance 

Contribution or the Holdback Remainder Payment, or both, in accordance with the terms set 

forth in this Agreement. 

J. Advice of Counsel. Each Party hereby acknowledges having had an opportunity 

to consult with and obtain the advice of counsel prior to executing this Agreement, and to be 

given an explanation by counsel concerning the rights and obligations arising from this 

Agreement. 

K. Notices. Any notices relating to or arising out of this Agreement shall be in 

writing sent by email and registered or certified mail, retum receipt requested, shall be 

considered delivered when received by the Party or Insurer to whom it was sent, and shall be 

addressed to the following recipients: 

To the FDIC: 

Charles B. Lee 

Miller & Martin PLLC .... Email:j .............................................. . 

Suite 1000 Volunteer Building 

832 Georgia A venue 

Chattanooga, Tennessee 37402 

and to: 

Thomas J. O'Brien 

12011745v2 22461·0012 

312399.1 

16 
(b )(6) .. 

(b )(6) .... 

(b )(6) 

(b )(6) 

Federal Deposit Insurance Corporation 

Email:J·· I 

L. William Seidman Center 

3501 Fairfax Drive 

Room VS~B 7032 

Arlington, VA 22226~3500 

To Robert Lowder. Joseph V. Chillura and Michael Sleaford: 

Samuel H. Franklin 

Lightfoot Franklin White LLC 

........ .Email:l ... ..,.. . ·····...,., ·· .. _ ...,.,...,..,....------....1 

The Clark Building 

400 20th Street North 

Birmingham, AL 35203~3200 

To Caryn Cope~Hughes and James L. Hogan: 

I. Mark White 

Augusta S. Dowd 

White, Arnold & Dowd P.C . 

........................ Ema.il.: .. l._=====------------------1 

2025 Third Avenue North, Suite 500 

Birmingham, AL 35203 

To Thomas F. Dyas, Jr .. William E. Powell. ill. Simuel Sippial, Jr .. George B. Clements, 

as Executor of the Estate of Augustus K. Clements. III. Howell Keith Henderson and 

Judy Harwick. as Co~executors ofthe Estate of Howell P. Henderson, Paul Spina, Jr. and 

Phillip E. Adams, Jr.: 

William C. Athanas 

Larry B. Childs 

Waller Lansden Dortch & Davis, LLP 

................. Em"l'l• S:t: ••··•••••••••••• l ..................................... . ······································· 

1901 Sixth Avenue N., Suite 1400 

Birmingham, AL 35203 2623 

12011745v2 22461-0012 

312399.1 

17 
(b )(6) 

(b )(6) .... 

(b )(6) .. 

(b )(6) . 

To A. Wayne Rich and James Pelloni: 

Edward L. Hardin, Jr. 

Tony Harlow 

Burr For:r~m.:.::a~n-------------. 

............... Ernail:.L-1..,..--·····-· -..,..---.,....------.---__. 

420 North 20th Street, Suite 3400 

Birmingham, AL 35203 

To Alan Ojeda: 

Robett W. Turken 

Bilzin Sumberg 

Email:l-- I 

1450 Brickell Avenue, 23rd Floor 

Miami, FL 33131 

To Keith Casey Cummings and Steven Saiontz: 

MarkP. Dikeman 

Stearns, Weaver, Miller, Weissler, Alhadeff & Sitterson, P.A. 

.Email: l H. H. •• I 

150 W. Flagler Street, Floor 22 

Miami, FL 33130-1545 

To Alfred Marulli: 

Nathan E. Nason 

Nason, Yeager, Gerson, White & Lioce, P.A . ................. Email:J............................................................... I 

Sabadell United Bank Tower 

1645 Palm Beach Lakes Boulevard, Suite 1200 

West Palm Beach, FL 33401 

To Barney A. Smith, Jr .. Deborah L. Linden, E. Ralph Crawford, Riley L. Hogan and 

Steven Shimp: 

David McKnight 

Baxley, Dillard, McKnight & James 

Em~dl;J ......... ··············-······················· ·· 2008 Third A venue South 

Birmingham, AL 35233 

18 

12011745v2 22461-0012 

312399.1 
L. 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 Patties' intentions. 

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

SECTION VII: Destruction of Confidential Documents and ESI 

Within thirty (30) days of the effective date of any release given by the FDIC to any 

D&O Party pursuant to this Agreement, counsel for such D&O Party shall certify to the FDIC 

that all confidential mediation materials, documents and electronically stored information 

("ESI") related to the Bank and provided by the FDIC for the use of counsel and such D&O 

Party and specifically identified as confidential (hereinafter, "Confidential Materials Provided by 

FDIC") have been destroyed and deleted, with no copies retained, in a manner designed to 

protect the confidential nature of the Confidential Materials Provided by the FDIC; provided, 

however, that counsel for any D&O Party may retain a copy of any such Confidential Materials 

Provided by the FDIC as may be required by law or by counsel's document retention practices. 

Furthermore, all Patties and their respective counsel shall: (1) continue to hold all Confidential 

Materials and any other mediation information and communications strictly confidential in 

accordance with previously executed mediation agreements; and (2) continue to comply with any 

previous confidentiality agreements with the FDIC. 

SECTION Vlll: Dismissal Of Probate Claims 

Upon the execution of this Agreement and delivery to the FDIC of the payment of the 

respective shares of the Settlement Funds, the FDIC shall dismiss with prejudice its abovereferenced probate claims filed of record against the Estate of Howell P. Henderson and the 

Estate of Augustus K. Clements, III, as applicable, to which dismissal each such estate shall 

stipulate, subject to each party paying its own costs and attorney's fees. 

19 

12011745v2 22461-0012 

312399.1 
IN WITNESS WHEREOF the Parties have caused this Agreement to be executed by 

each of them or their duly authorized representatives. 

FEDERAL DEPOSIT INSURANCE 

CORPORATION AS RECEIVER OF COLONIAL 

BANKr-------------~------------~ (b)(6)............................. ...... ............ ...................................... ... ...... By::]J ......................................... .......... L . 

Title: Q .. UA)~ f:::)) ! C: .... 

Print Name: Tt/t>!11A $ 'f: 0 ' /5R.! E ,J 

Date:. ________ _ 

ROBERT E. LOWDER 

Date: ·----------- CARYN COPE-HUGHES 

Date:. _________ _ 

JAMES L. HOGAN 

Date:. ________ __ _ 

JOSEPH V. CBILLURA 

Date:. _ _______ _ 

MICHAEL SLEAFORD 

Date:. _ _______ _ 

KEITH CASEY CUMMINGS 

20 

12011745v2 22461·0012 

312399.1 
rN WITNESS WHEREOF the Parties llave oomed this i\greement to be executed by 

eac:h of them or their duly authorized representatives. 

•.· · . • \ •• ,,t 'f 

X)~: _________ _ 

ll01174$Y2 22461-0012 

I'EOERAL DEPOSIT INSURANCE 

CORPORA TlON AS RECEIVER OF COLONIAL 

BANK 

TirJc: __ _ 

Print Niune:..,...,...,....,.;..,--~--=~.....::....__........._ ___ _... 

CARYN COfE-BCGHES 

----"' ""'-----~-=:-- -:-.._,.,...,,_....,.,.... 

JAMES L HOGAN 

:...,._:.. ·· + 

JOSEPH V. CHTLtURA 

MICHAEL SLEAFORD 

KEITH. CASEY CUMMINGS 

20 

J&pMOI 
JN WITNESS WHEREOF the Parties have caused this Agreement to be executed by 

each of them or their duly authorized representatives. 

Date:c--__._..,.._,_,_ __ ,___ .,.,. 

Date;' . f.E~ ... 1.1 II , 

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

Datet._· ---- -~~

120J174Sv2 22461·0012 

312399.1 

FEDERAL DEPOSIT INSURANCE 

CORPORATION AS RECEIVER OF COLONIAL 

BANK 

Title:: 

Print Name:= ....= ....., . _,.,...,... ~ . ..-.. ,., r .:---- .,----- -

ROBERT E. LOWDER 

I 

JOSEPH V. CHILLlJRA 

KEITH CASEY C~GS 

20 
:; 

(b)(6) __ 

lN WITNESS WHEREOF the Parties have caused this Agreemenr to be executed by 

each of them Ol' their duly authorized representatives. 

FEDERAL DEPOSIT INSURANCE 

CORPORATION AS RECEIVER OF COLONIAL 

BANK 

By:. 

-,., ... _..,.._ _ ___.. ........... --- _.,..,...,..'- - - """":-'---. ............ ~ 

Tille: ~ ... ---~~--

Date: ____ ......... ...,..,_..._...._,.~ 

.. --- -----~----· --.. ROBERT E. LOWDER 

CARYN COPE HUGH.ES· 

Date: .. . ... 

-l~~....,..,....... . ES L. HOGAN . a ·-

Date: ___ _ - --- . ., ..... -.... ____ .__,...--__ _ JOSEI>R V. CHILLURA 

Date: 

MrCHAEL SLEAFORD 

oat-e: ·.-.--,........, ·. __ .,... KJUTH CASEY CUMMINGS 

20 

!201 1745v2 2246 1-0012 

Jl:!l'l91 
' 

.I 

. 

j 

.j 

' 

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

IN WITNESS WHEREOJi' the Parties have caused this Agreement to bo executed by 

each of them or their duly authorized representatives. 

Date·',.;.·- ........... --'-----""--"-----

Datc: ......,...__.......,..... .......... -.=·-.. .,..~ .. .;.:; -·-=-...... _.,_. ,_. . 

Date:._~~ --,.,~~ 

FEDERAL DEPOSIT INSURANCE 

CORPORATION AS RECElVF.U OF COLONIAL 

BANK 

Print Name: 

~ ................... - ,- .... ·-·-.... -·-· ·--- .. 

ROBERT E. LOWDER 

CARYN COPE-HUGHES ___._ .... 

JAMES L. HOGAN 

............................................................................................................. ! . ............................................................................................ . 

Date: i.~ :\ 'L""r ... .... x t 

Date: _____ ~-- ----- --'---"'~·· · --------~ MICHAEL SLEAFORD 

Date:_-"--_ _ ,...;:... ___ _ -· --·-·-:::-:-=:-::":"""':=~== .............................. ,_.-, ~ .. -· KEITH CASEY CUMMINGS 

20 

120 11745v2 22461-001 2 

312399.1 
(b )(6) 

IN WITNESS WHEREOF the Parties have caused this Agreement to be executed by 

each of them m· their duly authorized rept·esentatives. 

Date: ~_........_,;.;.;-- ~-

Date:_._.- --- --- --

Date:. __ _ _ _ _ ___ _. 

Date:..-,---- ---"'-'-~ 

Date: 

1201 174Sv2 22461·0012 

J\2399. 1 

FEDERAL DEPOSIT INSURANCE 

CORPORATION AS RECEIVER OF COLONIAL 

BANK 

By: _______ ......... ......_, _____ _ ,.__,,---. 

Title:.......,.. ____ _:_---....:....;--""- ----- -

Print Name: ----------~------------

ROBERT E. LOWDER 

CARYN COPE-HUGHES 

JAMES L. HOGAN 

KEITH CASEY CUMlVIINGS 

20 
IN WITNESS WHEREOF the Parties have caused this Agreement to be executed by 

each of them or their duly authorized representatives. 

Date:. __ ___,,..........,.,;-----

Date:_~ · --=--:--:----____.,. 

Date:. __ ..._ ___ _ ............. 

Date: 

FEDERAL DEPOSIT INSURANCE 

CORPORATION AS RECEIVER OF COLONIAL 

BANK 

U:l: __ _...__......,;....;'---"'---"' ........... """-"-- ----"--

tfd~!:- · ...--. ............ ~----=~-=.,...· ...., ..=-- .o.- = ,;,, , ...,.,. ,..- _ _ -.........:......,...__.. 

Print Name: ----~~~--------~~~~ 

ROBERT E. LOWDER 

CARYN COPE-HUGHES 

JAMES L. HOGAN 

JOSEPH V. CHILLURA 

-~-- ~~---~ 

(b )(

6

) .................................. . ............................................. .. ...................................... ························································! =~E~ SLEAFORD 

Date: 4/ZJf i/ ~ _ 

IQ!;ITH'CASEY1CUMMINGS 

20 

12011745v2 22461-0012 

312399.1 
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Date:: _ _..,.,__---,--..,.,....,~ 

Date:: _ _ __,_.,__ ......... ..,.,. ___... _ _ 

Date.::...., _ ..................... ..,..._~~-~-

1201 1745v2 2246 1-001 2 

312399.\ 

ALAN OJEDA . ., 

' I.L 

E. RALPH CRAWFORD 

. RILEY L. HOGAN 

DEBORAH L . .LINDEN-.. 

ALFRED MARULLl 

.JAMES PELLONl 

A. WAYNERICH 

STEVEN SAJONTZ 

STEVEN SHiMP . 

21 

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

,, 

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.oau;;.. . ••. , •. . ... ..•. -~;· , ... .. 

Date: ____ ....__......_ _ _ .., __ _ 

12011745vZ ?.2461.001~ ·.• 

THE PRINT HAUS 

.................................................................... 

E. 

RlLEY L. HOGAN 

DEBORAH L. LINDEN 

.-.. :. . 

ALFRED MARULLl 

JAMES PELLONl 

A. WA\'NERICI:l 

STEVEN' Sm:M.P 

21 

20627111013 

PAGE 01/131 

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STEVEN SAIONTZ .... -.-:- t",.. ~. 

-=:-::-;;:;;;;-;:;;;--------~: .... 1':!-'' STEVEN SHIMP 

21 

~ 
Date; _ _______ _ 

.ALAN OJEDA 

Date::_ ....... _ _____ _ 

E. RALPH CRAWFORD 

Date::;..., · ..:.:·· ----..__._~"""' · .. -.. .,.----- - RILE Vj!i l:l OGAN :·: . . , . .1 

(

b)(6) . r 

___ _ ----~--

--~~.: • . ;;·. ~ · ' lJEBORAHULINDEN .. .. r . .. 

Date: .._....----,-----:::.._,...,,..-,.,_~ :....A_L-=F=R-=E:::: D-:M-:;;-; A-nR-;;Ur:rLT'LT'I -----. ·· -~~-~ 

:• 

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

JAMES PELLONl 

·A. WAYNE RICH 

Date: _ _ ___ --=-- - STEVEN SAlONTZ 

Date: ·- --.,.,.,....,..,.,...,.,.,.....__ _ _ _ STEvE·-. -=::- .M:;:: · • •· ··------'--

21 

120il74Sv2 22461-00 12 
Date: _ _ _____ ___ 

ALAN OJEDA 

Date:: ______ -.::-_ 

E. RALPH CRAWFORD 

Date: _ _ ...,_. _ __._-=..,.,._--, --lUL--~ EY L, HOGAN ~~ ~~ -----

Date:: _______ _ -- ~~~~----~ DEBORAH L. LINDEN 

(b )(6) 

Date:---.-.....-:-~ .. . -=- - -;:' .. ~ ...... .-;::-- ::r:: ·.-· ·. JAMES PELLONI .... ·~· ··- .. : .... 

Date:·--·------.,.~...,.,....~~ 

Date:........._.__ _ ____ ,...__.........,..~ 

STEVEN SAIONTZ 

Date: _ _ -'=---'--='-'-':.;;.:._ ~ --STEVEN SHIMP ~~--~-- ~ 

21 

1201174Sv2 22461·0017. 

312399.1 
Date:. _____ __,_.,..,....~ 

.ALAN OJEDA 

. RALPH CRAWFORD , -I .. 

Date:; __ __.._,.,..,..-- ~-

RILEY L; HOGAN 

at~;;_ : ----~=-··- ·.··. . DEBORAH L.l-INDEN . .. ........... ; . . , . · :..:-..::.....: 

ALFRED MARULLI 

................................................................ ·················································· ····························································· 

A. WAYNERICH 

STEVEN SAION'l'Z. 

. . . 

STEVEN SHIMP 

21 

12011'/45v2 22461-0012 

312399.1 
· I ~ • ..• , J _ • . • :· ....... . • ' ·· ·: · .. •·• • . I .; I 

Date: _ ___;,_---'-__ ..,.._....,.,_.,.... ALANOJEDA . 

Date: _ __ ~~---

. E. RALPH CRAWFORD 

Date;;::_ · -~---,.------=- RILEYL; HOGAN 

DEBORMI L. LINDEN 

ALFRED MARULLI 

Date:.:.,. , ..;;__~~ '----"---

JAMES PELLONI 

(b )(6) . 

Date:~. _...-....,;. ___ _ _ _ 

STEVEN SAIONTZ 

Date:~----"'-.------ STEVEN SinMP 

21 

12011745v2 22461-0012 
Date: _______ _ _ 

ALAN OJEDA 

Date: ________ _ 

E. RALPH CRAWFORD 

Date:: ________ _ 

RILEY L. HOGAN 

Date: ______ _ _ _ 

DEBORAH L. LINDEN 

! ' .t' . 

Date: 

ALFRED MARULLI ! .. 

·I 

! 

Date: 

JAMES PELLONI 

Date: ________ _ 

A. WAYN ICH 

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

AIONTZ 

Date: ________ _ 

STEVEN SHIMP 

21 

1201174Sv2 22461-0012 

312399.1 
Date:._--:------- ALAN OJEDA 

E. RALPH CRAWFORD 

Date::-.~~ ";": ,-~=!" .. .....,_...,_,... _ -:-.- ruLEY L. HOGAN 

DEBORAH L. LINDEN 

ALFRED MARULLI 

Date:: ___ ___,_,_____,,.,.. _ __, 

JAMES PELLONI 

rr~~ ·· · -::=.._ __ ...........,., __ 

A. WAYNERICH 

Date: _ _ _ ____ --:""' STEVEN SAIONTZ 

(b)(6) ~=------, 

... . ······························ ............................................................ ........................................ .................................................... .. 

Date: '67 A~ IS ~II:/ 

21 

t201174Sv2 22461·0012 

312399.1 
(b )(6) ·················································································································································································· 

Dutc: 

Dole: ________ ··-·-----

Ome: 

--

Date; •. . .. . , __ ______ _ 

Dace: ... ·- ___ _ 

Uace; _______ _ 

l:l<Jil7i1Sv2 2l<t61.0012 

)t2J!}'),I 

........................................ ······························· 

BARNEY A. SMlTII, JR. .../ 

GEORGE B. CLEMENTS, 

AS EXECUTOR OF THE EST ATE OF 

AtJGlJSTIJS K. CLEMENTS, m 

·---·--·-- WILLIAM E. POWELL, Ill 

SIMUEL SIJ'!P.IAL, JR. 

_ ________ ..... ···- ·- . 

PHILLIP E. ADAMS, JR. 

THOMAS 1''. DY AS, JR. 

~= -------

now•~I L KEil'H IIENDERSON, 

AS CO-EXECUTOR OF THE ESTATE OJ: 

HOWELL P. HENDERSON 

JVOY HARWICK, 

A$ CO-EXECtJTOR OF TH~ F.ST An: OF 

.tJOWELL P. IIENDERSON 

22 

. ·~ 
04/24/201 4 19:16 FAX 334 271 4315 

Date: -----------------

(b )(6) _____________________ _ 

Date: --~------~--~~ 

Date: -----------------

Date: ------------~~-

~ieJ .. ,:..._ ,_· ------ --

Date: ----------------~ 

Date: --------~------

Date: ---- ----------

12011745v2 22461-0012 

Morgan Stanley 

BARNEY A. SMITH, JR. 

·--~•• •••-•• -~o•-...._ ... . _MO--· 

WILLIAM E. POWELL, Til 

SIMUEL SIP PIAL, JR. . - . 

PIDLLIP E. ADAMS, JR. 

THOMAS F. DYAS, JR. 

. HOWELL KEITH HENDERSON,· 

AS COMEXECUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

JUDY HARWICK, 

AS COMEXECUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

22 

@ 0001/0001 
Date: 

BARNEY A. SMITH, JR . 

. GEORGE B. CLEMENTS, ______.. , 

AS EXECUTOR OF THE ESTATE OF 

AUGUSTUS K. CLEMENTS, III 

!········································ 

. '·' WILLIAM E. P.OWEU~;III . :. · · e 

Date:.,.._.;.,...,..---,..,-,-----'--

Date:_....._ ___ -..,..~~ 

Q.~tc:""" .. ______ __..__,.,..,.,.,.,..,..,. ,.... , ,...,.. . ... 

1201174Sv2 22461-0012 

312399.1 

SIMUEL SIPPIAL, JR . 

. PliiLUP E. ADAMS, JR. 

THOMAS F. DYAS, JR. 

HOWELL KEITH HENDERSON, 

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

:JlJDY HARWICK,-

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

22 
te:._-=~ ----,.-,~ 

Date:. _ ~------~ 

Date:. _ _,.,..,..,...,..,.·~..,. ·_..:,... , """'"'""---=...;;:..::, --....... 

BARNEY A. SMITH, JR. 

GEORGE B. CLEMENTS, 

AS EXECUTOR OF THE ESTATE OF 

AUGUSTUS K. CLEMENTS, 111 

WILLIAM E. POWELL, lll 

(b )(6). _____ ...---------:---.,.- -----

Date: ~ I t? S I \ q 

Date;,_,.__.....-- ~~--

.,, 

Date:_._ ______ _. 

1201l745v2 22461-0012 

•,I 

312399.\ 

SIMUEL Stff.lt\L,. JR.llf .. !PI 

PHILLIP E. ADAMS, JR . 

. • 

THOMAS F. DYAS, JR . 

. . H.OWELL lOUTH HENDERSON, . 

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELLP.HENDERSON 

.JUDY HARWICK, 

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

.- 22 

.... 
i 

=· .· 

Durc: 

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~-::----.----:---~------- -- -~--- GEOltGE ll. CI~E MENTS, 

AS EXECUTOR OF THE ESTATI~ OF 

AUGUSTUS K. CLEMENTS, liT 

WILLIAM E. POWELL, lfl 

SIMUEI. SI PPIAL, JR. 

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

Date: .... .... ...._~---'----'----

Date~ _ . _ .. - -··-----:--

Dale: 

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

120l1745vl l24()J .()(ll2 

31231)') I 

PH ILLII' ft:f ADAMS, .JR. r 

THOMAS F. DYAS, .JR. 

HOWELL KEITH HENDERSON, 

AS CO-EXECUTOR OFTHJl~ ESTATE OF 

HOWELL P. HENDERSON 

.JUDY HAi~\vici<;~·-·-

AS CO-r•:XIi:CUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

22 
Date: ..,. : ... '-. ...-:--""'--.;.:........~. 

Date: --== ~----~~ 

Date:. ;.....---_...,..,, ,,.,...,,.,...,.,_..,., ' -· . 

te:.....,...~-- ---

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

12011745v2 22461-0012 

312399.1 

BARNEY A; Siv.DTH, JR. 

. GEORGE B. CLE.MENTS, 

AS EXECUTOR OF THE ESTATE OF 

AUGUSTUS K. CLEMENTS, lll 

WILLIAM E. POWELL, Ill 

SIMUEL SIPPIAL, JR. 

PHILLIP E. ADAMS, JR. 

. ······ .. I 

. . . . ' · 

HOWELL KEiTH HENDERSON, 

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELL P. HENDERSON 

JUDY HARWICK, 

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELL P. BENDERSOI\" 

22 

p.2 

~----- ___ ,.__,_ ______ ,..____._-..:..... 
Date: __ ...__...,._ ...... .....,___,_.,....___ 

:Pate.:. ___ ...,.,.., _ __ ....,. __ 

Date:. ___ ~,__......_...,_,.~ 

Dt~te:,._' -~-- = 

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

BARNEY A. SMITH, ,m. 

GEORGE.B. CLEMENTS, ... ~1.. . , 

AS EXECUTOR OF THE ESTA'fl~ OF 

AUGUSTUS K. CLEMENTS, Ill 

. WILI.IAM E. l,OWELL, Ill 

srMUEL srrrrA.L, Jrt' - · 

PHILLIP E. ADAMS, Jlt 

THOMASF. DYAS, JR. 

lfQWJ ~ KEI'J'H ENJ)l lt S()N , 

,~ .. ... 

.,. 

AS CO-EXECUTOR OF THE ESTATE OF 

HOWELL P. HENDEUSON 

- (b)(

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· . . J;f . . Jiihy HAl{"WICK, ·"· 

1201174Sv2 22461·0012 

312399.1 

AS CO-EXECUTOR OF THE E..~TATE OF 

HOWELL P. HENDERSON 

22 
APR-24-20 1 4 0 1 : 45PM FORESIHT+SP INA .. . ...• . .. 205 62 12003 P . 01 

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l201174Sv2 22461·0012 

ll2.l99.1