SETTLEMENT AND RELEASE AGREEMENT 

This Settlement and Release Agreement ("Agreement") is made by, between, and among 

the following undersigned parties: 

The Federal Deposit Insurance Corporation as Receiver for Wheatland Bank ("FDIC-R"), 

and Norman Beles, Mary Davolt, Leonard Eichas, Beverly Harvey, Frank Maly, Michael Rees, 

Lewis Mark Spangler, Arthur P. Sundry, Jr., and Michael A. Sykes (collectively, the "Settling 

Defendants"), and OneBeacon Midwest Insurance Company ("OneBeacon"). Individually, the 

FDIC-R, the Settling Defendants, and OneBeacon may be referred to herein as a "Party" and 

collectively as the "Parties." 

RECITALS 

WHEREAS: 

Prior to April 23, 2010, Wheatland Bank ("Bank") was a depository institution organized 

and existing under the laws of the State of Illinois. 

On April 23, 2010, the Bank was closed by the Illinois Department of Financial and 

Professional Regulation and pursuant to 12 U.S.C. § 182l(c), the Federal Deposit Insurance 

Corporation was appointed 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. 

Among the assets to which theFDIC-R succeeded were all ofthe Bank's claims, 

demands, and causes of action against its former directors, officers, and employees arising from 

the performance, nonperformance, and manner of performance of their respective functions, 

duties and acts as directors, officers, and/or employees ofthe Bank; 

On May 5, 2011, the FDIC-R filed a Complaint for money damages against the Settling 

Defendants, each of whom served at various times as directors and/or officers of the Bank, and 

the FDIC-R then filed an Amended Complaint on January 12,2012. Those claims for damages 

are now pending in the United States District Court for the Northern District of fllinois in FDIC 
as Receiver for Wheatland Bank v. Spangler, et al., Case No. 1:1 0-cv-4288 (N.D. Ill.) (the 

"D&O Action"). The Settling Defendants contend that they performed their duties in accordance 

with all applicable standards and deny any liability for the FDIC-R's claims and the Parties agree 

that this Agreement shall not constitute an admission of liability of any kind. 

OneBcacon issued director and officer liability insurance policy numbered! -··-.. --- .. (b1(42 

(b)(4)- EJfor the period December 14,2007 to December 14, 2010 (the "Policy"), under which the 

directors and officers of the Bank are Insureds according to the terms, provisions and conditions 

of the Policy. The Settling Det€mdants asserted claims for coverage under the Policy. 

OneBeacon has reserved its rights to deny coverage under the Policy for claims asserted by the 

FDIC-R against the Settling Defendants. 

On August 8, 2011, OneBeacon filed, among other claims, a declaratory judgment 

seeking a declaration of its rights and obligations under the Policy with regard to the D&O 

Action and to recoup defense costs advanced to the Settling Defendants in the D&O Action. 

That action is now pending in the United States District Court for the Northem District of Illinois 

in OneBeacon Midwest ins. Co. v. Spangler, et al., Case No. 1: 13-cv-03859 (N.D. Ill.) 

("Coverage Action"). The FDIC-R subsequently was granted permission to intervene in the 

Coverage Action. 

On October 19, 2010, Arthw- P. Sundry, Jr. filed a lawsuit against the FDIC-R seeking 

indemnification for claims asserted against him in his capacity as a director of the Banlc This 

case is now pending in the United States District Court for the Northern District of Illinois in 

Sundry v. FDIC as Receiver.for Wheatland Bank, Case No. 10-cv-6749 (N.D. Ill.) ("Sundry 

Action"). 

OneBeacon issued a financial institution bond to the Bank, bond numbed ------J-- l bJJ!) 

(b)(4l. ............ .. EJfor the period December 14,2007 to December 14,2010 ("Bond"). On June 10,2011, 

FDIC-R filed suit to recover for its claim under the Bond. That action is now pending in the 

United States District Court for the Northern District of Illinois in FDIC as Receiver for 

Wheatland Bank v. OneBeacon Midwest ins. Co., 1: 11-cv-03972 (N.D. Ill.) ("Bond Action"). 

2 
On September 9, 2013, the Parties participated in a mediation before the Honorable 

Stuart Nudelman (Ret.) during which the Settling Defendants demanded that OneBeacon pay the 

remaining limit of liability under the Policy to settle the D&O Action. 

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. As an essential covenant and condition to this Agreement, within fourteen days of 

the full and complete execution of this Agreement (the "Settlement Payment Date"), the Settling 

Defendants and OneBeacon, collectively, agree to pay the FDIC-R the sum of TWO MILLION 

EIGHT HUNDRED THIRTY THREE THOUSAND SIX HUNDRED AND NINETY THREE 

DOLLARS AND SEVENTY-ONE CENTS ($2,833,693.71) (the "Settlement Payment"). 

OneBeacon shall pay $1 ,833,693.71, which is the remaining amount available under the Policy, 

and the Settling Defendants, jointly and severaUy, shall pay $1 ,000,000.00. 

B. The Settling Defendants shall hand-deliver certified or cashier's checks totaling 

the sum of $1 ,000,000 to the FDIC-R (or its counsel) within seven days after the full and 

complete execution of this Agreement. Upon receipt of the certified or cashier's checks totaling 

$1 ,000,000 from the Settling Defendants, the FD1C-R shall notify OneBeacon (or its counsel) of 

the receipt of the $1,000,000 payment by e-mail. Upon receipt of the e-mail notice by 

OneBeacon, and in no event more than seven days after receipt of the e-mail notice, OneBeacon 

shall deliver the sum of$1,833,693.71 to FDIC-R by direct wire transfer. The direct wire transfer 

shall be made to the following account: 

3 
BANK: Federal Home Loan Bank ofNew York 

(b)( 4 )....................................... ..R<JUT-INH·#:............. .. ...... f ........... ___ __. 

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

FOR CREDIT TO: FDIC National Liquidation Account 

ACCOUNT. .. #; ....... J. ... 

OBI: FIN 1 0224; Wheatland Bank, Naperville, IL; Contact: Gregory 

K. Conway 703-516-1279; Professional Liability (37100); DIF 

Fund 

In the event that all of the Settlement Funds are not delivered to the FDIC-R (or its 

counsel) by the Settlement Payment Date, the Party who failed to make its/their respective 

payment shall pay interest to the FDIC-R on all unpaid amounts at the rate of 5% per annum 

accruing from the Settlement Payment Date until the date of payment. 

C. If the FDIC-R does not receive the Settlement Payment in full on or before the 

Settlement Payment Date, then the FDJC-R, in its sole discretion, shall have the right at any time 

prior to receipt of the Settlement Payment in full (including all accrued interest) to: 

I. Extend the period of time for the Settlement Payment, including interest 

accruing from the Settlement Payment Date, through the date of payment at a rate calculated in 

accordance with 26 U.S.C. § 6621 (a)(3); or 

2. Enforce this Agreement, in which event the Settling Defendants and 

Insurer agree to jurisdiction in the United States District Court for the Northern District Court of 

Illinois and the defaulting party(ies) agree to pay all of the FDIC-R's reasonable attorney's fees 

and costs expended in enforcing the tenns ofthis Agreement; or 

3. Terminate the Agreement, move to vacate any dismissal order, to which 

the Settling Defendants and Insurer agree to consent, and re-institute an action on the FDIC-R's 

claims. The Settling Defendants and OneBeacon further agree to waive any defense based on 

any statute of limitations that would bar any of the FDIC-R's claims and waive all objections, 

defenses, claims or counterclaims, and covenant and agree not to assert any objections, defenses, 

claims or counterclaims that did not exist or were otherwise unavailable as of the date this 

Agreement was fully executed; and/or 

4 
4. Seek any other relief available to it in law or equity. 

Any extension oftime under Section I.C.l for delivery of the Settlement Payment or 

acceptance of a portion of the Settlement Payment shall not prejudice the FDIC-R's rights to take 

any of the actions set forth in Section I.C.2 tltrough I.C.4 at any time prior to receipt of 

Settlement Payment (including all accrued interest) in full. 

SECTION II: Stipulation and Dismissal 

Within ten business days after (I) full execution of this Agreement by all of the Parties, 

and (2) receipt of the Settlement Payment, plus any accrued interest, the FDIC-R shall file a 

stipulation of dismissal with prejudice, executed by the attorneys for all Parties hereto, in the 

form attached hereto as Exhibit A, in the D&O Action. Within ten days after full execution of 

·this Agreement by each of the Parties and the dismissal of the D&O Action, OneBeacon shall 

file a stipulation of dismissal with prejudice, executed by the attorneys for all Parties hereto, in 

the form attached hereto as Exhibit B, in the Coverage Action. Within ten days after full 

execution of this Agreement by each of the Parties and the dismissal of the D&O Action, Arthur 

P. Sundry, Jr. shall file a stipulation of dismissal with prejudice, in the form attached hereto as 

Exhibit C, in the Sundry Action. 

SECTION Ill: Releases 

A. The FDIC-R's Releases. 

Upon receipt of the Settlement Payment in full and except as provided in Section III.D., 

the FDIC-R, for itself and its successors and assigns, hereby releases and discharges: 

I. The Settling Defendants and their respective heirs, executors, trustees, 

administrators, representatives, successors, and assigns, from any and all claims, demands, 

obligations, damages, actions, and causes of action, direct or indirect, in law or in equity, 

belonging to the FDIC-R, that arise from or relate to, the performance, nonperformance, or 

manner of performance of the Settling Defendants' respective functions, duties and actions as 

employees, officers and/or directors of the Bank including without limitation the causes of action 

alleged in the D&O Action and the Coverage Action. This release shall also include any cause of 

5 
action against any Settling Defendant in his or her capacity, if any, as an owner, member, 

manager, or representative of Mezzanine Finance LLC. 

2. OneBeacon, its parents, subsidiaries, affiliates and reinsurers, and their 

respective employees, officers, directors, agents, representatives, successors and assigns, 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 Policy. As part of this release of 

OneBeacon, the FDIC-R agrees that any interest it may have under the Policy is extinguished. 

This release specifically excludes and does not release or discharge the FDIC-R's claim for 

breach of contract against OneBeacon in the Bond Action. 

3. All other former directors, officers, and employees of the Bank 

(collectively, the "Covered Persons") and their respective heirs, executors, trustees, 

administrators, representatives, successors, and assigns, from any and all claims, demands, 

obligations, damages, actions, and causes of action, direct or indirect, in law or in equity, 

belonging to the FDIC-R, that arise from or relate to, the performance, nonperformance, or 

manner of performance of the Covered Persons' respective functions, duties and actions as 

directors, officers and/or employees of the nk including without limitation the causes of action 

alleged in the D&O Action. This release shall be null and void as to any Covered Person if such 

Covered Person asserts any claim against the FDIC-R. 

B. The Settling Defendants' Releases. 

1. Effective simultaneously with the release granted in Section liLA. above, 

the Settling Defendants, on behalf of themselves individually, and their respective heirs, 

executors, trustees, administrators, agents, representatives, attorneys, successors, and assigns, 

hereby release and discharge the FDIC-R, and its employees, officers, directors, representatives, 

attorneys, successors and assigns, from any and all claims, demands, obligations, damages, 

actions, and causes of action, direct or indirect, in Jaw or in equity, that arise from or relate to, 

the Bank or to the performance, nonperformance, or manner of performance of the Settling 

Defendants' respective functions, duties and actions as officers and/or directors of the Bank 

6 
including, without limitation, the causes of action alleged in the D&O Action. 

2. Effective simultaneously with the release granted in Section Ill. A. above, the 

Settling Defendants, on behalfofthemselves individually, and their respective heirs, executors, 

trustees, administrators, agents, representatives, attomeys, successors, and assigns, hereby 

release and discharge each other, and their respective agents, representatives, attorneys, 

successors and assigns, 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 Bank or to 

the performance, nonperformance, or manner of performance of the Settling Defendants' 

respective functions, duties and actions as officers and/or directors of the Bank including, 

without limitation, the causes of action alleged in the D&O Action. 

3. Effective simultaneously with the releases granted in Section Ill. A. above, the 

Settling Defendants, on behalf of themselves individually, and their respective heirs, executors, 

trustees, administrators, agents, representatives, attorneys, successors, and assigns hereby release 

and discharge OneBeacon, its parents, subsidiaries, affiliates and reinsurers, and their respective 

employees, officers, directors, agents, attorneys, representatives, successors and assigns, from 

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

indirect, in law or equity, that arise from or relate to the Policy, the D&O Action, the Coverage 

Action, and/or the Sundry Action. As part of this release, the Settling Defendants agree that any 

interest they may have under the Policy is extinguished. 

C. OneBeacon's Releases. 

1. Effective simultaneously with the releases granted in Section lll.A. above, 

OneBeacon, for itself and its successors and assigns, and on behalf of its parents, subsidiaries, 

affiliates and reinsurers, and their successols 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, demands, obligations, damages, actions, and causes of action, 

direct or indirect, in law or in equity, that arise from or relate to the Policy. 

2. Effective simultaneously with the releases granted in Section III.A. above, 

7 
OneBeacon, for itself and its successors and assigns, and on behalf of its parents, subsidiaries, 

affiliates and reinsurers, and their successors and assigns, hereby releases and discharges the 

Settling Defendants, and their respective heirs, executors, administrators, agents, representatives, 

attorneys, successors, and assigns, 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 

Policy, the Bond, or that that arise from or relate to, the Bank or to the performance, 

nonperformance, or manner of performance of the Settling Defendants' respective functions, 

duties and actions as employees, officers and/or directors of the Bank or in any other capacity 

including, without limitation, the causes of action alleged or which couJd have been alleged in 

the D&O Action, the Coverage Action, the Bond Action or any other legal proceeding. 

D. 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 or any other person or entity for 

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

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

other person or entity, including without limitation any such claims acquired by FDIC-R as 

successor in interest to the Bank or any person or entity other than Bank; 

b. Against any person or entity not expressly released by the FDIC-R 

in this Agreement; and 

c. Against OneBeacon relating to the FDJC-R's claim for breach of 

contract in the Bond Action. 

2. Notwithstanding any other provision of this Agreement, nothing in this 

Agreement shall be construed or interpreted as limiting, waiving, releasing, or compromising the 

jurisdiction and authority of the Federal Deposit Insurance Corporation in the exercise of its 

supervisory or regulatory authority or to diminish its ability to institute administrative 

8 
enforcement or other proceedings seeking removal, prohibition, or any other relief it is 

authorized to seek pursuant to its supervisory or regulatory authority against any person. 

3. Notwithstanding any other provision of this Agreement, this Agreement 

does not purport to waive, or intend to waive, any claims that could be brought by the United 

States through the Department of Justice, the United States Attorney's Office for any federal 

judicial district, or any other department or agency of the United States as defined by 18 U.S.C. § 

6. In addition, the FDIC-R specifically reserves the right to seek court-ordered restitution 

pursuant to the relevant provisions of the Mandatory Victims Restitution Act, 18 U.S.C. §§ 3322 

and 3663 et. seq., if appropriate. 

E. Express Waiver of One Beacon under the Bond. 

I. OneBeacon, for itself and its successors and assigns, and on behalf of its 

parents, subsidiaries, affiliates and reinsurers, and their successors and assigns and any other 

related entity, hereby releases and waives its right to bring any claims by way of subrogation to 

the claims of the FDIC-R against the Settling Defendants, in their capacity as directors, officers, 

or employees of the Bank or in any other capacity. 

2. Nothing herein shall be construed to admit the existence of, or to establish, 

any claim or cause of action on the part of OneBeacon or any other bond underwriter by way of 

subrogation to claims of the FDIC-R, that would exist had this Agreement not been executed. 

3. OneBeacon affirms that the FDIC-R's entry into the Agreement, including 

but not limited to, its release of the Settling Defendants pursuant to the Agreement does not 

constitute interference with or impairment of any right of subrogation under the Bond, does not 

release or alter in any way the FDIC-R's claim against OneBeacon for breach of contract in the 

Bond Action and does not constitute a defense to the FDIC-R's breach of contract claim in the 

Bond Action. OneBeacon also affirms that the FDlC-R's entry into this Agreement does not 

constitute a violation or breach of any of the terms and conditions of the Bond, including, but not 

limited to, Section V.(K) of the Bond. 

9 
SECTION IV: Waiver of Dividends and Proceeds from Litigation 

To the extent, if any, that Settling Defendants are or were shareholders of the Bank and 

by virtue thereof are or may be entitled to a dividend, payment, or other distribution upon 

resolution of the receivership ofthe Bank or proceeds in any litigation that has been or could be 

brought against the Federal Deposit Insurance Corporation in any capacity or against the United 

States based on or arising out of, in whole or in part, the closing of the Bank, or any alleged acts 

or omissions by the Federal Deposit Insurance Corporation in any capacity, the United States 

government, or any agency or department of the United States government in connection with 

the Bank, its conservatorship, or receivership, Settling Defendants hereby knowingly assign to 

the FDIC-R any and all rights, titles, and interest in and to any and all such dividends, payments, 

or other distributions, or proceeds. 

SECTION V: Representations and Acknowledgements 

A. Authorized Signatories. All of the undersigned persons represent and warrant that 

they are Parties 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 Party 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, trustees, administrators, representatives, 

successors and assigns. 

B. 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 or her counsel. 

C. Financial Disclosure Representation. Each Settling Defendant has submitted 

financial information to the FDIC-R including Personal Financial Statement FDIC 7600/01 (89-

05) and herein affirms that his/her financial information was true and accurate on the date those 

Personal Financial Statements were delivered to the FDIC-R and there have been no material 

changes to each Settling Defendant's financial information since that date up until the date of 

this Agreement. Each Settling Defendant expressly acknowledges that, in determining to settle 

10 
the claims released herein, the FDIC-R has reasonably and justifiably relied upon the accuracy of 

the financial information submitted by the Settling Defendants. The FDIC-R has no obligation 

to independently verify the completeness or accuracy of that financial information. If the FDICR establishes via a final adjudication in an appropriate judicial forum that a Settling Defendant 

failed to disclose any material interest, legal, equitable, or beneficial, in any asset, that Settling 

Defendant agrees to cooperate fully with the FDIC-R to provide updated financial information 

and to pay to the FDIC-R the lesser of(l) the value ofthe Settling Defendant's undisclosed 

material interest in such asset(s); or (2) the amount of unpaid damages alleged against that 

Settling Defendant. 

SECTION VI: Reasonable Cooperation 

A. 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 conclude the D&O Action, the Coverage Action, the 

Sundry Action and to otherwise perform the terms of this Agreement. 

B. The Settling Defendants agree to cooperate fully with the FDIC-R in cotmection 

with any action required under this Agreement. Such cooperation shall consist of: 

l. Producing all documents requested by the FDIC-R, without the necessity 

of subpoena, as determined by the FDIC-R, in its sole discretion, to be relevant to the Bank; 

2. Appearing as requested by the FDIC-R at reasonable times and places for 

interviews regarding facts, as determined by the FDIC-R in its sole discretion, to be relevant to 

the Bank; 

3. Testifying as requested by the FDIC-R, without the necessity of a 

subpoena, in any matter relevant to the Bank, as determined by the FDIC-R; 

4. Signing truthful affidavits, regarding any matter, as determined by the 

FDIC-R in its sole discretion, to be relevant to the Bank. 

II 
SECTION VII: 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 

claims and defenses, that this Agreement is not an admission or evidence of liability, coverage 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 except to enforce its terms. 

B. Execution in Counterparts. This Agreement may be executed in counterparts by 

one or more of the Parties and all such counterpa11s when so executed shall together constitute 

the final Agreement, as if one document had been signed by all Parties; and each such 

counterpart, upon execution and delivery, shall be deemed a complete original, binding the 

Parties subscribed thereto upon the execution by all Parties to this Agreement. 

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

according to applicable federal law, or in its absence, the laws of the State of Illinois. 

D. Notices. Any notices required hereunder shall be sent by registered mail, first 

class, return receipt requested, and by email, to the following: 

If to the FDIC-R: Gregory K. Conway, Federal Deposit Insurance Corporation, Legal 

Division, 3501 Fairfax Drive, Arlington, VA 22226,703-5 16-1279,1 I .............. .CP.)(9.) 

Ifto the Settling Defendants: Robe11 F. Coleman, Esq., Coleman Law Firm, 77 West 

Wacker Drive, Suite 4800, Chicago, Illinois 60601, E-mail: .... l ________ ........ ....... _ ...... _ ........ __ ...._---JJ-A_ .. _fpJ(§.). 

copy shall also be sent to: Mr. Arthur P. Sundry, Jr., 7415 W. Madison Street, Forest Park, 

Illinois 60130, with a copy to his counsel: Michael A. Kraft, Esq., Kraft Law Office, 4343 

Commerce Court, Suite 415, Lisle, Illinois 60532, Email:l ''""'"""'""""""""""""• m•m,, f ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,.,.,.,.,.,.,(R).(§). 

If to OneBeacon: Daniel J. Ryan, OneBeacon, 601 Carlson Parkway, Suite 600, 

(b )(6) ............................ Minnetonka,MN 553·0-S-; .... Email:J· H • jwith a copy to Thomas J. Judge, Loss, 

Judge & Ward, LLP, 1133 21st Street, N.W., Suite 450, Washington, D.C. 20036, E-mail: 

(b)(6)_ J- --

E. Entire Agreement and Amendments. This Agreement constitutes the entire 

12 
agreement and understanding b~tween and among the undersigned Parties conceming the matters 

set forth herein and supersedes any prior agreements or understandings. This Agreement may 

not be amended or modified, nor may any of its provisions be waived, except in writing signed 

by the Parties bound thereby, or by their respective authorized attorney(s), or other 

rcprcscntativc(s). Each Party represents that they have not assigned or transferred any of the 

claims described in this Agreement. 

F. Titles and Captions. All section titles and captions contained in this Agreement 

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

G. No_Confidcntiality. All Parties acknowledge that this Agreement shall not be 

confidential and will be disclosed pursuant to the Federal Deposit Insurance Corporation's 

applicable policies, pmccdurcs, and other !ega] requirements. 

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. 

FEDfl:RAL DI~l 0SIT INSURANCI~ CORJ>ORATION AS RECEIVI~R FOR 

WHEATLANI> BANK 

"" 

j ....................................... ...... ····!··················· ...... (~)(13) ·-· - ~------------------~·------~ 

/ I / .. ·., .. / 

Date:; /.,-r .. :,; /. '/'! BY: 

TITLE: Counsel 

PRINT NAME: Gregory K. Conway 

SETTLING DEFENDANTS 

Date: ·······-·----·--- ·---· ·----·· .. ··--- -·--·-- .... ·- Norman Beles 

13 
I 

agreement and understanding between and among the undersigned Parties concerning th~ matters 

set f(Jrth herein and supersedes any prior agreements or understandings. This Agreem~nt may 

not be amended or modifi ed, nnr may any of its provisiolls he waived, except in writing signed 

hy the Parties bound thereby, or by their respective authorized altorncy(s), or other 

rcpn:scntati~·c(s) . Fach Party rt:prcst:nts that they have not assigned or transferred any of the 

claims described in this Agreement. 

F. Jitlc ~nd ~:&J?tio_! . All s\!ction titles anJ captions contained in this Agreement 

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

(). ~D ~;9D.fi4fntialitv.AII Parties ac knowledge that this Agreement shall not be 

confidential and will be disL:Iosed pursuant to the Federal Deposit Insurance Corporation·s 

applicable policies. procedures, and other legal requirements. 

IN WlT'\I FSS WIII.. REOF, the Parties hcn.:to have caused this Agrcerm.:nt to b<; executed 

by ~ach or them <'r their duly authorized representatives on the dates hcrcinafier subscribed. 

FEDERAL DEPOSIT L\StRAI\CE CORI•ORATIO'~ AS RECEIVER FOR 

\VIIEATLANn BANK 

Date: BY: 

TIT ! .E: Counsel 

PRINT NAME: Gregory K. Con..,vay 

SETTL[NG DFFK;\"l>ANTS 

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

Date : fe_ ---_! .. ~ ::..: I Y 

Norman Bclcs 

JJ 
(b)(6) 

·····························································································································IL........:-r-~----' 

\~ .t: ·. ;·) .: ·. ' .• ::; 

. . ... j J .. · .. :.:·:~!:i~ ~·.~, ~: :·· 

\ .. 

0'\UH \( ·o, .\IIIH\ 1-:.SI 1'\~l. R\.,("1- CO\IP\'\Y 

; .' '· 
........... - ... :: l ·- '.• ; . : ~ . :~ · ... 

Da~c : 

(b)(6) ___________ + ----

Datc: 6_ -:1{. ~1£/tf l'_beonard Eichas 

Date: - - --- - Beverly Harvey 

Dc.tc: --- --- -· 

Frank Maly 

Michael Rees 

-- - ·------- Le ... vi::- .\-\ark ang r 

Date: 

;\nhur P. Sundry. J;-. 

Michael A. Sykes 

O~EBEA CON MlO\VEST T:'iSlJRA~CE CO.\'JPA;\"Y 

Date: _ _ -- --·· ·- ---

TTTI...E: ---------

PRINT ~A.i.\.1E: 

14 
Dati:: ..... -- -···---- -· ··----· ·- -· 

Mary Da\·olt 

Dal~: ··----

L~onard Eichas 

(b)(6) 

Dare: (- !./ '?-:--~;./~· /// ·······································································IL-: ...:o---:"""""':'-:------------_..,.-_J 

; r3cv~.!riy llo rvey ..... 1 

Lhtc: 

! )a!<::: 

\1iclwcl Re~s 

:)ate: 

l.c\\·is \:1ark Spangkr 

;\!lhur P Sundry_ Jr. 

Date: ___ , __ ," , __ , ___ ,_,. ,, __ _ \;lichacl 1\. S~k~s 

O~EBL\CO~ :\IIDWEST l~SCRA~CE CO:\-IPAN\' 

Date:: BY: 

TITLE: 

PRJ!\ I \A\:11::: ; .. ,-

i I 
Date: ____ _ 

Mary Davolt 

Date: - - --- Leonard Eichas 

Date: _ _ __ _ 

Beverly Harvey 

(b)(6t .............................. r;~~~; 6:2f=7z; ................... ········································································IL-____ _,....._....____ 

Frank Maly j 

Date: _ _ __ _ 

Michael Rees 

Date: ----- Lewis Mark Spangler 

Date: ----- -----·--------- Arthur P. Sundry, Jr. 

Date: - - --- Michael A. Sykes 

ONEBEACON MIDWEST INSURANCE COMPANY 

Date: 

-----

40071.0001 

CH21147686S8.1 

BY: ------ ----------

T1TLE: - - --- - ----- ----

PRmTNAME: ----------------

14 
(b)(6).. .. __ ........ __ 

····-····-···- lt---

ll i: h.;i t:'-·:-; 

HY : 
:Vlary J)avolt 

Dt:r(': 

Leonard [i('has 

lkvcrly I larH·y 

Date : ···---------

Frank \htl: 

Date: 

(b)(6) __ 

_ ............ ·-. .. 

Arthur P. Sundry. Jr. 

t~ : 

\tcltiJe l r\. Sykes 

0:\ BE:'\ O~ :\'IJI)WFST INSl!RA:\ICF C<YVIPANY 

Date: B\': --·--··--··------------------ .. ···----

'ITTJ .. F: 

PRI~T :.1!\.Yit:: 
.. :·. 

:;.:· 

. j 

(b)(6) .............................................................................................................. ·IL...······_··········_··········_·········_···········_··········_·········_······ ------------J 

(! \!:. \ '\ •. 

··;. :·, 
(b)(6) 

..... • _ .._ .._ ._.r..:r .• 'r . . ~ 

..... ;·• '"'"-• ... ,..., 

Date: -----·--------

Mary Da·1olt 

Date: ___ _ 

Leonard Eicbas 

Date: --- Beverly Hat"";ey 

Date::: 

f-rank YWy 

Date: 

Micbael Rees 

Date: ------ --· --~----:--

Lcvvis M3rk Spangler 

D~.te: ... +----

Arthur P. Sunciry,Jf. I 

Da.te: ____ _ 

Mid5a~l A. ~)¥J.f 

~// 

ONEBEACON MID"WEST INSURA~CE CO:\'lPANY 

Date: 

•oo-n.Dt:ot 

C!W! ~76!6.~11 l 

BY: 

TITLE: ___ _ 

PRINTKAME: -~-

(.:1 

p1 
Date: ____ _ 

Mary Davolt 

Date: ____ _ 

Leonard Eichas 

Date: ____ _ 

Beverly Harvey 

Date: ____ _ 

Frank Maly 

Date: ----- Michael Rees 

Date: ____ _ 

Lewis Mark Spangler 

Date: 

Arthur P. Sundry, Jr. 

Date: 

Michael A. Sykes 

ONEBEACON MIDWEST INSURANCE COMPANY 

(b)(6) _____ -J-_ 

Date: Ce~1 {iot'f 

40072-0001 

CH2\141616S8.1 

BY:F- TITLE: AvPPRINT NAME: bAIJ Ui~ :S • ~'(AJ 

14 
F.XH IBIT A TO F.TTLE:\lE ~T AGREEME!\T 

I~ THE U!\ITF:J) STATES DISTRICT COLRr 

FOR THE :\ORT IIF.R:\ DISTRICT OF ILU:\OIS, EASTER~ OIVISIO!\ 

fEDERAL DEPOSIT 1\SCRANCF 

CORPORATION AS RFCEJVER FOR 

\VIIF.ATLl\ND BANK. 

Pl a intiff 

v. 

LEWIS l'vlARK SPAN(jLER, ART!IUR 1'. 

SUNDRY. JR., MICHA EL A. SYKES, 

lTOl\ARD I:: IC!IAS. FRA~K MAL Y, 

DOLOR ES RITTER, MARY DA VOL!, 

BEVERLY HARV EY. \ 1ICI IA EI. REES. 

and :'\lORMAN BELES. 

Dd l:ndants. 

) 

) 

) 

) 

) 

Cast.! No. I 0 cv 4288 

l ion. Robert \11. D<W•, Jr. 

STIPLLATIO:\ TO DISM ISS \VITH PREJUDICE PLA I:\TIFF'S CLAIMS 

A(;AI1\ST l.f.:,VIS \lARK SPA:\GLER. ARTHUR P. SL:\DRY, JR., 

\HC HAEL A. SYKES. LEO:\ARD F.ICHAS, FRA:\K MALY. \1ARV OA VOLT, 

BEVERLY HARVEY, \1IC HAF.L REES, A~D :\ORMA:\ B£LES 

Plai ntiff Fl·dcra I I kposi t I nsurancc C <)rpo rat inn as Rct:ci n:r for \Vhl'<ll land Bank ( .. F D l ( ·_ 

R('ccivcr''), and l.kft.!ndants l.cwi.s :V1ark Spangler, Arthur P. Sundry, Jr.. Michael A. Sykt:!s. 

L~onard Eichas. frank Maly, v1ary Davoli. Beverly !lan ey. Vlichad Rccs, and ~orman Bclcs 

(cnlkctivt: ly, ··Defendants"), hcrchy lik this ip ulati on to dism iss \\·ith prejudice a ll of the 

FDIC-Rccci n::r · s <.:Ia i ms against Defendants in this act ion, each party to bear its own costs. 
Dated: Jun<.: , 2014 

By: /s/ RohcrtF. Ct2kman 

Robert F. Cokman (AR DC ii 004S5004) 

Cokman Law Firm 

77 West Wa<.:ker Drive, Stl:. 4800 

Chicago, lllin oi~ (i060 l 

312-·l44-l 000 

011 helw!f'o{Lelris .\!fork 5j.wngler. 

:Vorman Hclcs. and Miclwcl Rees 

By: /s! Arnold II. l_.Alpdi;:: 

Arnold H. Landis (A.RDC :: 1 ~680 /?l) 

I .a\.' Ortlc~s of Arnold II. I ,andis 

77 \V. Wa<:;hington Strl!cL Suite 702 

Chicago, Illinois (J0602 

3 12-236-626X 

On hehalfo(Miclwel A. S1·ke.\' and 

/.e()}wnl Fichas 

Hy: / ::.,! Kcllv \1.~_<-; osK Y Chcrf 

Kelly \'h:Ch)skcy Chc ri.U\RDC :: 

6220391 i 

P<nrit:k F. Deady 1/\ RDC }~ () :"9(>922) 

.l. Michael Tccson (:\RDC !I 62760.16 ) 

Hogan Marren. l.td. 

~21 N. Clark Street. Suite 130 I 

Chicago. 111 inois 60654 

On helwl/of M(.l/:\· Oam!t 

13 y: 0.L Fr~der ick R. h 

rrcdcrick R. Roth 

4 7 F. Chicago Avenue. Suilc :l60 

~apcrvillc , Illinois 60540 

630-771\-1121 

F:XHIBIT A TO SETTLEME:\T AGREI::ME:\T 

Rcspectf'ull y submitted, 

/s/ Antonv .S..: .. Burl 

Rona ld S. Saf~r 

Antony S. Burt 

Lawrenct: H. Heitman 

SCHil-T IIARDJ'l\ LLP 

233 S. \Vackcr Dr., Suite 6600 

Chicago, I L 60606 

(312) 258-5500 

(31 2 ) 258-5600 (fax) 

Grl:.'uorv K. Com'>'av ~ ~ J 

(\)unsel, Prof'essional Li abi lity Lnit 

Federal Deposit Insurance Corporation 

350 I Fairfax Drive. Room B-7046 

Arli ngton. VA 22226 

{703) 516-1279 

(70:1) 51 (i-506 7 (f~L'\l 

A ttome 1·s /(.1r Ploim i(!Fedaal /)epos if Ins urunce 

Cor;>onllion. us l?cceih:'r/(n· Jtf'/l('utlmul Bunk 

By: !.s.l lh~odon: T. ou \) ~ 

or~..· T. Poulos (i\RI)( · :: 6 1 1J56XO) 

Cotsirilos. Tighe & Stn:icker. 

Pou](lS. & Camrhcll, l.td. 

.D N. [karblH·n Street, Suit~· 600 

Chicago. Illinois 60707 

On helwl/ofFrank Jfa/1· 

By: ('j_/ Michael Kraft 

\-1i chacl Kraft (i\RDC =. 6l 9D 78) 

Kra fi l.aw 0 nices 

4343 CommcrL·t Coun, SuiLc 4 I 5 

Lisk. lllinoi'; 60532-0924 

(i30-505--t I 19 

On helwl!'ol:1rthur P. Sulll.il:r. Jr. 

- 2 -
EXHIBIT A TO SF.TTLF.MEi\T AG RF. F. :\1 E~ T 

CERTIFICATF. OF SERVICF: 

The undt:rsit!.ned attorncv hereby certi ties that on Junl! . 20 l·t he caused th~ t"orc!.!o ine .._ .; ... - . - io· 

document hJ be ckctronica lly tiled with th e Clerk of the L nitcd Stalt:s District Court for the 

Northern District of Illinois, Eastern Di vision. using the Court's CM/ECF sysh.:m, \vhich shall 

:-;end not i fie at ion of sw:h li ling to a 1l counse 1 or record. 

/s/ Lawrence II. I fl.m_<.~_J} 

- 3 -
EXUIBIT B TO SETTLF.I\1E:\T AGREEMF.:\'T 

1:\ T HF. ~ITED STATES DISTRICT COURT 

FOR THE ;'\ORTIIF.R~ DISTRICT OF ILLI~OJ S 

EASTER~ DIVISIO~ 

Ot\:F.BFACOl\ MIDW EST INSLRANCL ) 

CO MPA~Y. ) 

) 

Plaintilf and Cou tt: r-Del~ndanr , ) 

) 

\". 

LEWIS MARK SPAN(i!.ER: ARTHLR P. 

SLl\DRY. JR.: MIC!IAEI. A . SYKES; 

LEONARD EICHAS: rRAI\K \1AI..Y; 

DOLORES RITTER: MARY DA VOI.T; ) 

BLVERL Y HARVFY: MICHAEL REFS: ) 

and NORMAN BEI.ES. } 

Dcknd<Jnts. 

-and -

TIIF fTIJLRAL D J-:POSIT 

l~SLRA 1'-!CE CORPORATIO'\' as 

Rec(.·ivcr !(Jr \.Vhcat land Bank. 

lnten c1wr. AdJit ional l.kkndant. 

and Counter-Plaintiff. 

) 

···-) 

Case 1\o. I: 13-c' -03859 

STIPlJLATUY\ TO DIS\1ISS WITH I)Rf..JVDICE ALL CLAIJ\.IS 

Plaintiff" One Beacon Midw~st Insurance Company t .. Oncfkacon"). Del"endants I.c\\iS 

Vlark Spangler. Arthur P. Sundry, Jr., Michae l /\. Sykes. l.c.::ona rd I::i~.:ha ~, Frank Maly. iv1ary 

Da\ olt. fkvcrly llarvey. Michael Recs. and Norman Bcks (colkL·tivdy. "'Ikfl:ndants"). 

I ntcrH·nor-Ddcndant!Countcr-Plainti IT h:deral Deposit I nsuram:~ Corporation as R~:\.:t.:i' ..::r k1r 

Whe<Jtland Bank (""FDIC-ReceiYcr") hereby lik this stipulation to di:-.mi:-.~ \\ ith pn.~iudic..: all 

claims in this act ion. l.!ach party to ~ar its 0\\·n costs. 
Dat~d: June . 2014 

By: !s/ Rohert :_(._pl~ ))a n 

Roh(.!rt F. Coleman (ARDC ;; 00485004) 

Colc::man L~'" Finn 

77 West Wacker Orin!. Stc. 4~00 

Ch icago, Illinois 6060 I 

3 I 2-444- 1 000 

011 helw(f"r?f L ewis .-\-fork .S!)(I11gler. 

(b) ( 6) .............................. Y~~!.:!.11ll/1 !Jt:./(:~: 5''.1.c.L .. H!. {;:.LRe~;:.s 

(b) ( 6 ).................... ····n·}:: ~;; ;\;:;1<;iJ 1:1. :~~ i; ·· ······ 

Arnnld H. Landis {ARDC # 1 %8078) 

Law Ortic(·s of Arnold H. !.and is 

77 \V. Washington Street. Suite 702 

Chicago. Il linois 60602 

2-236-62 6~ 

On lwho/foj),fic/wel A. S1·kcs (1!1d 

L~·o1wrd r: ic ·has 

By: ,s Kcllv Mc(.Jp ~Y. .. ~· h<.!rf 

Kt.:.'lly \-kCioskcy Clll.:rf(A RDC ii 

6220:N I) 

Patri ck F. c~ ly (t\R DC i"! 0'9()922) 

.1 . :Vlichad Tccson (A RDC ii 62760.)6") 

Hogan \1arrcn. I.td. 

321 N. Clark Street. Suite 130 I 

Chicago, Illinois 60654 

On helwljof'Marr Dm·o/r 

By: s/ Frctkrick R. Q~ h 

Frederick R. Koth 

47 F. Chicagll A\enuc, SuitL' 360 

~apenilk Illinois ()()540 

(J30-77R-ll2! 

EXHIBIT B TO SF.TTLE.\JE:\'T ACREF.Mli'T 

Rcspectt"ully submitted, 

Is! Antonv S. B~Jrt 

Antony S. Burt. IL Bar;: 61 83449 

David C. Giks. IL Barti 6274993 

SCHIFF !!ARDIN LLP 

233 South \\'ackcr Dr., Suite 6600 

Chicago, Ill inois 60606 

{312) 258-5500 

(312) 258-5700 ( fat:similc) 

~1"••••••••:::: ••••••••••mmoooo 0 I 

Counselfhr rhe Fl.!deral Oeposit 

Insurance Corporation os Receiver 

j()l· vVheotland Bank 

By: /s/ :Vl ichacl Kra_fi_ 

Michael Kraft (ARDC = 6 197378 ) 

Krnfr l.aw Offices 

434.1 Cmnmcn:c: Court. SuilL' 41 ~ 

Lisle, II l innis 60S 3 2-092-l 

()30-505 -41 !9 

By: LV hl'OQ~lrt: T. Poulns 

Theodore T. Poulos (ARLX · # 619)6R0) 

Cotsirilos. Tighe & Streick.cr, 

Poulos, & Camphcll, I .td. 

33 I\. Dearhorn Street. Suitt: 600 

( 'hicago, I II inois 60707 

On helwlj"oj"Frank A-tall• 

- 2 -
By: /. /. ~il11 bt::r v E. Blair 

Michad P. Tom: 

Kimbe rly E. Blair 

WI LS0:--.1 ELSER MOSKOWITZ 

F.OEI.MA~ & DICKER l.I.P 

55 West Monroe Street. Su t~ l~OO 

Chicago. II , 60603-500 I 

Tekphone: (312) 704-0550 

Facsimik: (3 12) 704-1522 

By: /s/ Thn•JH!S J. )ud12.e 

Thomas J . .J udgc 

Charles W. Chotvacs ( nr counsel) 

LOSS, JUDGE & W.ARD, I.LP 

Two Lafayc::tte Centre 

1133 2 1st Street, N.W .. Suitc450 

Washington, D.C. :?.0036 

Telephone: (202) 77R-4060 

racsimik: (202) 77 ~-4099 

Coumclfor Plaintt(/"mul ( "mmtcrLh:f"endonl 

One8eacun :'vlilhvcst hl.\'lfi'C/17n' Compum· 

EXHIBIT B TO SETTLE!\II:::"'T AGREEl\IEl\T 

.., - -" -
EXHIBIT B TO SETTLF.ME~T AG REE VlE~T 

CI::RTIFICATE OF SERVICE 

The undersigned attorney hereby c.:crti tics that on J unc . 2014. he caused th~ foregoing 

docurn(·nl to be ckctronically liled with the Ckrk of the United States District Court for the 

!\orthern District or Il linois. Eastern Division, using the Coun ·s C\tt!HT system. \"-:h ich shall 

~e nd not i fie.: at ion of such ti I ing to a II couns-::1 or r~.:c.:ord. 

(s/ Lawrence II. ll thmm 

. ~ -
(b)(6) ..... 

EXHIBIT C TO SETTLEME:\T ACRF:E:VIE!\T 

ll\ THE L:\ITED STA TF.S DISTRICT COURT 

FOR THE ~ORTHERl\ DISTRICT OF ILLI~OI S 

EASTEH~ DIVISIOJ\ 

ARTI-fLR P. SU\DRY. JR .. 

Plainti!T. 

v. 

FEDERAL DEPOSIT 11\SLRAl\CT 

CORPORATION AS R~CEIVE R fOR 

WHEATLAND BAN K, 

Dd~ndan t. 

Case '\o . 10 CV 674<) 

) 

) I Jon. John J. Tharp, Jr. 

) 

) 

) 

) 

STIPLLATIO:\ TO DIS:\HSS WITH PREJUDICE PLAI:\TIFF'S 

CLAI!\1S AGAP\ST FEDERAL DEPOSIT 1\SLRAl\CF. CORPORATIO\" 

AS RF.CEIVEH FOR WIIF.ATLA:\D BA\"K 

Plaintil"f Arthur J>. Sundry. Jr. and Dc::kndant F..::tkr~ll fkpo:-; it ln~uranc:L' Corporation as 

RL·c..::i ' cr !'or Whi:atland k ~:: hy lik th is stipulation \t) ~m i!'s "ith prc_judice a ll claims in 

th is action. each party to bear its 0\m costs. 

Dated: June . 2014 

By: lsi vljch::~~L Kra ft 

Michal!! Kraft (ARDC :: 6 !9n7S) 

Kraft Law Offices 

4343 Commerce Court. Suite 415 

I .isle, Illinois 60532-092-t 

6.10-505-4 1 19 

On hchal/o/.-1r111llr J> Sundn . .Jr. 

I 

R<:·spcctfi.llly submittcu. 

/si Ant_ony). Burt 

Antony S. Burt 

LmHcncc I I. I kHman 

SCHIFF HAR DI'\li.LP 

D3 SN 1th Wacker Dr., Suit<: 6600 

Chi cago, Illinois 60606 ~ l ) ) ") ~ v ~ ';;()() ( .) - .,_)o-). . 

(3!2) 25X-5700 (l~tcsimi lc) 

(b)(6) ............................... . ···············---···IL.. ········-····-------- _______ __. 

( 'ounsdfor the Fcdl.:'ra! De;)()sit 

lnsunmci! Cmporotion os Rt!l"ein'r 

{i>r Wheatland Bonk 
EXHIBIT C TO SETTLF.MF.:\T AGREE!\lF.:\T 

CERTIFICATF. OF SERVIC E 

The und~rsigned attorney hcrehy C('rtilit:s that on June . 201-t he caw;ed the foregoing 

document to be dectronically tikd \\·ith the Ckrk or th..: l.i nited States District Court for the 

Northern District of Illinois, Eastern Di vision .. using the Court's CM!I::C'F system, whid1 shall 

send noti li cation of such ti ling to all wunscl of record. 

y l.a~vrt!nce H. Hcftm.£ln 

- ') ..