other patty to enter inte this Agreement or to abide by Of consummate any tansactions
contompleted by aay eres of this Agreements, Except representations and werranties, if’ an ay,
expieasly set forth hetein In entering into this Agreement, the peatios benese represent that they
fave prodeeded with the advice ef an attorney of their own cdica, that they have read the terms
of this dgreement, that the terms of this dgreemenr have been completely read and explained to
the parties by their attomney, and that those terme are fally understood and voluntarily accepted
by the partics

1. Antharity, Bach person signing this Agreement an behalf of any entity warrants
or represents that he/she has the full and complete authority to enter inte this Agreement on
behalf of that entity.

IN WITNESS WHEREOF, the parties to this Agreement have executed this Agreament ag

of the date indicated by cuch party's signabure,

Nevy Investments, Inc =

By:

Title: ERE pew tm

Date: j xf 26 / 200g
Name: Esmeralda Ace ved

Name: _ C8 Fer &. oil?



By:

Name:

Witnesses,

Titles:

By,

Name: date a Gents

By: a

Name: Seda a Be Hol

By:

Name:

By:

Name:

Title:

Date:

Ron Lozoff

By:

Name:

Date:

Joseph H. Harman

By: Cea; 5

Name:

Title _ LZ ~~
Date: ap thie

CondoSmart, LLC f/k/a CondoSource, LLC

By:

Name:

Title:

Date:



4, Attorney’s Fees and Costs. Each party shall bear its own attorney’s fees and
costs with respect to the Litigation,

3. Amendment. This Agreement may not be amended or modified at any time
except by any instrument in writing executed by all of the parties.

6. Execution. This Agreement may be executed in two or more counterparts, each
of which shall be deemed an original, but all of which together shall constitute one in the same
instrument. The parties also agree that, without receiving further consideration, they will sign
and deliver such documents and do anything else that is reasonably necessary in the future to

make the provisions of this Agreement effective.
7 Integrated Agreement. This Agreement sets forth the entire understanding

between the parties conceming the subject matter of this Agreement and incorporates all prior
negotiations and understandings. There are no covenants, promises, agreements, conditions or
understandings, either oral or written, between them relating to the subject matter of this

Agreement other than those set forth herein.

8. Governing Law. This Agreement shall be governed by and construed in
accordance with Texas law (excluding any conflict of laws rule or principle that might refer the
governance or construction of this Agreement to the law of another jurisdiction). Nothing in this
Agreement shall require any unlawful action or inaction by any party hereto.

9%. Severability, if any portion of this Agreement is found to be unenforceable, the
parties desire that all other portions that can be separated from the unenforceable portion or
appropriately limited in-scope shall remain fully valid and enforceable.

10. Representation. No representation or warranty has been made by or on bebalf of

any party to this Agreement (or any officer, director, employes or agent thereof} to induce any


By:

Naive: Esmeralda, he evedo

Witnesses
By:

Namie:

LY

Be OT
some: ESiveralda Acevedo

Name:

Title: we .
Date: _
et

Ron Lozoff

Be
Names

Title: .

Date: “

Joseph H Harman

By: Tt nena

Tithe:
Se

Date:
a

CondioSmart, LLC t/a CondoSoune Tre

yy |

Nune C26 7on- Wen e
ETE SV 28
Tite: _ Ad ar Behe.

Date: _ be lee Lie g



Federal Deposit Insurance Corporation, as
Receiver for IndyMac Féderal Bank, FSB

By: =

Name: Teek Dew eno

‘Title: Caen tet

“Date: Feb. & taro



RELEASE
This Release and Settlement Agreement (“Agreement”) is entered into this v day of

Feb war 4 , 2007, by and between Federal Deposit Insurance Corporation, as
Receiver for IndyMac Federal Bank, FSB (“FDIC”) and Novy Investments, Inc. (“Novy
Investments”), CondoSmart, LLC ffk/a CondoSource, LLC (“CondoSmart”), Lester Novy,
Joseph H. Harman (solely in Joseph H. Harman’s capacity as owner/officer/employee of
CondoSmart) (“Harman”), and Ron Lozoff (solely. in Ron  Lozoff's capacity . as
owner/officer/employee of CondoSmart) (“Lozoff’), (Novy investments, CondoSmart, Lester
Novy, Harman and Lozoff shall be referred to collectively as the “Defendants”) with respect to
the claims made in the case captioned Federal Deposit Insurance Corporation, as Receiver for
‘IndyMac Federal Bank, FSB v. First American Title Insurance Co, et al., in the 129th Fudicial
District Court of Harris County, Texas, Cause No. 2008-22322 (the “Litigation”.
RECITALS

WHEREAS, fndyMac Bank, F.8.B (“fndyMac”} funded mortgage loans secured by
properties located in (1) 2400 McCue Condominiums, 2400 McCue Road, Houston, Texas
(“2400 MeCue’y, (2) Braeswood Park Condominiums, 2255 Braeswood Park Drive, Houston,
Texas (“Braeswood Park’), and (3) Reata at River Oaks Condominiums, 3231 Allen Parkway,
Houston, Texas (“Reata at River Oaks") ~~ 2400 McCue, Braeswood Park, and Reata at River
Onks shall be collectively referred to ‘as the “Condo Complexes;

WHEREAS, the Defendants performed services relating to the marketing and sales of
individnal condominium units in the Conde Complexes that were purchased by individual
borrowers in mortgage loans transactions (the “Subject Transactions”) and financed by mortgage

loans funded by IndyMac;


By:
Saleem
Name:
eee

By:

> pb
Name: “eepanie, Tacpek-

By:
tang

By:
tne
Name: me

Title;

Date:

Ron Logo:

By;
TA
Name; Kis foo 2 om Ff

eas St sap Priel

f
Date: uf. 2 Z fhe

Joseph H, Harman

By:

Name:

Tithe:

Date:

CondoSmart, LLC fk/a CondoSource, LLC

Name:



WHEREAS, IndyMac asserted claims in the Lifigation against the Defendants based on
the Subject Transacttons,

WHEREAS, FDIC is entitled to pursue the claims asserted by JndyAdac in the Litigation;

WHEREAS, the Defendants expressly deny any liability relating to the asserted claims in
the Litigation; and

WHERBAS, to avoid any further expense of litigation, the parties voluntarily enter into
this Agreement.

In consideration of the above and for such other good and valuable consideration, the
sum and sufficiency of which is hereby acknowledged and based on the mutual promises and
conditions contained herein, the parties agres as follows:

L Recitals. The above Recitals are incorporated herein by reference and made a
part of this Agreement. :

2. Dismissal and Release. FDIC and the Defendants, through counsel, shall
execute a dismissal with prejudice and without any costs or attorney's fees to any party regarding
all claims in the Litigation between the Defendants and FDIC.

For and in consideration of the total payment of $70,000 (Seventy Thousand Dollars) by
the Defendants to be payable to “RJ Landau Partners PLLC, Attomeys for Federal Deposit
Insurance Corporation” within fifteen (15) days of the execution of this Agreement, and in
consideration of the teoms and conditions of this Agreement, FDIC , does absolutely and
unconditionally release, discharge, and forever hold harmless the Defendants and their insurance
carriers HCC Specialty Insurance Company and Professional Indemnity Agency, Inc. (solely in
their capacity as insurance carriers for the Deféndanis), past or present officers, directors,

shareholders, members, insurers, employees, owners, agents, affiliates, predecessors, successors,



fiduciaries, attorneys, and assigns, jointly and severally, from any and all claims, demands, or
suits, known or unknown, fixed or contingent, liquidated or untiquidated, whether or not asserted
in the Litigation, as of the date of the execution of this Agreement, arising under or through
FDIC from or related to the events and transactions which were or are the subject matter of the
Litigation, or otherwise relating to the Subject Transactions or any transaction funded by
IndyMac in the Condo Complexes.

3. Express Reservation. from. Releases by. FDIC. Notwithstanding any other
provision, by this Agreement, FDIC does not release, and expressly preserves fully and to the
same extent as if the Agreement had not been executed, (a) any claims or causes of action that do
not arise from or relate to the facts and circumstances alleged in the Litigation or otherwise relate
to the Subject Transactions or any transaction funded by JndyMae in the Conda Complexes, or
the defense of the same, (b) any claims or causes of action against Lozo/f that do sot arise solely
because of Zozoff’s role as an owner, officer, and/or employee of CondoSmart, (©) any claims or
causes of action against Harman that do not arise solely because of Harman's role as an owner,
officer, and/or employee of CondoSmert; or (d) any action taken by any other federal agency. In
addition, this Agreement does not purport to waive, or intend to waive, any claims which could
be brought by the United States through either the Department of Justice or the United States
_Attomey’s Office in any federal judicial district.

Nothing in this Agreement waives any claim, cause of action, or any rights to contribution
or other claims held by FDIC existing currently or arising in the future, against any other
individual or entity not expressly released by this dgreement, including but not limited to any

other party in the Litigation.