Professional Documents
Culture Documents
JOSEPH H ZERNIK
Petitioner CASE No 1:09-cv-00805
vs
KENNETH MELSON ET AL
Respondants
-1-
Joseph Zernik
1853 Foothill Blvd
LV, CA 91750
Tel: (310) 435 9107
Fax: (801) 998 0917
jz12345@earthlink.net
Pro Se Interested Party
______________________
JOSEPH H ZERNIK
PRO SE INTERESTED PARTY
-2-
PRO SE PETITIONER in Zernik v Melson et al, U.S. Court, District of Columbia,
who is also Interested Party, case of Borrower Parsley, U.S. Court, Southern District of
Texas, and who is also requesting designation as Interested Party in case of Borrower
Hill, U.S. Court, Western District of Pennsylvania, hereby files1 Notice #5.
///
I.
TABLE OF CONTENTS
Alternative Cover Pages …………………………… 1-3
I. TOC …………………………… 4
II. List of Exhibits …….………..…………… 5
III. Request for Lenience by Pro Se Filer …………………………… 5
IV. Significance of the Records Noticed Herein …….………..……………. 6
V. Statement of Verification …….………..……………. 7
VI. Exhibits …….………..……………. 8
///
///
1
Copy is concomitantly filed with TARP Oversight Board, and with TARP Inspector General, as
a request for urgent investigation into matters related to TARP and the Bailout.
Copy is concurrently filed with Lawrence Summer, Director, U.S. President National Economic
Council
Copy is concurrently filed with Paul Volker, Chairman, U.S. President Economic Recovery
Advisory Board, as request for investigation of the allegation that widespread corruption in LA
County, California, involving Countrywide, gave rise, at least in part, to the sub-prime crisis.
Copy is concurrently filed with Carol E. Dinkins., Chairwoman, U.S. President Privacy and Civil
Liberties Advisory Board, as a request for investigation of alleged widespread corruption and
civil rights and human rights violation of historic proportions in LA County, California.
Copies are concomitantly filed with U.S. Congress, as a request for urgent hearings on
underlying matters.
Copy is concomitantly filed with the Israeli Embassy in Washington DC, with request for
monitoring and protection of the rights of dual citizen, Joseph Zernik, per Universal Declaration
of Human Rights, ratified International Law.
-3-
II.
LIST OF EXHIBITS IN CURRENT NOTICE
EXHIBIT 1. 09-04-15-NOTICE #2 FILED IN THE COURT OF THE HONORABLE
JEFF BOHM, U.S. JUDGE, TX.
///
///
III.
REQUEST FOR LENIENCE BY PRO SE FILER
While I make substantial efforts to comply with court procedures, and study
applicable law, I request special lenience as a pro se filer:
A document filed pro se is “to be liberally construed,” Estelle, 429 U. S.,
at 106, and “a pro se complaint, however inartfully pleaded, must be held
to less stringent standards than formal pleadings drafted by lawyers,”
ibid. (internal quotation marks omitted). Cf. Fed. Rule Civ. Proc. 8(f) (“All
pleadings shall be so construed as to do substantial justice”). (Erickson
v Pardus et al, 2007)
In particular, I am unqualified in assessing the validity of legal theories. I ask the
Honorable Court to ignore any irrelevant or erroneous legal theory I claim, and do take
into consideration the facts and the claims themselves, and if they can support some
other valid theory, assign such legal theory to them, and review them pursuant to such
valid legal theory (Haddock v Cal Board of Dental Examiner, 1985).
The Honorable Court is requested to entirely disregard my comments,
explanations, or legal arguments pertaining to such papers, when my writings appear to
be of the nature of legal theories, or legal arguments, and are deemed erroneous, or
irrelevant.
If it pleases the Honorable Court, let the Honorable Court act of its own volition
whenever permitted to do so by law:
a. To initiate action pursuant to the Code of Conduct of U.S. Judges, Canon
-4-
3B(3):
(3) A judge should initiate appropriate action when the judge
becomes aware of reliable evidence indicating the likelihood of
unprofessional conduct by a judge or a lawyer.
b. To act pursuant to Fed. Rule Civ. Proc. 8(f) “to do substantial justice” for
Plaintiffs who claim to have been inflicted substantial harms by the Los
Angeles justice system.
Dated: May 18, 2009 Respectfully submitted, by:
________________________
JOSEPH H ZERNIK
PRO SE PETITIONER
///
///
IV.
SIGNIFICANCE OF RECORDS NOTICED HEREIN
///
This notice provides on the one hand the outline of the alleged frauds that I was
subjected to by Countrywide, and later by Bank of America – albeit, I listed only the
major frauds, there were numerous alleged smaller frauds, which at one time I estimated
in a few dozens. On the other hand, this notice provides in Exhibits the lofty statements
of Angelo Mozilo, Sandor Samuels, Kenneth Lewis, and Timothy Mayopoulos
regarding their ethical standards and compliance with the law.
In fact, the petition alleges that they continue to this very day, all in concert, to
perpetrate frauds large and small, on me, on the U.S. Tax payer, and the U.S.
government.
-5-
Dated: May 18, 2009 Respectfully submitted, by:
BY:_________________
JOSEPH H ZERNIK
PRO SE PETITIONER
Joseph Zernik
1853 Foothill Blvd
LV, CA 91750
Tel: (310) 435 9107
Fax: (801) 998 0917
jz12345@earthlink.net
///
///
V.
STATEMENT OF VERIFICATAION
-6-
_____________________
JOSEPH ZERNIK
pro se Plaintiff
-7-
VI.
EXHIBITS
-8-
EXHIBIT 1
-9-
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 1 of 32
Digitally signed
by Joseph
Zemik
DN: cn=Joseph
Zemik,
) .~ ~mail=jz12345
@ea(thlink.net,
10/116
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22
e. Timothty Mayopoulos, General Counsel, BAC
f. BAC Legal Department
23
g. Jenna Moldawsky, Bryan Cave, LLP (BCL) Santa Monica, California
24 h. John Amberg, BCL, Santa Monica, California
25 i. BCL, St Louis, MI
26 III
27 III
28 III
April 12, 2009; NOTICE #2, RE: CFC/BAC
-2- William Allen Parsley, Borrower
Case # 05-90374
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20
Oxley act (2002) section 307, and by Codes of Professional Conduct to
adhere to certain standards relative to the conduct of litigations and/or
21
to certain reporting requirements;
22
d. The Honorable Court found in its memorandum opinion of March 2008
23 that countywide and its outside counsel's
24 " ... actions in the case at bar have shown a disregard for
the professional and ethical obligations of the legal
25 profession and judicial system";
26 e. Countrywide made certain promises to this court, aiming to ensure the
27 integrity of its litigation practices;
28 f. This Honorable Court stated in its memorandum opinion that it would
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1 24) Fraud expert opinion is that the signature on the letter was not that of Victor
2 Parks, loan broker, as it was falsely represented.
25) It is my opinion that the preponderance of the evidence shows that such letter
3
was never faxed by Victor Parks either.
4 26) Instead, it is my opinion, that such letter was the first example of the wire/fax
5 schemes in these transactions, where Samaan routinely impersonated her loan
6 broker, Victor Parks, in fax communications with me and with others.
7 27) It is my opinion that the facts above, as well as the underwriting history of
8 Samaan's loans make it abundantly clear that Nivie Samaan, a cosmetic
saleswoman, was far from qualified for the purchase of my home at -$1.8m.
9
28) On September 15, 20°4, I assented to a real estate Purchase Contract under
10
deceptive representations, by endorsing and dating Samaan's 2 nd Counter Offer.
11 29) On September 16, 2004, Samaan initialed and dated the same, acknowledging
12 acceptance of a fully executed the Purchase Contract.
13 b) Samaan's Loan Applications h003)
14 30) In such Purchase Contract, Samaan was required to act "honestly and
diligently to obtain designated loans".
15
31)In early October 2004, unbeknown to me in 2004, Sarnaan filed Uniform
16
Residential Loan Applications (1003s) for U.S. government-backed loans, with
17 CHL, San Rafael Wholesale Branch.
18 32) Such applications were for loans that were entirely different from those
19 designated in the contract.
20 33) In such loan applications, Samaan also represented herself as President and
21 Sole Owner of a corporation named "Spellbound Enterprise"
34) I later found out through a web search that such corporation was founded in
22
2004, the very same year, and was retailing through the web crystal balls, Tarot
23 cards, anointment oils, divining objects, and other consumer goods for followers of
24 the psychic and the occult. It was advertised as the "Supernatural
25 Superstore".
26 35) In such loan applications Sarnaan stated her income as derived solely from her
position as President and Sole Owner of Spellbound, and earning $400,000 a year.
27
28
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1 36) In deposition, Samaan admitted that her income at that time was from her
2 employment as a cosmetics saleswoman in a department store. In deposition she
never claimed any income at all from Spellbound Enterprise.
3
37) In other Countrywide papers Samaan was listed as earning $4,000,000 per
4 year.
5 38) In such loan applications Samaan listed herself as a Single Woman.
6 39) However, by the time that she filed the loan applications, she had stated in
7 written communications with me that she had married her fiance, Jae Arre lloyd.
8 40) Fraud expert opinion is that the loan broker's signatures on the 1003S, which
were represented as those of Victor Parks, were not Victor Parks signatures.
9
41)In deposition in 2006, Samaan herself admitted that loan broker Parks, whose
10
name and signatures appear on the loan applications had nothing to do with it, and
11 that she and her husband alone completed the loan applications.
12 III
13
2. Plan A fails (Oct 2004)
14
False data noted by Countrywide's San Rafael Senior Underwriter Diane Frazier.
15
16 a) .....Oct 4, 2004 - 1003S arrive at San Rafael.
17 42) On or around October 4,2004 the Loan Applications arrived in Countrywide.
18 43) At that time they were stamped "Received" with the respective date.
44) The exact date ofthese stamps on the 1003S cannot be read today, since the
19
stamps were defaced.
20 b) Oct 6,2004 - false employment data noted
21 45) On or around October 6, 2004, Diane Frazier, Countrywide's San Rafael Senior
22 Underwriter, duly assigned to the underwriting of Samaan's 1003S, detected the
23 false employment data.
24 46) Frazier detected the false data using web-based Yellow Pages reverse look-up,
exactly as noted in Countrywide's "Employment Re-verification" instructions.
25
47) She inserted a printout of the screen of the reverse look up, dated October 6,
26
2004, into the loan file.
27 48) Frazier also detected that Samaan listed "$0.00" as loan fees, where in fact her
28 loan fees per "Program Rules" were supposed to be 0.75% - or over $10,000.
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1 49) Allowing waiver of such fees would have been contrary to the interests of
2 Countrywide's share-holders.
50) Allowing Samaan waiver of such loan fees would also raise concerns regarding
3
compliance with Fair Housing and Fair Credit laws.
4
51)Allowing Samaan waiver of such loan fees would also raise concerns regarding
5 compliance with "sound banking principles" per Regulation B of the FRB.
6 52) Frazier also noted other violations of "Program Rules": Samaan listed her
7 loan applications as "Reduced Documentation", but the loan amount that she
8 requested under such terms, by far exceeded that which was allowed per program
rules.
9
53) Furthermore, Samaan never filed a copy of the Purchase Contract with her loan
10
applications. Instead, Samaan filed an unverified letter titled "Supplemental
11 Escrow Instructions".
12 54) For all of these reasons, Frazier refused to issue any underwriting
13 recommendation on these 10 03s.
14 55) Frazier instead demanded new loan applications with correct loan fees listed, a
reasonable explanation for employment data, and a true copy of the purchase
15
contract - not an escrow letter.
16
56) Unbeknown to Frazier at that time, the contract terms in the unverified letter
17 titled "Supplemental Escrow Instructions" were different from the true terms
18 listed in the Purchase Contract.
19 57) Unbeknown to Frazier at that time, had Samaan filed a true copy of the
20 Purchase Contract, her loan applications would have been summarily denied, since
Samaan listed in the Purchase Contract her commission as part of the down
21
payment for the property, which is explicitly prohibited.
22 c) Samaan fails to comply
23 58) There is no evidence that Samaan ever complied with such underwriting
24 conditions set forth by Diane Frazier.
25 d) Oct 12, 2004 - 1003s re-scanned and re-stamped
26 59) On or about October 12, 2004 the old loan applications were scanned a second
27 time.
60) The old "Date Received" stamps from early October were defaced.
28
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1 78) In October 20°4, needless to say, I had no knowledge of the nature of Samaan's
2 lOo3s underwriting.
79) In mid December 2006 I saw for the first time any records of Samaan's loan
3
applications and underwriting, in subpoena production that I inspected in my
4
counsel's office.
5 80) As is apparent from the records produced by Countrywide in subpoena, the loan
6 applications were never terminated on October 25, 2004, as stipulated by the duly
7 assigned Senior Branch Underwriter, Diane Frazier.
8 81) Instead, "Edge" the underwriting monitoring system falsely allowedMaria
McLaurin to assume underwriting privileges for such loan applications.
9
82) Such computer system must not permit such unauthorized underwriting
10
actions.
11 83) In October 25-29, 2004, McLaurin even communicated with Demetrio Gadi,
12 CFC Corporate Underwriting Supervisor, regarding her unauthorized underwriting
13 actions.
14 84) Mr Gadi on the one hand stated his disagreement with such unauthorized
underwriting actions by a Branch Manager in lieu of a duly assigned Underwriter.
15
85) Mr Gadi also instructed McLaurin to stop such unauthorized underwriting
16
actions.
17 86) On the other hand, on or about October 29, 2004, Mr Gadi failed to outright
18 reject McLaurin's unauthorized underwriting actions, and in fact, did not prevent
19 them from continuing, when he must have been cognizant that the 1003S were to
20 be terminated on October 25, 2004.
87) On or about October 29, 2004 and November 3, 2004, McLaurin also issued
21
Underwriting Letters from "Edge", with no authority at all.
22
88) McLaurin verified such unauthorized Underwriting Letters with her hand
23 signatures, but with no signature by a duly assigned authorized Branch
24 Underwriter.
25 89) Such actions were in contradiction ofMr Gadi's instructions.
90) The loan files fail to include any valid Underwriting Decision within the time
26
frames defined in regulations.
27
91)Up till January 2005, Maria McLaurin proceeded with unauthorized
28 underwriting actions relative to Samaan's 1003.
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Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 11 of 32
1 92) In January 2005 such unauthorized loan applications (2005) were even
2 presented for funding by Countrywide Bank, FSB.
93) In January 2005, Countrywide Bank FSB summarily issued a "Denial Letter"
3
on Samaan's unauthorized loan applications.
4 94) Such underwriting conduct in the San Rafael Branch of CHL must be raise
5 concern regarding compliance with both banking regulations and also federal and
6 California state Fair Housing and Fair Credit Acts.
7 95) The facts regarding Samaan's 1003S were fully known by both CHL
8 management and the CFC Legal Division since mid 2006, and by Sandor Samuels
and by Angelo Mozilo since at least early 2007.
9
96) There is no evidence of corrective action ever being taken, or any reporting to
10
authorities.
11 97) Instead, Sandor Samuels, Angelo Mozilo, and various others engaged in cover-
12 up attempts.
13 98) In parallel, CHL and CFC continued to inflict greater and greater harms on me.
14 99) I am informed and believe that in early 2005 Diane Frazier lost her job as
Senior Underwriter a CHL San Rafael.
15
100)To the best of my knowledge, to this date, Maria McLaurin is Branch Manager
16
at CHL, San Rafael
17 III
18 3- Samaan fails to perform (Oct 2004)
19
Wire/fax schemed detected, and Zernik cancels escrow.
20
a) Oct 18-21. 2004 - Samaan refuses to perform per Contract
21
101) First week of October 2004 - In the meanwhile, Samaan failed to remove her
22
loan and appraisal contingencies in a timely, as required by the Purchase Contract.
23
She would not explain why. Instead, she repeatedly claimed that the loan
24 applications would be approved in a matter of days.
25 102) On or about October 18, 2004, I issued to Samaan Notice to Buyer to Perform.
26 103) On or about October 18, 2004, Samaan falsely informed me through my realtor
28
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Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 12 of 32
1 104)In fact on that date the 1003S were already suspended, with termination
2 scheduled for October 25, 2004.
105) However, there is no indication that Samaan made any effort to file new loan
3
applications and meet the conditions set forth in the October 14, 2004
4
Underwriting Condition/Decision Letter, issued by the duly assigned underwriter,
5 Diane Frazier.
6 106) In such daily written communications between October 14, 2004 and October
7 18, 2004, Samaan never asked me, or my realtor for any additional records to
8 facilitate her loan applications.
107) On the contrary, she expressed her confidence that the approval was pending.
9
b) Oct 18, 2004 - fax/wire scheme is detected by my realtor
10
108)A1so on or about October 18, 2004, while faxing the Notice to Samaan's loan
11
broker, Victor Parks, my realtor detected the fax/wire scheme, whereby Samaan
12 was impersonating her loan broker in fax communications.
13 109)On or about on October 18, 19 & 20, 2004. my realtor sent requests for
14 clarifications, but no explanation was received.
15 110) On or about October 20,2004 Samaan responded in writing to the Notice to
Buyer to Perform.
16
111) In her response, she informed me of her refusal to perform per the Purchase
17 Contract and fully remove the contingencies, but she also refused to follow the
18 other option provided - to cancel escrow.
19 112) Close of escrow was scheduled for November 1, 2004 but under such
20 circumstances I could not secure my subsequent housing, without assuming an
21 unreasonable risk of financial losses, since Samaan failed to remove her
contingencies.
22
113) Samaan also failed to request continuance of escrow closing date.
23 c) Oct 21, 2004 - I issue instructions to cancel escrow
24 114) On October 21,2004, given her refusal to perform, given the alleged fax/wire
25 scheme, and given that I lost my planned subsequent housing in the process, I
26 issued instructions to cancel Escrow.
27
28 /II
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Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 13 of 32
1 4- Plan B (2005-6)
2 Samaan initiates what I later learned was a standard litigation scheme - false
3 allegations of"verbal modification ofreal estate contract" and claimsfor "specific
4 performance or damages".
5
a) Oct 2005 - Samaan files a complaint
6
11S)In October 2005, Samaan initiated Plan B - alleged litigation scheme by filing a
7 complaint at the LA Superior Court.
8 116)It is my opinion that she would never have filed such an absurd complaint had
9 she not have some advance assurances that she would have full support from
10 Countrywide and others.
11
117)Initially, the complaint was based on the claims of verbal modifications of a real
estate contract.
12
118) Samaan failed to file a real estate contract with her complaint or to clearly
13 state the terms of the contract.
14 119)The basic scheme does not require any claims related to the underwriting
15 process.
16 b) Later I found evidence of a standard court scheme
17 120) I found at least one other case that appears as an almost perfect match-
18 Galdjie v Darwish (SC052737), with some of the same participants as well.
121)Barbara Darwish lost a 6 unit rental building through such a scheme.
19
122) She was also trapped in the courts for some eight (8) years starting 1998.
20 123) However, even when I first talked with her in 2009, she thought that her
21 primary error was that she did not spend enough money on attorneys!
22 124) It is my opinion that such a scheme is unlikely to work well in most courts,
23 where the complaint is likely to be dismissed based on the Real Estate Codes -
which prohibit verbal modification of real estate contracts and/or the Statute of
24
Frauds - which requires a contract or clearly stated contract terms as part of the
25
complaint.
26 125) It is my opinion that such is and was a well-established real estate scheme in the
27 Los Angeles courts.
28
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1 126) It is my opinion, based on reading, that the origins of the basic real estate
2 scheme described here are medieval...
3 III
4 5- Plan B Fails (July-Aug 2006)
Samaan's use ofthe standard litigation schemefails.
5
6 a) July 2006 Samaan's deposition
127) In July 2006, in deposition, Samaan admitted much of the scheme in her offer
7
- that she had no experience in real estate in 2004, that she owned no stock funds
8
as the claimed in writing.
9 128) In July 2006, in deposition, Samaan admitted much of the scheme in her loan
10 applications - that her income was as a cosmetic saleswoman in a department
11 store.
12 129) In July 2006, in deposition, Samaan also admitted that loan broker Parks, was
entirely out of the loop.
13
130) In fact she also admitted lack of funds to materialize the purchase.
14 131) It was and it is my opinion that Samaan performed poorly in deposition, and
15 that she and others realized that.
16 b) Claims of "verbal modifications" were not credible in this case
17 132) My realtor entirely denied engaging in such unauthorized conduct as verbal
18 modifications of a real estate contract.
19
133) Such modifications were and are explicitly prohibited by the California Real
Estate Code.
20
134) Samaan communicated exclusively with my realtor prior to cancellation.
21
Therefore, for two realtors to engage in such verbal modifications was entirely
22 incredible.
23 135) My counsel and I claimed that given that Samaan held a real estate license
24 (albeit never used it prior to September 2004), the claim of "verbal modifications of
a real estate contract" was entirely incredible.
25
136) By late 2006, in my opinion, Samaan and others realized that the scheme did
26
not work very well in this case.
27 c) Aug 2006 - I initiate Motion to Expunge Lis Pendens
28
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1 137) Starting August 2006, following Samaan's deposition in July 2006, I got
2 impatient and demanded that my counsel file a Motion to Expunge Lis Pendens,
hoping to get the whole litigation dismissed that way.
3
138) At that time, Samaan replaced her counsel and engaged AU Mohammad
4 Keshavarzi from Sheppard Mullin, a major U.S. law firm.
5 139) AU Keshavarzi requested continuance of the Motion to Expunge Lis Pendens,
6 given his unfamiliarity with the case.
7 III
8 6. Countrywide's 1 st Subpoenas (Aug 2006)
9 a) Aug 2006 - concerns in re: subpoena production
10 140) By August 2006, Countrywide responded to my subpoena by producing some
11 400 pages of records of Samaan's loan applications and their underwriting process.
12 141) The subpoena production omitted almost any record prior to October 12, 2004.
142) The subpoena production omitted all email correspondence related to Samaan's
13
1003s.
14
143) As I later found out email correspondence existed between Samaan's husband
15 and Maria McLaurin, Branch Manager.
16 144) In verified statements, McLaurin claimed that she had no involvement in
17 underwriting of Samaan's 1003s.
18 145) The subpoena production included false blank "Conversation Logs".
b) Fax/wire schemes in the 1st Subpoena production
19
146)The subpoena production also included numerous papers from Samaan that
20
were products of "anonymous" fax transmissions.
21
147) The fax headers of these records did not include any phone/fax number or ID of
22 the sender.
23 148)A naive reader may assume that such transmission came from Victor Parks.
24 149) However, the evidence shows that such transmissions originated with Samaan.
150) Samaan would fax such papers to J ae Arre lloyd, thereby generating header
25
imprints with data and time, but no ID at all.
26
151) The evidence shows Jae Arre Lloyd transmitted papers that appeared as fax
27 transmissions to Maria McLaurin as PDF attachments to email notes.
28 152) Such papers had no fax cover sheets included either.
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1 153) Therefore there was and there is no way to ascertain when such papers arrived
2 at countrywide, and when they were inserted into the loan files.
154) The evidence shows that fax transmissions were used to generate false
3
underwriting history after the fact.
4
155) Such practices raise concerns regarding Countrywide's compliance with its own
5 Manuals of "Practice and Policy" regarding the operation of fax machines.
6 156) Such practices raise concern regarding Countrywide's compliance with UETA-
7 relative to documentation of electronic transactions in banking.
8 157) Such practices raise concerns regarding Countrywide's compliance with
"sound banking principles" per Regulation B of the Federal Reserve.
9
Such practices raise concerns regarding faxlwire schemes in communications with a
10
financial institution, albeit, in this case - in full collusion with the financial
11
institution itself.
12
13 III
14 7. Plan C: New Countrywide Schemes (Nov-Dec, 2006)
15 Upon request Countrywide generates new schemes
16
a) Nov 3-6,2006 - New claims upon request
17
158) On or about November 3-6, 2006 Mohammad Keshavarzi - Sheppard Mullin
18
Attorney, Jae Arre lloyd - Samaan's husband, and Maria McLaurin - CHL Branch
19 Manger communicated by email and by fax.
20 159) Such communications provide evidence of their urgent search for new claim
21 schemes just days prior to the hearing on the Motion to Expunge Lis Pendens.
22 160) On or about November 7,2006, the new claim schemes were presented in
court in an Ex Parte Sur Reply by Samaan to my Motion to Expunge Lis Pendens
23
161) In such Sur Reply Keshavarzi entered for Samaan entirely new evidence.
24
162) New evidence included an Underwriting Letter, a letter by Maria McLaurin,
25 and a verified statement by Victor Parks.
26 163) Such Underwriting Letter was an entirely new, and was missing from the
27 subpoena production that was supposed to include all underwriting letters
28 pertaining to Samaan's 1003S.
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13 case.
b) Dec 2006 - Jan 2007 - attempting to sort the problem with the
14
Legal Department.
15
179) Later in December 2006, I called Maria McLaurin in San Rafael. As an
16
explanation, she stated that the subpoena production was prepared by her in close
17 collaboration with the Legal Department of Countrywide.
18 180) I also called the Legal Department in Calabasas.
19 181) It became evident to me within a couple of weeks that this was not a chance
20 error, but that the scheme was carefully coordinated by the attorneys in the Legal
21 Department of Countrywide and Maria McLaurin, San Rafael Branch Manager.
182) They refused to retract any of the alleged false records and statements.
22
c) Jan-Feb 2007 - 3 repeats of the false and misleading productions
23
183)In January 2007, I issued a new subpoena for production of records, and
24
demanded that some of the obvious deficiencies in the 1st production be corrected.
25 184) In February 2007, the Legal Department repeated the exact same false
26 production as was issued in August 2006, on behalf of CFC, CHL, and CBF, as
27 productions #2, 3 & 4.
28
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1 III
2 9. Locating Diane Frazier & first, not last death threat
3 (March 2007)
"You don't know who you are dealing with..."
4
185) By mid Februazy 2007, I was in pro se.
5
186) By mid March 2007 I managed to locate Diane Frazier, the Senior Underwriter.
6
187) In a lengthy and involved phone call, she confirmed my understanding of the
7 true underwriting history, and provided substantial new information.
8 188) Frazier was happy to talk with me. It was a strange phone call, since we both
9 knew so much about each other, but had never talked before.
10 189) It is my opinion that she was in fear. She repeatedly tried to warn me that I
was not prepared for what lied ahead, and what I was getting into.
11
190)She repeatedly stated:
12
"You don't know who you are dealing with", and
13
"Nobody can touch Maria McLaurin
14
191) When I tried to call her again, to coordinate time to serve her subpoena for
15 deposition, a man answered the phone and issue a death threat:
16 "If you ever call this number again, I will come down to
LA and gun you down"
17
He also explained that Frazier was prohibited by Countrywide from discussing
18
anything related to this matter. As a reminder, Frazier was by then two years
19
out of her Countrywide job.
20
21
III
22
10. Meet & Confer (March 2007)
Att Shatz & Boock claim that are no Pipeline Reports, no Internal Audit reports, no
23
External Audit reports, no Security Alerts, no Imaging Reports regarding
24
Samaan's 1003S with the double "Date Received" stamps.
25
192) In March 2007, soon after my conversation with Diane Frazier, Meet & Confer
26
was conducted with Attorney Todd Boock and Attorney Sanford Shatz from
27 Countrywide's Legal Department.
28
28/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 20 of 32
1 193) The contrast was eerie. They stated the exact opposite of what Diane Frazier
2 stated as the true history of the loan applications.
194) They also denied that any Pipeline Reports, Internal Audit Reports, External
3
Audit Reports, Security Alert Reports, Imaging Reports related to Samaan's 1003S
4
with the double "Received" stamps existed.
5 195) At the same time, they had no explanation at all for the double "Received"
6 stamps, and why the first one was defaced.
7 19 6) It is my opinion that they knowingly and deliberately deceived me in that
8 conference, in part, since they did not realize the degree to which I was familiar by
then with the details of Countrywide's underwriting procedures and the
9
underwriting of Samaan's 1003. Alternatively - they knew that they could get away
10
with it.
11 III
12 11. Initial approach to Mozilo & Samuels (June 2007)
13 Direct requests for Samuels (then President of "the House ofJustice" - Bet Tzedek)
14 and Mozilo to help in preventing fraud by Countrywide - in response they initiate
the campaign by Bryan Cave, LLP
15 a) May-June 200 7 - letters and emails to Mozilo & Samuels
16
197) By May-June 2007, since I realized that the Legal Department of Countrywide
17 was directly involved in the schemes. I decided to seek direct help from the top
18 officers - Mozilo and Samuels.
19 198) Both Mozilo and Samuels advertised on the web at that time their commitments
20 to fight frauds, and both invited anybody who had fraud issue to contact them.
199) Furthermore, it was my understanding then, and it is my understanding now,
21
that such officers of public corporations have duties to the conduct their business
22
in compliance with the law.
23 200) I therefore approached Mozilo and Samuels directly, sending them letters and
24 email notes (albeit - I only guessed their email addresses, and I never received any
25 response).
26 201) I asked them to either authenticate or repudiate the Countrywide records such
as the unverified, unauthenticated underwriting letter that was entered in the Ex
27
Parte Sur Reply of November 7,2006 as the basis for the new false claims.
28
29/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 21 of 32
1 202) To this date, over two years later, neither Countrywide, nor its officers, not its
2 counsel, nor those pretending to be its counsel, ever answered any of these
questions.
3
b) Harassment Campaign by Bryan Cave, LLP (BCLl is launched.
4
203) Instead - on or about July 6. 2007, Countrywide initiated a harassment
5
campaign against me that started in a procedure that still defied belief - ex parte
6 appearance in a "dark courtroom" for a gag order against me.
7 204) In fact, in January 2008, Countrywide appeared in court and asked for
8 "Declaratory Relief' - that it did not have to answer any of my questions
9 regarding alleged frauds.
10 III
12. Bailout-Merger and beyond (February 2008 to present)
11
Direct requestsfor helpfrom General Counsel Mayopoulos, President
12
Lewis, and the Audit Committee, and harassment by Bryan Cave, LLP
13
continues", yet now they refuse to answer who their client(s)
14
is/was/are/were.
15
a) Upon Bailout-Merger with BAC, I tried to approach BAC officers
16
and the Legal Department
17
205)ln February 2008, after the announcement ofthe take-over, I sent registered
18
certified mail to Ken Lewis and other members of the Board of Directors.
19 206) In February 2008, I received a nice response from the office of Lewis, stating
20 that the merger promises to produce better services to consumers...
21 207)1 happen to hold deposit accounts with BAC.
22 208) During this period Bryan Cave, LLP continued to harass me.
209) In October-November 2008 I started to suspect that there is also a dishonest
23
scheme relative to the engagement of Bryan Cave, LLP by BAC.
24
210) In November December 2008, and again in January February 2009, I therefore
25 called the office of BAC General Counsel. I reached senior staff of that department
26 including but not limited to Phil Wertz, Carolyn Johnson, and others.
27 211) In all these phone conversations, without exception, I was instructed that Bryan
28 Cave, LLP was not authorized to appear on behalf ofBAC.
30/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 22 of 32
1 212) Iwas instructed that Todd Boock was the only counsel authorized to represent
2 BAC in my case.
b. The evidence is clear: To this date, BAC, CFC, Bryan Cave, LLP and
3
Todd Boock are engaged in some variation of the scheme rebuked by
4 this Honorable Court in March 2008.
5 213) Todd Book claims that I am prohibited from communications with him per
6 some undisclosed court order, and that I must communicate only with Bryan Cave,
7 LLP.
8 214) Bryan Cave, LLP, in turn, went to court and claimed that I harass BAC, and
issued judgment of Contempt against me, claiming I was prohibited from any
9
communications with BAC or any of its employees, and violated such order when I
10
figured out that they were never authorized to appear for BAC in court!
11
c. I also filed complaints with the Audit Committee
12 215) More recently, in early 2009, I also purchase a single share ofBAC, to
13 establish my share-holder status.
14 216) The price I paid was about $5.00, far below the price of around $50.00 about
a year ago. The loss to share holders have sustained in the past year is in the
15
hundreds of billions of dollars.
16
217) In recent months I filed a complaints with the Audit Committee ofBAC and
17 asked their response on the same and related questions regarding the schemes
18 against me by Countrywide.
19 218) I cannot get the Audit Committee to even acknowledge receipt of a complaint
20
per Sarbanes Oxley Act of 2002.
21
III
22
13. Epilogue
219) Through such conduct Countrywide caused my financial devastation.
23
220) I was forced to abandon my home under the threat of force.
24 221) My home was taken for private use with no compensation at all.
25 222) My losses exceed $2 millions.
26 223) Grant Deeds were issued and filed, which per fraud expert are fraudulent
27 conveyance of title.
28 224) I am still under harassment and intimidation today.
31/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 23 of 32
23 III
24 III
III
25 III
26
III
III
27 III
28
32/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 24 of 32
1
STATEMENT OF VERIFICATION
2
3 I, Joseph Zernik, have writtn and re-read the foregoing:
4 Notice #2 To Hon Jeff Bohm, Pursuant To Memorandum Opinion, Doc
#24 8 , March 5, 2008, Statinq: "The court will continue to verify that its
5 trust is well-placed" - OvervIew of conduct of Countrywide, its officers &
its counsel.
6 I know the content thereof to be true and correct. It is true and correct based
7 on my own personal knowledge, except as to those matters therein stated as based
8 upon information and belief, and as to to those matters, I believe them to be true
9 and correct as well.
10
The exhibits provided with this record under Exhibit 1, Exhibit 2, Exhibit
11
3, Exhibit 4 & Exhibit 5, as listed above, are true and correct copies of records in
12
my possession.
13 I make this declaration that the foregoing is true and correct under penalty of
14 peIjury pursuant to the laws of the United States.
15 Executed here in La Verne, County of Los Angeles, California on this 12th day
16
in April, 2009.
17
18
19 JOSEPH ZERNIK
20 inprose
21
22
23
24
25
26
27
28
33/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 25 of 32
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28 Exhibit 1
April 12, 2009; NOTICE #2, RE: CFC/BAC
William Allen Parsley, Borrower
Case # 05-90374
Exhibits
- 25-
34/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 26 of 32
bettzedek.org 6/20/07
Thanks to the following synagogues and churches for participating in Bet Tzedek
Shabbat:
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
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23
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28 Exhibit 2
April 12, 2009; NOTICE #2, RE: CFC/BAC
William Allen Parsley, Borrower
Case # 05-90374
Exhibits
- 27-
36/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 28 of 32
March 26, 2009: This ~ ~ page was originally downloa~_j on March 19, 2007.JHZ
At Countryw ide, we're helping you get the most out of our
iversified financial services through our fanily of corrpanies.
Our Bhics Statement serves as the benchmark by which each of our daily business
decisions shOUld be measured and lies at the very core of the Countryw ide way of doing
business:
"At Countryw ide, ethical standards guide our business conduct. We act lawfully and
with integrity in our dealings with our customers, business partners, shareholders,
and w ith each other."
C:/",fCode%20of%20Business%20E.,. 1/5
Exhibits
- 28-
37/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 29 of 32
Now here is Countryw ide's cormitment to ethical standards more evident than in how we
comnmicate our financial position and operational resutts. We strive to ensure full, fair,
accurate, timely and understandable disclosure in reports and documents that w e file w tth, or
subrrit to, the Securities and Exchange Connission and in other public corrmmications rrade
by us. Countryw ide officers and errployees who prepare financial reports ITlJst exercise the
highest diligence in ensuring that there are no false or rrisleading statements.
We also provide our officers and employees the means to confidentially, anonymously report
concerns about accounting and aud~ing matters by calling 1-888-310-6761, which is
operated 24 hours a day by operators errployed by an independent, third party helptine
provider. The independent helpline provider may also be contacted by w ebtink at
www.tnwinc.com.webreportorbyU.S.mail at Countryw ide Shics, Accounting and AUd~ing
Helpline, c/o The Netw ork, 333 Research Court, Norcross, GA 30092.
Insider Trading
The stock of Countryw ide Financial Corporation is pUblicly held and traded on the New York
Stock Exchange. In order to ensure that all investors have equal opportun~ and fair
advantage to make investment decisions, all Countryw ide directors. officers and errployees
are SUbject to federal "insider trading" law s that prohibtt them from buying or selting stock
w ~h advance know ledge of important corrpany information that is unavailable to the general
public. Such information may include proposed mergers or acquis~ions, earnings predictions
or changes in predicted earnings, new equtty or debt offerings, unreleased production
numbers and new product information. Countryw ide directors, officers and employees are
also prohibtted from disclosing "inside information" to others who may use the information to
trade corrpany stock.
Countryw ide's policies w tth respect to "insider trading" are also strictly enforced in reference
to business partner information as to which Countryw ide directors, officers and errpioyees
may have advance know ledge.
Countryw ide's cormitment to high ethical standards in tts business practices w ~h customers,
business partners and competitors is reflected in our dedication to candid and forthright
cOJT11lJnications about our products and services. Unfair and deceptive business practices
(e.g., the rrisuse of proprietary information or the rrisrepresentation of material facts) are
strictly prohib~ed. Countryw ide w ill engage in responsible lending and other business
practices and treat aD customers fairly, w~hout regard to gender, race, color. religion,
national origin. ancestry, pregnancy, age, marttal status, sexual orientation, or physical or
mental disabiltty.
Countryw ide offers ~s products and services to customers in corrpiance w tth ant~rust law s,
w hich prohib~ Countryw ide from entering into any agreement w tth ~s corrpetttors to restrict
the system of free trade by fixing prices, allocating territories or customers or refusing to
provide service to particular customers. Countryw ide's customers conduct business w tth the
Company on the basis of tts industry reputation. Our customers choose Countryw ide as their
financial services provider because of the qualtty of ~s services and products.
Countryw ide and tts directors, officers and errployees ITlJst, at all times, conduct business
openly and avoid any sttuation that might even create the appearance that Countryw ide has
made any agreement that irrproperly impacts industry prices or the corrpet~ion.
Because of the nature of our business. Countryw ide possesses sensttive and confidential
information about our customers, business partners and the Company ttself. All directors,
officers and errployees have a duty to protect against the disclosure of such information
unless disclosure is authorized and w ~hin the law.
Wtth respect to our customers, who entrust us w tth confidential personal and financial
information, Countryw ide is comrritted to safeguarding all such information, including
information gathered through applications and supporting documents, account information
obtained in the course of our ongoing relationships w tth customers, and information
C:/..,fCode%20of%20Business%20E... 2/5
Exhibits
- 29-
38/116
Case 05-90374 Document 257 Filed in TXSB on 04/15/09 Page 30 of 32
1m proper Influence
sarre high level of
At Countryw ide, all custorrers and business partners receive the
are strictly prohib~ed
assistanc e and service. Countryw ide directors, officers and errployees
to influence business
from giving, soliciting or accepting business courtesies or gifts intended
the rrerit of the transaction
decisions. All business decisions are to be rrade on the basis of
and in corrplianc e w ~h any legal and regulatory requirerre nts.
of seeking qualified
Countryw ide has a long-standing philosophy and operating policy
local law s governing equal
applicants for all pos~ions in corrpliance w ~h all federal, state and
regard to an individual's
errployrrent opportun~y. All hiring decisions must be rrade w ~hout
, age, mar~al status, sexual
gender, race, color, religion, national origin, ancestry, pregnancy
disabil~y. Countryw ide
orientation, medical cond~ion, veteran status, or physical or rrental
errployer of choice for a highly diverse, best-in-cla ss workforce .
strives to be an
Harassm ent
Safety
~s errployees, custorrers
Countryw ide strives to ensure the health and safety of each of
hazardous cond~ions.
and vis~ors by rraintaining a workplace that is free of unsafe and/or
procedures for correcting
Countryw ide has estabishe d a Safety Program, which includes
part of our comrritrre ntto
unsafe cond~ions and for responding in errergency s~uations. As
abuse in the workplace is
creating a safe work and operating environrrent, drug and alcohol
strictly prohib~ed.
Workplac e Violence
Waivers of Code
t, corrpensa tion
(3) To report employment-related concerns (discrirrination, harassmen
representative by calling
matters, etc.), employees should contact their fl'rployee Relations
the l-fl Service Center at 1-666-447-4232.
al~y of any employee w ho
Countryw ide w ill take reasonable steps to maintain the confidenti
Helpline, the Fraud
makes a non-anonymous report to the Bhics, Accounting and Aud~ing
Hotline or fl'rployee Relations.
confidential~y of employees
Sirrilarly, Countryw ide w ill take reasonable steps to maintain the
until it has been c1etermned
about or against w hom such a report has been made, unless or
that an actual violation has occurred.
1M POSE ANY OTt~
IT IS A VIOLAnO N OF COMPAN Y POLICY TO INTIMIDATE OR
ACTUAL OR
FORM OF RETALIAl iON ON AN 8'IIPLOYEEWHO REPORTS ANY
AN 8'IIPLOYE EWHO
SUSPECT BlILLE'GA L ORUNET HCAL CONDUCT. HOWr:v~
lJSCIPLINE.
KNOWINGLY MAKES A FALSE REPORT MAY BE SlBJECT TO
515
...
C:/.../Code%20of%20Business%20E Exhibits
- 32-
41/116
Case 05-90374 Document 257-1 Filed in TXSB on 04/15/09 Page 1 of 29
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26 Exhibit 3
27
28
Exhibits
- 33-
42/116
Case 05-90374 Document 257-1 Filed in TXSB on 04/15/09 Page 2 of 29
Exhibits BankofAmerica"
- 34- Bank of Opportunity'
43/116
Case 05-90374 Document 257-1 Filed in TXSB on 04/15/09 Page 3 of 29
Inclusive Meritocracy
We care about one another, value one another's differences, focus on results
and strive to help all associates reach their full potential.
Winning
We have a passion for achieving results and winning-for our customers,
our shareholders, our communities and one another.
Leadership
We will be decisive leaders at every level, communicating our vision
and taking action to help build a better future.
Kenneth D. Lewis
/~ft~. L
Chairman, Chief Executive Officer and President
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to 'Sectlon 1: Governance and Administration" In this document.
Table of Contents
Introduction 5 Section 5:
Financial Responsibility 15
Section 1: • Borrowing 15
Governance and Administration 7
• Business expenses 15
• Reporting certain conduct 7
• Personal fees 15
• Accounting •........................ 8
Section 4:
Bank of America Assets , 14
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
4
---_._--------_. __._--------------_._-------_._-_._---------_._--
regarding ethical Issues, go to "Section 1: Governance and Administration" In this document.
Introduction
"What does it mean to be a Bank of America associate? It means that individually
we each uphold a commitment to our company's Core Values as guides for our
daily conduct; and as a team we act with a shared ethical responsibility to always
do the right thing."
-Ric Struthers, President, Global Card Services, on the Core Values
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to ·Sectlon 1: Governance and Administration" In this document.
You are expected to follow the information in this code, other policies referred
to in this document, additional policies that apply to your job, and the spirit
and letter of all laws and regulations. 4 Violation of the Code of Ethics or these
other policies, laws and regulations constitutes grounds for disciplinary action,
including termination of employment and possible legal action.
lThe terms "Bank of America" and "corporation" refer to Bank of America Corporation and its direct and indirect
subsidiaries. For convenience, we use these terms because various companies within Bank ofAmerica use this booklet.
The use of these terms here or in other publications does not mean you are an employee of Bank ofAmerica Corporation.
The use of these terms or issuance of this booklet does not change your existing at-will employee status.
2The term "associate" refers to any Bank of America director, officer or employee.
'The 2009 Code of Ethics supersedes and replaces any prior communications, policies, rules, practices, standards
and!or guidelines to the contrary, whether written or oral. To the extent there are any conflicts with the
Associate Handbook, the language of this code controls.
4 If any provision of this code conflicts with your local law, the provisions ofyour local law apply.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to "Section 1: Governance and Administration" In this document.
The Ethics Oversight Committee resolves any issues regarding the Code of
Ethics, including potential violations and certain exceptions, and will review the
information from the Ethics and Compliance Hotline. The committee includes
the corporation's general auditor, general counsel, principal compliance
executive and chief administrative officer.
1.1 Reporting certain conduct
Bank of America can be held criminally liable if one of its associates or agents
commits certain crimes. You must promptly report any knowledge or information
about employment-related conduct by another associate or agent of the
corporation that you reasonably believe to be:
• Acrime
• A violation oflaw or regulation Non-Retaliation
• A dishonest act, including You must report the relevant facts,
misappropriation of funds as well as any other circumstances
or anything of value from or activities that may conflict with
Bank of America or the the Code of Ethics, to the Ethics and
improper recording of Compliance Hotline. You will not
the corporation's assets be retaliated against for reporting
or liabilities information in good faith in accordance
• A breach of trust with this policy.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to 'Sectlon 1: Governance and Administration' In this document.
1.2 Accounting
To ensure the integrity of its consolidated financial statements, Bank of America
has established internal accounting and operating controls and procedures,
including disclosure controls and procedures, and a Disclosure Committee.
All associates responsible for the preparation of the corporation's financial
statements, or who provide information as part ofthat process, must maintain
and adhere to these controls so that all underlying transactions, both within
Bank of America and with third parties, are properly documented, recorded
and reported.
In addition, all associates have the responsibility to promote full, fair,
accurate, timely and understandable disclosure in reports and documents
that Bank of America files with or submits to the Securities and Exchange
Commission and in other public communications made by the corporation.
The Audit Committee of the Board of Directors has established procedures
for the receipt, retention and treatment of complaints regarding accounting,
internal accounting controls or auditing matters. You may raise any such
concerns to the Ethics and Compliance Hotline. You will not be retaliated
against for reporting information in good faith in accordance with this policy.
1.3 Code waivers
The Board of Directors must approve any waiver of the Code of Ethics for
the principal executive officer, the principal financial officer, the principal
accounting officer and any executive officer or director. The corporation will
promptly disclose any such waiver on its Web site or through a press release
or other public filing as required by law, regulation or applicable stock
exchange rule.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to ·Sectlon 1: Governance and Administration" In this document.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues. go to "Section 1: Governance and Administration" In this document.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to 'Sectlon 1: Governance and Administration" In this document.
-------------_._--=--:-:-:--:---_._.__.._..__._--_._------_._-_.-.'---'.'-
10 Bank of America Corporation Code of Ethii5chibits
- 43-
52/116
Case 05-90374 Document 257-1 Filed in TXSB on 04/15/09 Page 12 of 29
You must not pursue such outside activities and relationships during
Bank of America business hours or allow any outside business, civic or
charitable activities to interfere with your job performance. In general,
Bank of America discourages you from serving on a board of a for-profit
organization. For more information, please visit the Outside Directorships
Web page.
2.4 Service providers
A conflict of interest may arise from your relationships with vendors or other
service providers. If you are authorized to approve or award orders, contracts
and commitments to suppliers of goods or services, you must do so based on
objective business standards to avoid any real or perceived favoritism.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to "Section 1: Governance and Administration" in this document.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
_ _._.........__._-_.-._........__.
regarding ethical Issues, go to "section 1: Governance and Administration" in this document.
--_ .. _.~-_. __ __
. .__.-.-.__.._._._-_. __.._._ ..._.. ..
12 Bank of America Corporation Code of Ethli5chibits
- 45-
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Case 05-90374 Document 257-1 Filed in TXSB on 04/15/09 Page 14 of 29
Every year you are required to take Information Protection and Privacy training.
This training highlights the:
• Proper methods to protect confidential and proprietary
information for Bank of America, its customers and associates
• Appropriate use of electronic communications
• Privacy Policy for Consumers
• Associate Privacy Policy
The Corporate Information Security & Business Continuity Web site
contains helpful information about confidentiality and information security
at Bank of America. Section 7 of this Code of Ethics explains the prohibitions
on misuse of material, nonpublic information, and the Global Enterprise
Information Wall Policy discusses the "need to know" policy for this information.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to 'Sectlon 1: Governance and Administration" In this document.
- ----~_ _._
.... _-_._ _-_
...... .... .. .._ - - - -
_--_._.~
You must properly care for and protect Bank of America property and assets,
which should be used for legitimate business purposes only. You must not:
• Steal, embezzle or misappropriate money, funds or anything of value from
Bank of America. Doing so subjects you to potential disciplinary action,
according to the law and Bank of America policy.
• Use Bank of America assets for personal gain or advantage.
• Remove Bank ofAmerica assets from the facilities unless you have your
manager's approval.
• Use official Bank of America stationery, the corporate brand, documents
or the Bank of America name for nonofficial purposes, since such use
implies endorsement by the corporation.
• Misuse your Internet or e-mail privileges. The corporation's private
computer systems are primarily for business purposes and subject to
review, monitoring and recording at any time without notice or permission.
More information on these and other policies is available in the Working
at Bank of America section of the Associate Handbook.
Bank of America assets include, but are not limited to, items such as:
Remember, any assets you create for Bank of America or while using
Bank of America resources are the corporation's property, and remain its
property even ifyou leave Bank of America.
Bank of America has guidelines with which you should be familiar to ensure
the protection of intellectual property, records and other information. Please
visit the following Web pages:
• Intellectual property • Record retention • Information destruction
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to ·Sectlon 1: Governance and Administration" In this document.
You are responsible for your financial You must cooperate with any internal
or external investigation or audit,
activities in the following areas:
or any regulatory examination.
• Borrowing-You may not Immediately inform your manager
personally borrow money if you are the subject of an external
from or lend it to suppliers, investigation unless laws, regulations
customers or other associates or the investigating authority prohibit
unless the loan is: you from doing so.
• To or from a family member
-or-
• From an institution normally in the business of lending
-and-
• There is no conflict of interest.
You may make an occasional loan of nominal value (such as for lunch) to another
associate or acquaintance, as long as no interest is charged.
• Business expenses-You must report your business expenses
accurately and in a timely manner. You must not use your business
credit card for any purpose other than appropriate business expenses.
More information on business expenses is available in the Corporate
Expense Policy.
• Personal fees-You may not accept fees or commissions for any transaction
on behalf of Bank of America unless you are specifically authorized to do so.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
--_. __
regarding ethical Issues, go to "Section 1: Governance and Administration" In this document.
__-_.__._--_
.. __ _ _.
.. ..
ExhibiVank of America Corporation Code of Ethics 15
- 48-
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Case 05-90374 Document 257-1 Filed in TXSB on 04/15/09 Page 17 of 29
You must not take any action, either personally or on behalf of Bank of America,
which violates any law, regulation or internal policy affecting Bank of America
business.
It is impossible to list all applicable laws. This section presents several topics
regarding regulations that Bank of America associates must be aware of:
• Anti-money laundering
• Mutual fund securities
• Fair dealing
• Corporate opportunities
• Political contributions
6.1 Anti-money laundering
Money laundering is disguising the proceeds of criminal activity through a
series of otherwise legitimate transactions. Every associate has a role to play
in Bank of America's anti-money laundering (AML) effort. For example, you:
• Should be able to recognize "red flags" and report potentially suspicious
or unusual activities
• Must make reasonable efforts to determine the true identity of all customers
• Must follow "Know Your Customer" procedures for your line of business
• Must complete all required AML training courses for your line of business
For an overview of AML, visit the Global Compliance & Operational Risk
Web site.
6.2 Market timing and excessive trading prohibitions
Bank of America prohibits late trading, unauthorized mutual fund market timing
activities and dissemination of confidential information concerning mutual fund
portfolio positions. These prohibitions apply whether you are:
• Engaged in a personal securities transaction or one on behalf of others,
including trading for proprietary or fiduciary accounts of the corporation
• Trading in Bank of America proprietary funds or third-party mutual funds
In addition, Bank of America prohibits excessive trading and market timing by
participants in Bank ofAmerica retirement plans.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to 'Sectlon 1: Governance and Administration' in this document.
For more information, please refer to the corporation's Mutual Fund Share
Trading Policy and the Policy on Excessive Trading and Market Timing in the
Bank of America Retirement Plans.
If you become aware of a violation of this policy, you should immediately report
such activity to the Ethics and Compliance Hotline (see "Section 1: Governance
and Administration"). You will not be retaliated against for reporting
information in good faith in accordance with this policy.
6.3 Fair dealing
Associates are expected to deal fairly with Bank of America's customers,
competitors, suppliers and other associates.
• You should not take unfair advantage of anyone through manipulation,
concealment, abuse of privileged information, misrepresentation of facts
or any other unfair-dealing practice.
• You must not give or accept bribes, kickbacks, promises or preferential
extensions of credit.
• You must approve or award orders, contracts and commitments based on
objective business standards to avoid favoritism or perceived favoritism.
• You must not conspire or collude in any way with competitors.
6.4 Corporate opportunities
You must not deprive the corporation of an opportunity by:
• Competing with the corporation or using corporate property, information
or your position for personal gain
• Taking for yourself an opportunity that belongs to the corporation or helping
others do so if they are in a position to divert a corporate opportunity for
their own benefit
6.5 Political contributions
You may make personal political contributions, either directly or through
corporation-sponsored or other political action committees as legally
permitted. Under no circumstance may you coerce or pressure other associates
to make political contributions. Associate campaign contributions are not
reimbursable by Bank of America, and campaign fundraising or solicitation
activities on Bank of America premises or with the use of Bank of America
resources are restricted.
You must not give or promise to give money or anything of value to any
executive, official or employee of any government, agency, political party or
candidate for political office if it could be seen as being intended to influence a
Bank of America business relationship. In addition, all associates are expected
to comply with the Foreign Corrupt Practices Act.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to "section 1: Governance and Administration" In this document.
- - - - - - _.._._------------
ExhibilJank of America Corporation Code of Ethics 17
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If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues. go to 'Sectlon 1: Governance and Administration' In this document.
If you have any questions regarding the Code of Ethics, or to report concerns or complaints
regarding ethical Issues, go to 'Sectlon 1: Governance and Administration" In this document.
-------------::- -------
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BankofAmerica ....
Bank of Opportunity'
1
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10
11
12
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Bank of America
Legal Department
April 2008
BankofAmerica ~
•
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BANK OF AMERICA
LEGAL DEPARTMENT
I. Introduction 1
II. Relationship with the Legal Department and Other Law Firms 2
III. Engagement of Outside Counsel 2
A. General Engagement Policy 2
B. Role ofthe Legal Department 2
C. Role of the Responsible Business Associate 3
D. Role of the Law Firm 3
IV. Confidentiality and Security ofInformation 5
V. General 6
A. Gramm-Leach-Bliley Act 6
B. Contacts with the Media 6
C. Conflicts of Interest. 6
D. Document Review 7
E. Standard Forms 7
F. Work Products and Research Materials 7
G. Contact with RegulatorslNotice of Regulatory Issues 7
H. Compliance with Section 307 of Sarbanes-Oxley 8
I. Treasury Regulations - Potentially Abusive Tax Shelters 8
VI. Minority and Women Outside Counsel 8
VII. Special Engagements-Exceptions 8
A. Private Client Group 8
B. Insurance Claims 9
C. Collection Matters 9
VIII. Litigation Matters 9
A. General 9
B. Litigation Philosophy 9
1. Advocacy 9
2. High Ethics 9
3. Motion Practice and Discovery 10
4. Settlements 10
5. Alternative Dispute Resolution 10
C. Engagement of Outside Counsel. 10
1. Engagement Policy 10
2. Legal Matter Numbers 10
D. Relationship with Legal Department 11
1. Principal Legal Contact. 11
2. Mandated Contacts 11
3. Partnering Relationship 11
4. Initial Requirements of Outside Counsel 11
E. Reporting Requirements/TeamConnect 12
ii
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F. Miscellaneous Requirements 12
1. Engagement of Local Counsel 12
2. Engagement of Experts 12
3. Engagement of Electronic Discovery Agencies 12
4. Engagement of Class Action Administration Firms 13
5. Appeal 13
6. Stenographic Services 13
7. Regulatory Issues 13
IX. Billing Procedures and Guidelines 14
A. Invoice Content and Details 14
B. Disbursements 15
C. Staffing 17
D. Legal Research 18
E. Non-Payment ofInvoices Due to Errors or Incomplete Information 18
F. Timekeeper Data and Billing Rates 19
G. Credits 20
H. International Law Firms 200
APPENDICES
APPENDIX I: Use of Minority and Women Attorneys on Bank of America Matters (1 page)
APPENDIX II: Initial Case Plan and Budget (3 pages)
APPENDIX III: Invoice Process Guide (16 pages)
APPENDIX IV: TimekeeperslBilling Rates (3 pages)
APPENDIX V: Invoice/Billing Contacts (1 page)
iii
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BANK OF AMERICA
LEGAL DEPARTMENT
OUTSIDE COUNSEL PROCEDURES
I. Introduction
The Bank of America Legal Department (the "Legal Department" or the "Department")
is responsible for managing the legal affairs and legal risks of Bank of America
Corporation and its subsidiaries ("Bank of America" or the "Company"). The
Department employs highly skilled in-house lawyers and outside counsel who have a
strong commitment to the success of Bank of America, to upholding high standards of
professional and ethical conduct, and to ensuring timely, responsive, and cost-effective
service.
The Department's in-house lawyers expect to work closely with outside counsel retained
to represent the Company, and to be fully involved in the matters outside counsel are
engaged to handle.
These U.S. Outside Counsel procedures (the "Procedures") are designed to guide the
Bank of America line of business officers and outside counsel in assisting the Department
in its efforts to manage the legal affairs of the Company effectively. The Procedures
apply to law firms and their lawyers located in the United States. (With the exception of
the details related to invoice processing, these procedures do apply to law firms outside
the United States where they provide services to a U.S.-based business or are otherwise
paid out of the United States.) Additional procedures will be implemented for law firms
and their lawyers outside the United States. Compliance with these Procedures is
imperative to a successful working relationship between Bank of America and its outside
counsel. Failure to comply may result in the nonpayment of legal invoices, and chronic
failure to comply may lead to Bank of America terminating its relationship with a law
firm.
These Procedures shall constitute the written engagement, or contract, of the firm for any
matter for which it is engaged on behalf of Bank of America, and shall govern the terms
of the engagement. These Procedures are applicable to all law firms and attorneys
providing legal services to Bank of America. Law firms retained by Bank of America
should ensure that a copy of these Procedures is provided to all attorneys, paralegals,
administrative, clerical or other assistants assigned to a particular matter before work
begins on any matter.
Exhibits
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II. Relationship with the Legal Department and Other Law Firms
Bank of America's legal needs are served through the coordinated efforts of outside
counsel and attorneys within the Department. Outside counsel is directed to consult with
Department attorneys to become familiar with Bank of America's policies, procedures
and availability offorms and research. In general, outside counsel should identify and
consult regularly with the responsible attorney in the Department for each matter
engagement they undertake. On significant matters, outside counsel should confirm
whether a specific Department attorney has been assigned to work with outside counsel,
and if so, work with that attorney to develop a strategic plan which shall cover the
following: (i) handling the matter, including staffing, budgeting and development of a
comprehensive strategy where opposition is anticipated; and (ii) approvals required
before taking any action or incurring any expense as described in these Procedures.
In all cases, outside counsel must obtain prior approval from a Department attorney
before incurring significant fees or expenses on a matter, initiating action seeking
extraordinary remedies or relief sought on Bank of America's behalf, undertaking
representation involving any possible conflict of interest; or proceeding with any matter
entailing a significant legal, regulatory, precedential or reputational risk to Bank of
America.
If outside counsel requests the use of any other law firm or attorney in a matter it is
handling for Bank of America, such request must be made to the Department attorney
handling the matter. If the request is approved, the law firm may engage the services of
such counsel directly.
The procedures to engage outside counsel vary with the nature of the legal matter
and/or the supported line business. In all cases, the retention of a law firm to
provide legal services to Bank of America must be documented with a Legal
Matter Number ("LMN"). Before commencing work on a matter, outside counsel
should ensure that an LMN has been obtained.
An attorney in the Department must review and approve in advance all requests to
engage outside counsel on most matters. For certain classes of matters including
transactions, routine real estate closings, consumer collections, et cetera, the
approval is granted for a group of law firms providing legal services for the
defined matters, for a defined period.
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Attorneys in the Legal Department, and only those attorneys, have the authority to
retain outside counsel for all litigation matters.
Where the Department attorney approves the retention request, the Department
will assign an LMN and electronically notify the business associate of it. The
Legal Department attorney and business associate will jointly decide who will
provide the LMN to the law firm, along with the details concerning the scope of
the engagement, including, if required by the business or Department, a specific
budget for the matter.
Where the Department attorney does not approve the retention request, the
Department will electronically notify the business associate.
For those matters that do not require specific Legal Department approval, the
Department will automatically assign an LMN without attorney approval.
4. Bank of America may request the law firm to provide the following: (1) a
quarterly report of use of minority and women attorneys on its matters in
the format detailed in Appendix I, and/or (2) reports concerning the firm's
relationship with Bank of America or any specific matter.
Exhibits
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6. Bank of America requires that each of its law firms has current
professional malpractice insurance. Law firms should submit proof of
insurance coverage to:
Exhibits
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Bank of America reserves the right to perform due diligence and assess the information
security plans and procedures of outside counsel and any third party in privity with
outside counsel, which will receive Bank of America confidential information, prior to
engaging outside counsel to represent Bank of America or its customers.
Bank of America reserves the right to review, test, and audit information and data
protection plans and procedures of outside counsel and any third party in privity with
outside counsel who accesses Bank of America confidential information. Outside
counsel shall timely correct any element of this information and data protection plans and
procedures, which could reasonably be expected to pose a threat to the protection of Bank
of America confidential information.
Outside counsel shall promptly return, deliver or destroy all confidential information in
its possession or the possession of any third party in privity with outside counsel per the
written request of Bank of America.
Any law firm in possession of such information may only transmit it to or receive it from
Bank of America via secure electronic means (Le., encrypted e-mail). Bank of America
will establish a secure e-mail account for any person in a law firm who will receive or
send confidential Bank of America information.
In situations where law firms need to transmit or receive the most sensitive of this
confidential information, Bank of America recommends doing so orally, in person or by
telephone.
Exhibits
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V. General
A. Gramm-Leach-Bliley Act
C. Conflicts of Interest
Bank of America expects the undivided loyalty of its outside counsel and may
regard as an actual or potential conflict of interest the representation of another
party, which may have differing interests, whether such interests be conflicting,
inconsistent, diverse or otherwise discordant. The foregoing description of
"conflict of interest" may be broader than any otherwise applicable definition
under outside counsel's local bar rules or canons of ethics. Any such
Exhibits
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Only Department attorneys have the authority to waive conflicts of interest for
Bank of America. Outside counsel will be advised promptly by a Department
attorney whether Bank of America consents, and the conditions thereto, or
declines to consent to any such actual or potential conflict. Any consent so
granted shall be on the condition that such consent will be reconsidered in the
event that the interests of outside counsel's client and of Bank of America change
materially.
D. Document Review
Particular Bank of America matters will require extensive review of hard copy
and electronic documents. In these matters, where the purpose of the review is to
locate information within certain parameters, Bank of America may require a law
firm to retain contract lawyers to conduct the initial review. Any such retention
should be guided by a Bank of America vendor contract. (That is, Bank of
America will hire the contract lawyers or instruct law firms who to hire.)
E. Standard Forms
Outside counsel shall not contact any federal, state or local regulatory body or
government official regarding any matter or issue without the prior approval of
the Department. In addition, outside counsel shall notify the Department of any
regulatory issues that are identified in connection with any matter.
Exhibits
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If outside counsel reasonably believe that material violation of law may have
occurred, is occurring or is about to occur, as set forth in Section 307 of the
Sarbanes-Oxley Act of 2002 and the SEC Rule promulgated there under (17 CFR
205), outside counsel must notify the General Counsel and the appropriate Legal
Department attorney. This notice may be in any form, but should conspicuously
state that it is being made under Section 307 of the Sarbanes-Oxley Act.
Bank of America Corporation and its affiliates ("Bank of America") requests your
support in Bank of America's efforts to meet its obligations under Treasury
regulations regarding the disclosure and reporting of "potentially abusive tax
shelters." "Potentially abusive tax shelters" include transactions listed by the
Internal Revenue Service, confidential transactions, transactions with contractual
protections, transactions with significant tax losses, transactions with significant
book-tax differences, and transactions with brief asset-holding periods (See Treas.
Reg. §1.6011-(4)(b)(2)-(7».
Bank of America desires to encourage and expand the inclusion of minorities and women
within and among all law firms providing legal services to it. To this end, Bank of
America sponsors regional and local programs designed to enhance the development and
opportunities of minority and women attorneys. In conjunction with the efforts of the
Legal Department Diversity Business Council, Bank of America expects that its law
firms will have women and minority partners and associates work on its legal matters.
Exceptions to these Procedures may apply to matters for which the Private Client
Group engages outside counsel to represent Bank of America when the matter
involves Bank of America in its fiduciary capacity.
Exhibits
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B. Insurance Claims
C. Collection Matters
A. General
3. With respect to all litigation matters covered by this Section, to the extent
that a conflict exists with other parts of these Procedures, the procedures
in this Section VIII shall apply.
B. Litigation Philosophy
I. Advocacy
2. High Ethics
Exhibits
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4. Settlements
1. Engagement Policy
Upon assignment of an LMN, the Legal Department will provide the LMN
to the law firm and such other information as may be necessary for the
engagement and compliance with these Procedures. Thereafter, the LMN
must appear on all firm invoices, correspondence and other documents
furnished to Bank of America.
10
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The law firm will be advised at the time of the engagement who the
Principal Legal Contact is. The law firm will be responsible for assuring
that the Principal Legal Contact is informed of all significant issues that
arise in connection with the matter.
2. Mandated Contacts
For (i) all cases where the estimated exposure is $250,000 or more or (ii)
when otherwise so advised, outside counsel is expected to consult with the
Principal Legal Contact on all significant strategic and tactical decisions,
including (by way of example):
3. Partnering Relationship
On all litigation matters, the law firm engaged for the matter will partner
with the Principal Legal Contact, other Department lawyers involved in
the matter and the responsible business associate.
11
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f) In all cases in which the legal fees will exceed $100,000 or the
risk-weighted exposure exceeds $250,000, a case map and budget
(Exhibit B) is required at the outset and must be updated at least
quarterly.
E. Reporting RequirementsrreamConnect
All law firms engaged by Bank of America with respect to a litigation matter are
required to keep their case files current pursuant to guidelines provided to the law
firm from time to time by the Department.
F. Miscellaneous Requirements
2. Engagement of Experts
12
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5. Appeal
Outside counsel should not undertake an appeal without the express prior
approval of the Department. Nevertheless, outside counsel should take all
steps necessary to protect Bank of America's right to appeal pending a
decision being made. Additionally, outside counsel should be familiar
with 12 USC § 91 regarding the absence of bonding requirements for
national banks.
6. Stenographic Services
7. Regulatory Issues
Outside counsel shall notify the Principal Legal Contact and obtain the
approval of the Principal Legal Contact prior to contacting any regulatory
agency on behalf of Bank of America. In addition, outside counsel shall
notify the Principal Legal Contact of any and all regulatory issues raised in
the context of a litigation matter, including all requests for examination
materials, currency transaction reports, suspicious activity reports, and
other similar regulatory communications or materials.
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Generally, outside counsel will submit separate invoices monthly for each matter being
handled. Bank of America requires outside counsel to submit invoices electronically, at
least where it is possible for law firms to do so. Specific details about invoice submission
are included in Appendix III. (Note, Appendices III through V are meant to complement
the Outside Counsel Procedures by serving as a reference for outside counsel to
understand the invoice review and payment process at Bank of America. They answer
many frequently asked questions.)
Outside counsel has no authority to engage local counsel without the express consent of
the Department. Where such approval is granted, local counsel must adhere to all
provisions ofthese Procedures.
Invoices must contain the following information before Bank of America will
consider them for payment:
Block billing is not acceptable. Each task performed by outside counsel requires
a separate time entry on an invoice. (Examples of acceptable time entries are
below.)
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Bank of America will not pay outside counsel for audit letter responses, unless
they become complex enough to merit significant law firm work.
Bank of America will compensate for time spent in transit provided travel time is
devoted to actual billable work. Time spent in transit alone may not be billed.
Unless agreed to in advance, time away from home or the office that is not spent
performing legal services will not be compensated. In addition, if travel time is
devoted to working for one or more clients in addition to Bank of America,
outside counsel may bill a proportionate share to Bank of America.
For non-hourly based billing, outside counsel may bill a flat fee for matters where
a pre-negotiated fixed rate has been established. Bank of America may request as
backup an hourly breakdown of the actual work performed. For other matters
where a task-based or activity-based arrangement has been negotiated, invoices
should indicate the billing amount for each task, activity, or function.
Acceptable (single task per time ent!)': time in 0.1 O-hour increments):
B. Disbursements
15
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Law firms must pay any vendors they hire directly then include the associated
expenses as a disbursement on its own invoice submitted by the law firm for
payment by Bank of America. In cases where such a direct expense exceeds 10%
of the corresponding law firm invoice, the law firm may choose whether to pay
vendor directly or forward the vendor's invoice to responsible Bank of America
in-house attorney for payment by Bank of America.
Bank of America will not reimburse law firms for certain items considered
administrative tasks or expenses that are firm overhead. If the expenses detailed
below appear on an invoice, Bank of America will reduce the outside counsel
invoice by the stated amount.
These non-reimbursable expenses follow: (Please note, the items and tasks listed
below are the most common non-compensable ones. However, the following list
is not meant to be exhaustive. At our discretion, Bank of America may reduce
any fees/expenses we believe are excessive.)
16
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Administrative Tasks/Expenses:
• Secretarial overtime and word processing
• Invoice preparation
• Staff supervision
• File opening/closing
• Making travel arrangements
• Conflict of interest checks
• Budget preparation
• Preparing transmittal letters
Clerical Tasks:
• Photocopying documents
• Scanning documents
• Filing/Serving
• Word processing
• Docketing/Calendaring
• Document indexing
• Faxing documents
• Filing documents or updating files
• Organizing documents
• Copying: Bank of America will reimburse actual copying costs, but no more
than $0.10 per page for black & white or $0.80 per page for color copies. The
actual number of copies made must be indicated on the invoice;
• Third party courier and express delivery and telecopying costs: These
services should be used sparingly. Costs associated with invoice delivery
should not be billed to Bank of America;
• Travel: Law firms must book travel arrangements according to the policies
guiding Bank of America associate travel. These policies are available upon
request from the Department.
C. Staffing
Bank of America expects a law firm to appropriately staff the matters it handles
for Bank of America. Law firm attorneys and paralegals should handle work that
is commensurate with their professional experience and skill. In general, on
17
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routine matters the Legal Department expects to have a partner or senior associate
as the primary attorney, with an associate and paralegal (if appropriate) handling
the routine work fitting their abilities. To ensure staffing levels are within
expectations, law firms are encouraged to discuss staffing plans for specific
matters with the responsible Legal Department attorney.
Bank of America will not pay for duplication of time caused by the transfer of a
project to a new attorney for internal reasons, double-teaming, education, or
excessive intra-firm conferencing.
Bank of America will not pay for summer associates or other similar timekeepers.
D. Legal Research
Bank of America considers the costs associated with supporting electronic legal
research a non-reimbursable expense to be provided by outside counsel. Bank of
America will pay for reasonable amounts of time spent by a professional
conducting the research, but not the administrative fees associated with it. In the
event that any administrative fee for electronic research is included on a bill
submitted to Bank of America, the amount paid will be reduced to exclude that
charge.
All firms representing Bank of America are required to make research materials
available to Bank of America for its research files, and these materials may, in
tum, be available to outside counsel. This will eliminate costly duplication of
research efforts and assure consistency in the handling of matters for Bank of
America.
Bank of America will reject and return invoices, via LegalPrecision, for the
following reasons:
• Computational errors;
• Incorrect formats;
• Unidentified timekeepers;
• Unapproved timekeepers;
• Invoices with duplicate invoice numbers;
• Invoices lacking Bank of America LMN.
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Bank of America will not pay for descriptions that lack specificity, including but
not limited to the following examples:
Invoices for legal services on matters remaining unbilled in excess of 60 days risk
not being paid, except where the business or matter, as approved by the Legal
Department attorney, dictates different arrangements.
The law firm is responsible for revising and resubmitting each returned invoice
within a reasonable time frame, generally two weeks.
In order for Bank of America to pay a law firm invoice, it must have previous
knowledge and grant approval of all professional timekeepers and their rates.
Law firms should send their all their requests regarding new timekeepers and
billing rates electronically to ocrates@bankofamerica.com. Upon receipt of any
changes to billing rates, the Department may request additional supporting
documentation related to those changes (e.g. historical information).
Bank of America will review requests for billing rate increases for both individual
timekeepers and firm-wide experiential and titular levels. Law firm invoices may
not reflect any increase in billing rates until Bank of America has provided its
acceptance of the increase in writing. In addition, law firms should continue to
submit invoices on its regular schedule while Bank of America reviews proposed
increases to their billing rates. Bank of America will not pay invoices withheld
by law firm during this billing rate review.
In general, billing rate increases apply to any current and future matters the firm
handles for Bank of America. However, Bank of America may arrange with law
firms to set static billing rates on certain matters.
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G. Credits
Any credits due Bank of America should be submitted in the form of a check
made payable to Bank of America, accompanied by a brief explanation for the
credit, including references to any specific invoice(s) and Legal Matter Number(s)
associated with the credit. Credits should not be applied to an invoice.
Some law firms outside the United States will be paid from the U.S.-based
Accounts Payable department at Bank of America - generally when providing
services to U.S.-based businesses. In such cases, international law firms must
submit a US Dollar invoice to the appropriate in-house attorney.
Depending on the source of income for particular invoices, international law firms
might also be required to provide an IRS Form W-8. When such form is
necessary, payments to international law firms will be dependent upon Bank of
America's receipt of it. (International firms may find out if Bank of America has a
current form on file by contacting Accounts Payable at 1.888.550.6433 (option 1,
1). If no form is on file, international law firms should obtain the appropriate
version from the IRS at www.irs.gov, then submit it in one of three ways:
20
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Along with the IRS Form W-8, international firms will need to include a Bank of
America Foreign Based Vendor Setup Form, available upon request from any
contacts above.
Upon receipt of an initial IRS Form W-8, the Legal Department will forward it to
Bank of America Accounts Payable (AP). AP will work with law firm to ensure
form is accurately completed. Once AP has received proper information, AP will
contact the Legal Department. In tum, the Legal Department will request an
original and fully executed IRS Form W-8 from the law firm. The only
acceptable method for submitting this original Form W-8 is a hard copy mailed to
the Legal Department.
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Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 18 of 46
Appendix I
Appendix I - Page 1
Exhibits
·79 -
88/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 19 of 46
Appendix II
Although it may be difficult to predict exposures or budgets at the beginning of the case because
aU the facts are not known, Bank of America's litigation policy requires a good faith attempt at
making a reasonable estimate. Ifnecessary, a range of dollar estimates can be used. The
purpose ofthis document is to determine, within 90 days of the date your firm is retained, all of
the following:
CASE DETAILS
BUDGET TIME PERIOD:
(To Be Updated Quarterly)
CASE NAME:
COURT:
BANK OF AMERICA
MATTER NO.:
FILENO.:
BANK ATTORNEY(S):
OUTSIDE ATTORNEY(S):
DISCOUNT/BILLING
ARRANGEMENTS:
BREIF DESCRIPTION OF
THEORIES AND
DAMAGES SOUGHT:
STAFFING
Name Partner. Associate. Paralegal Billing Rate
Per Hour
Appendix II - Page I
Exhibits
89/116
- 80-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 20 of 46
(What is the most likely damage award at trial if plaintiff prevails under all theories
alleged, using the damage scenario most favorable to the plaintiff? Include, if applicable,
punitive damages, interest and attorneys fees, as well as estimated dollar consequences of
adverse equitable relief. Also include as a separate figure the total worst-case defense
costs, including experts, in the event plaintiff pursues the case through trial.)
ANSWER:
(This figure can be calculated by multiplying each potential damage award by the
likelihood that each result will occur. In other words, the risk-weighted exposure is the
potential adverse award discounted by plaintitrs likelihood of prevailing on liability).
ANSWER:
(What is the anticipated budget for this case on a quarterly basis for attorneys fees and
costs excluding experts? What is the anticipated budget on a quarterly basis for expert
fees?)
For Example:
Appendix II - Page 2
Exhibits
- 81 -
90/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 21 of 46
(This should be a succinct written case analysis that addresses the facts, as you
understand them, and the applicable law. It should include a preliminary evaluation of
liability, damages, litigation strategy, and the potential for early mediation and early
settlement. It should also include a plan for resolving this case as quickly and cost
effectively as possible, and a discussion of the risks and costs of continued litigation.)
ANSWER:
Appendix II - Page 3
EXhibits
91/116
- 82-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 22 of 46
Appendix III
Law firms may find the following information useful in understanding Bank of America's
process for invoice submission, approval and payment. Below are unique but frequently used
terms that one ought to know. On the following pages, there is a high-level overview of the
process, followed by more specific details, and finally some flow charts to illustrate these words.
AP: Accounts Payable. This is the Bank of America department that issues payment of fully
approved invoices. Note that invoices are not typically paid until after 30 days beyond the
invoice date.
ERequest: An application used within Bank of America to electronically route all invoices from
Legal Department to business and finance associates for secondary approval.
File Handler: A LegalPrecision term to designate the Legal Department associate who will
receive invoices for review. This associate is always an in-house attorney assigned to a
particular Legal Matter Number and responsible for approving all invoices submitted for same.
Contact information for the File Handler is in LegalPrecision.
Legal Invoice Team: An administrative Team in the Legal Department that serves as the contact
point for law firms inquiring about payment status of invoices. Law firms may contact this Team
once an invoice has been approved in LegalPrecision. The Team may be reached bye-mail at
legalinvoice@bankofamerica.com.
LMN: Legal Matter Number. A Legal Matter Number is a unique number assigned to a specific
matter/retention for a specific law firm. Each invoice must contain a valid LMN before being
submitted for payment.
TeamConnect: Matter management system used by Bank of America Legal Department. Non
Legal Department Bank of America associates do not have access to TeamConnect. Law firms
do not have access to TeamConnect.
EXhibits
92/116
- 83-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 23 of 46
Exhibits
- 84-
93/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 24 of 46
The procedures to engage outside counsel vary with the nature of the legal matter and/or
the supported line of business. In all cases, the retention ofa law firm to provide legal
services to Bank of America must be documented with a Legal Matter Number ("LMN").
Before commencing work on a matter, outside counsel should ensure that an LMN has
been obtained.
The law firm is to obtain appropriate Legal Matter Number from the Bank of America
associate who retains the law firm (Le., the one who sends the particular matter or work
to the law firm). Legal Department Administration associates (Patrick Ryan and others)
are unable to provide LMN.
Before engaging outside counsel, the responsible business associate of Bank of America
must submit a request to engage outside counsel to the Legal Department ("the
Department") through its intranet. Where the Department attorney approves the retention
request, the Department will assign an LMN and electronically notify the business
associate of it. The Legal Department attorney and business associate will jointly decide
who will provide the LMN to the law firm, along with the details concerning the scope of
the engagement, including, if required by the business or Department, a specific budget
for the matter.
Again, an attorney in the Department must review and approve in advance all requests to
engage outside counsel. Additionally, attorneys in the Legal Department, and only those
attorneys, have the authority to retain outside counsel for all litigation matters.
Matter name
Matter type (bank-payor customer-pay/customer-reimburse)
Bank of America In-house Attorney
Bank Account Officer (Responsible business associate)
Bank cost center (area responsible for legal expense)
Law firm approved to submit invoices for the matter
Exhibits
- 85-
94/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 25 of 46
Twice daily, TeamConnect transmits new matters and matters with changes to
LegalPrecision. Generally, an LMN will appear in LegalPrecision one day after it is
created in TeamConnect.
Law firms should not assume the LMN by finding a matter name listed in LegalPrecision.
Many matters have similar names, and one might choose the incorrect LMN. Firms
ought to wait until Bank associates have provided the matter-specific LMN before
attempting to submit an invoice.
If a law firm is unable to locate an LMN that a Bank associate has provided to it, they
ought to contact LegalPrecision Client Support at 800.600.2282, x23 or
legalprecision@examen.com. Where necessary, they will forward inquiry to Legal
Department. The Legal Department may contact the law firm for more information, such
as who originally provided the LMN.
Exhibits
- 86-
95/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 26 of 46
Law firms must submit any invoice for payment by Bank of America, regardless of
whether Bank is ultimately reimbursed by a third party, to LegalPrecision.
If a third party is remitting payment directly to a law firm, that firm does not need to send
invoice to LegalPrecision or Bank of America unless specifically instructed to do so. If
third party remits payment to Bank of America, who in turn sends payment to a law firm,
then law firm does need to submit invoice through LegalPrecision. On a related note, law
firms who provide "courtesy copies" of invoices to Bank associates (or others) must mark
those invoice copies conspicuously with text such as "courtesy copy - do not pay" so as
to avoid duplicate processing.
Bank of America has authorized LexisNexis Examen, Inc. to handle the receipt, review
and routing of law firm invoices for payment by Bank of America through their
application, LegalPrecision. Further, we authorize LexisNexis Exam to assist law firms
with the initial setup as well as ongoing questions about bill submission, structured data
formats, the resolution of formatting problems or other queries concerning the use of
LegalPrecision. Law firms may reach the Client Support group for LegalPrecision via
telephone at 800.600.2282, x23 or e-mail at legalprecision@examen.com.
The Department expects all law firms to work closely with LegalPrecision Client Support
to understand the invoicing process. It is the responsibility of a law firm to get invoices
to LegalPrecision and to act on any necessary adjustments. It is also the responsibility of
law firms to ensure all offices consistently adhere to the invoice procedures.
LegalPrecision will accept invoices submitted through structured data files via the web
site at www.legalprecision.com. Structured Data is, where possible, the only acceptable
form of Bank of America invoice submission.
After the invoices are saved in one of these acceptable Structured Data formats,
law firms log in to LegalPrecision at www.legalprecision.com using a login ID
and password provided by LexisNexis Examen during setup. By clicking on the
Submit Invoice hyperlink on the law firm home page, firms are able to upload the
invoice directly to the LegalPrecision server for immediate processing.
Additional information is available in the Frequently Asked Questions section of
the LegalPrecision web site.
EXhibits
96/116
- 87-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 27 of 46
b. E-mailingcopyofinvoice(ASCII•.doc•.pdf)toinvoice@examen.com
c. Mailing paper invoice (or diskette copy) to:
Bank of America
c/o LexisNexis Examen
3831 North Freeway Boulevard, Suite 200
Sacramento, CA 95834
Invoices submitted via e-mail or mail take longer to process. Both must be scanned
in and then reformatted to comply with the standard invoice presentation used by
LegalPrecision. This process to import the invoice data might take up to 10 business
days.
In the event that one law firm engages another firm to work on a Bank of America matter,
the first law firm is responsible for providing LMN and invoice submission instructions
to second law firm. Any secondary engagement must first be approved by the
responsible Bank of America in-house attorney
Exhibits
97/116
- 88-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 28 of 46
There are multiple gateways an invoice must pass prior to successfully importing in to
LegalPrecision. If an invoice fails to successfully pass through any of the following
gateways, LegalPrecision generates an invoice rejection notice.
The first gateway is looking for the following invoice format issues:
• Is there an invoice number?
• Is the invoice date valid?
• Is there an LMN?
The third and final gateway is the Bank of America specific rule set for the invoice as
follows:
• Are there block billing charges?
• Do the billing rates exceed the approved rates?
Invoices that comply with the rules and rates selected for the matter by Bank of America
should successfully import into LegalPrecision.
Ifthe invoice fails at any of these gateways, it will not proceed to the next for evaluation.
Instead, LegalPrecision will return the invoice with a rejection notice to the law firm. In
other words, an invoice may receive an error for a format error, be corrected by the firm
and resubmitted, but subsequently fail in another gateway. Law firms should direct
questions regarding any invoice rejections and how to resolve them to LexisNexis
Examen's Client Support team.
How LegalPrecision sends rejection notices depends on how the law firm originally
submitted the invoice. Following are the notification methods LegalPrecision employs
for each invoice submission type:
Exhibits
98/116
- 89-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 29 of 46
failure information. If there is a second e-mail address set up for a law firm under
Office Administration, that e-mail address will also receive a copy of this notice.
If a law firm is submitting invoices electronically and is not receiving notices from
legalprecision.com regarding the submission or rejection of invoices, there are two
common causes.
Check to see if there is an e-mail filter in place. It is possible that the filter is screening
the e-mail notices. Verify that e-mail will accept received notices from the e-mail sender
at domain of legalprecision.com.
Another possible cause for not receiving notices of rejected electronic invoices is an
incorrect e-mail address in LegalPrecision. To view/edit e-mail address, an individual at
a law firm must have an access level of Office Administrator or above. One can view the
e-mail address by following these steps:
1. Log in to LegalPrecision.
2. From the Home Page, select Office Administration in the upper-right corner
under Administrative Functions.
3. LegalPrecision will present a list of all individuals added for your firm. Search
for the section that lists Active LegalPrecision Users. Locate your name on the
list and click on the link.
4. LegalPrecision will display your information. If your e-mail is incorrect, select
Edit.
5. Update the e-mail address and then select Save.
The e-mail update will be effective for notices sent from the time ofthe update
forward. Notices that were previously sent will not be re-sent to the new address.
Exhibits
99/116
- 90-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 30 of 46
When a law firm believes an invoice has been improperly rejected by LegalPrecision, the
firm ought to contact the File Handler for resolution. It may be necessary for File
Handler to update matter information so that LegalPrecision correctly reviews invoice to
the level we desire. (For example, Bank of America pays some invoices to a law firm,
but is then reimbursed by a third party. In most of these cases, invoices are processed as
Flat Fee or with less stringent LegalPrecision review.) When a firm contacts a File
Handler in this case, that firm should advise that they believe the invoice is improperly
rejecting and ask that File Handler: a) confirm status (e.g. third-party or flat fee) and then
b) ensure matter is properly setup in TeamConnect to handle such invoices.
Exhibits
100/116
- 91 -
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 31 of 46
Once an invoice successfully passes the processing rules in LegalPrecision, it then moves
into a queue for the Legal Invoice Team to review (prior to going to the File Handler).
The Legal Invoice Team performs a high-level evaluation of the invoice, as appropriate,
to check for proper application of the guidelines and other issues. When the Legal
Invoice Team has completed their review, they forward the invoice to the File Handler
for their complete review, analysis and approval ofthe invoice. Once the File Handler
(or his or her delegate) approves the invoice, LegalPrecision transmits the invoice
information to TeamConnect the same or next business day.
When the Legal Department has approved an invoice, the amount approved for payment
on that specific invoice is accessible in LegalPrecision by following these steps:
1. Log in to LegalPrecision.
2. Locate the invoice in LegalPrecision using Invoice Search, the Approved
Invoices link or Matter Search and select the invoice in question.
3. From the Invoice Overview screen, select the Invoice Reports under the
Report section in the lower right comer.
4. From the Invoice Payment History displayed, select the Invoice Summary
Report for the approved amount you wish to view. (If you also see a
Supplemental Invoice Report, that indicates that the File Handler has
approved an additional amount subsequent to the initial approval.)
a. This will open a secondary window that will display the invoice detail
information of what was approved for payment. If any charges were
adjusted/denied, the amount and reason for each adjustment will be
listed.
b. The Invoice Summary Report can be printed by selecting the Print
option listed under File.
5. When one has completed his or her review of the Invoice Summary
Report, this window can be closed, and the user will be returned to
LegalPrecision.
While under review by the Legal Department, an invoice may be adjusted - or the
adjustments may be overridden - until it is finally approved in LegalPrecision.
Therefore, we advise that firms not investigate adjustments on an invoice until after it has
been approved.
If a firm notices Bank of America has approved an amount less than the amount
submitted, firm may appeal the write-downs by sending an e-mail to the responsible File
Handler, who is able to perform a supplemental approval - based on his or her agreement
with the appeal. Firms should never submit a new invoice for any adjusted amount from
an invoice. LegalPrecision is not able to process or receive any such appeals.
At any time in the process, even though the invoice has been successfully loaded to
LegalPrecision, Bank of America has the option to reject the invoice back to the law firm.
Any time an invoice rejection action is taken, a rejection notification is issued to the firm
(see previous section, "LegalPrecision Reviews Invoice," for details). Some reasons for
Appendix III - Page 10
Exhibits
101/116
- 92-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 32 of 46
invoice rejection include: (I) invoice submitted on incorrect Legal Matter Number, (2)
Bank of America is not responsible for payment.
Additionally, a law firm may request that an invoice be withdrawn bye-mailing the Legal
Invoice Team Oegalinvoice@bankofamerica.com) up until the time the invoice is
approved in LegalPrecision. Firms should include text 'Urgent - Invoice Rejection
Request" in their e-mail subject line to the Legal Invoice Team.
Law firms may track the Legal Department review and approval of an invoice in
LegalPrecision. Each invoice will have one ofthe following statuses:
Invoice Uploaded/In Process - The invoice is in process with LegalPrecision and is not
yet available for Bank of America access and review. This process can apply to
electronic invoices (they will be in this status for not more than a few minutes while
being imported) or paper and/or e-mail invoices (they can be in this status for up to 10
business days while LegalPrecision reformats the data). If an invoice remains in this
status in excess of 10 business days, please contact LegalPrecision Client Support for an
update.
Invoice UploadedlReady - This is the first step in the invoice workflow where Bank of
America has the invoice. The invoice has successfully been uploaded to LegalPrecision
and is available for access and review by the Legal Invoice Team, but the invoice has not
yet been reviewed or forwarded.
Forward/Reviewed - The invoice has been reviewed, and is most likely with the File
Handler for approval.
Approved (or Approved for Payment) - File Handler has approved the invoice in
LegalPrecision and the invoice information will be sent to TeamConnect and then to the
responsible Line of Business associate for additional approval per Bank of America
policy.
Payment Sent - Approved invoices may have a status of "Payment Sent." However, note
that Bank of America requires a minimum of two approvals on legal invoices prior to
payment (see following sections), one of which occurs after the invoice is approved in
LegalPrecision. A status of "Payment Sent" does not in itself mean that Bank of America
has issued payment to a law firm.
Exhibits
102/116
- 93-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 33 of 46
When receiving the invoice from the Legal Department, a Line of Business associate has
two options: approve it or deny it. (That is, they are not able to further adjust invoice as
Legal Department sent it to them.) If invoice is $10,000 or more, a Bank Finance Officer
must also approve the invoice. Upon business/Finance approval, invoice is sent through
eRequest to Accounts Payable.
Each necessary approval request remains in place for 17 days before it times out
internally. When this happens, the Legal Invoice Team notifies the approving associate
and resends the invoice.
Unfortunately, law firms do not have a means to track internal routing and approval of
their invoices. Only the Legal Department's Legal Invoice Team is able to track legal
invoices as they flow through Bank's internal payment approval system. To inquire about
payment status of an "Approved" invoice in LegalPrecision, firms may send an e-mail to
legalinvoice@bankofamerica.com. When doing so, firms will need to provide the
following information:
• Your name
• Law firm name
• LMN
• Invoice number
• Invoice date
• Approved invoice amount
• Date invoice approved in LegalPrecision
When inquiring about five invoices or more, firms ought to list them on a spreadsheet to
be e-mailed as an attachment to Legal Invoice Team.
Emails to the Legal Invoice Team should replace the issuance of "statements of account"
or lists of unpaid invoices being mailed to Bank of America.
Exhibits
103/116
- 94-
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 34 of 46
Bank of America Accounts Payable has a net-30 rule for all invoice payments. In most
cases, a law firm invoice will not be paid until 30 days have passed from invoice date -
upon appropriate business/finance approval, of course.
To implement ACH or to inquire about anything related to ACH payments, contact Bank
of America Accounts Payable at 888.550.6433, Options I, I.
To change location where Bank mails paper checks, contact the Legal Department at
retentions@bankofamerica.com.
Firms receiving payment with no invoice reference must contact Bank of America
Accounts Payable to resolve (phone number above).
In summary, legal invoices may be adjusted by LegalPrecision rules (at direction of Bank
of America), the Legal Invoice Team and/or the File Handler. Firms will find the reason
for invoice adjustments online at LegalPrecision. (Instructions for locating adjustment
reasons are included in previous section "Legal Department Reviews Invoice.")
Adjustments are often related to the Outside Counsel Procedures and any existing
agreement between the firm and Bank of America. However, there may be reason to
dispute an adjustment. To do this, a firm may send an e-mail to the File Handler. If
payment received is less than amount approved in LegalPrecision, a firm ought to contact
Legal Invoice Team for further investigation, at legalinvoice@bankofamerica.com.
When firms do this, they ought to include relevant details in the email, such as invoice
number, amount approved, and amount paid.
Exhibits
104/116
- 95-
Matter Create/Invoice Submit
Officer Department
(3) cc:
(3)LMN (2) Approval
LMN
(4)LMN
I TeamConnect I
1 (3)LMN
(5) Invoice
~wFrrm
.......
I I Legal Precision
~)Sta~
Bank of America. .
105/116
Matter CreatelInvoice Submit
LegalPrecision
I LawFirrn I
-(5) Status-
Bank of America.....
106/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 37 of 46
Invoice ApprovallPayment
I TeamConnect I
1'''
\
'-'-'-'-'-'-'-'-'-'-'-'-'-'-'-'_°
,,/
/
1
AP
(Net 30)
(4) Payment
ACHor
Check
......
.;'
Law
Finn
(1) Invoice ......
.;'
•
LegalPrecision :
_. - ._. - ._. _. _0 _. _. _._._. _. _. _._"
(Future)
(2) Invoice
(ForwardlReview)
BankOfAinerica~
107/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 38 of 46
Appendix IV
TIMEKEEPERSIBILLING RATES
A. Timekeeper maintenance
Law firms are responsible for adding and maintaining all general timekeeper information
such as names, titles, levels, and billing initials/IDs in LegalPrecision. If you have
questions regarding this process, please contact LegalPrecision Client Support.
Bank of America is unable to edit any timekeeper information other than billing rates. In
order for Bank of America to add or change billing rates, a corresponding timekeeper
must exist in LegalPrecision. (FYI - LegalPrecision Client Support team does not have
authority to enter or modifY timekeeper or matter data, unless explicitly directed to do so
by Bank of America.)
Attached is a form law firms use to submit their request for billing rate increases and
additions to Bank of America. A firm may obtain an electronic copy of this form by
contacting either LegalPrecision Client Support or the Legal Department. Please note the
following:
• Prior to billing rate submission to Bank of America, law firm must ensure all
timekeeper information is correct in LegalPrecision;
• Rates are effective only after Legal Department approves them;
• Law firms submit completed forms to the Legal Department via e-mail to
ocrates@bankofamerica.com;
• Rows I through 4 and columns A through F are mandatory. Columns G and Hare
optional but of value to Bank of America;
• Any special billing arrangements (e.g., blended rates, capped rates, fixed fees) should
be noted on the attached, detailed separately if necessary;
• The Legal Department will return incomplete or ambiguous forms to the law firm for
correction and resubmission.
Once the Legal Department receives billing rate additions or changes, they will review
internally before approving or entering them into LegalPrecision. The time of the review
will vary depending on the type of request a law firm makes. Firms may expedite the
review process by providing the following supplemental information with your billing
rate requests:
New Timekeepers: please provide either (a) the Legal Matter Numbers (LMN) the new
timekeepers are billing or (b) confirmation that these are simply new timekeepers at the
firm, who mayor may not bill on Bank of America matters.
Appendix IV - Page I
Exhibits
- 99-
108/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 39 of 46
Changed Rates No. I: If submitting changes to existing billing rates, please provide
explanation for increase and any relevant LMNs timekeepers are currently billing.
The Legal Department will notify law firms via e-mail that the rates are entered in
LegalPrecision. In most cases, this e-mail will signify their approval of the billing rates.
For less frequent changes, such as annual increases, the Legal Department will send
approval using more formal means.
Requests for firm-wide annual rate increase may take significantly longer to approve and
enter into LegalPrecision. Please submit such requests as early as possible. Law firms
ought to also review section IX.F (Timekeeper Data/Billing Rates) for more information
about the current rate submission and review process.
Bank of America requests that law firms seek efficiency by limiting the number of
timekeeper files submitted to just one per month.
Finally, each file a firm sends should be a new version of previous submissions. Each file
should contain all current timekeepers, along with those who need rates added or changed
clearly identified as such per Column A of the attached. For example, ifthere are 100
timekeepers on file with billing rates, but then there is a need to add 5 new timekeepers,
please send a list of all 105 timekeepers. The original 100 should be marked "stet," the 5
new marked "add."
One reason the Department asks for a comprehensive list with all requests is so that firms
themselves will be able to keep track of what they have submitted. However, at any time,
the Legal Department will prepare a list of timekeepers and rates as we have them in
LegalPrecision. Law firms may contact the Department at ocrates@bankofamerica.com
to make such a request.
Appendix IV - Page 2
Exhibits
-100 -
109/116
Appendix IV
Appendix IV - Page 3
Exhibits
-101 -
110/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 41 of 46
Appendix V
..........
INVOICEIBILLING CONTACT INFORMATION
iii · · •· · . ·. i> >Xi .i X·i Xi •. i.
•••••••••
The Client Support team of LexisNexis ~nR- is available from 5:00 am to 6:00 pm PT
Appendix Vi Il2 Page 1
111/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 42 of 46
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26 Exhibits
27
28
Exhibits
-103 -
112/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 43 of 46
) .• ~
JOSEPH ZERNIK
Listed below are key records of the alleged fraud by CFC/BOA against JOSEPH ZERNIK in litigation ofSamaan v
Zemik (SC08Z400) at the LA Superior Court:
2) Real Property Purchase Contract misrepresented as a fax transmission ofOctober 25, 2004,
5:03pm from VICfORPARKS, State ofWashington, to Countrywide, San Rafael. [2] Introduced
repeatedly in court. Most recently for a motion noticed for November 2008. Alleged key fraud record.
3) Set of a letter and declarations by CFC/ MARIA MCLAURIN, Branch Manager, San Rafael,
California. [3] Introduced repeatedly in court. Key fraud record.
4) Subpoena Production of Countrywide in Samaan v Zernik. [4] About 400 pages, produced by the
Legal Department a total of 5 times from August 2006 to April 2007. Deemed fraud in its entirety - since it
included loan files that were recreated after the fact, and records that are the product of wire/fax fraud and bear
false and deliberately misleading fax header imprints, when in fact there is nothing in this production that allows
to determine where and when such records appeared from. It was part of a concerted effort by SAMAAN,
McLAURIN and the Legal Department ofCFC to fabricate false history for SAMAAN's loan applications in 2004,
5) Records showing CFC and even more recently CFC/BOA appearing in court for almost two
years under the party designation of "NON-PARTY", while the court interchangeably designates
it "DEFENDANT", "PLAINTIFF', "INTERVENOR", "ROSS-DEFENDANT", "REAL PARTY IN
INTEREST", etc. [5] Such appearances are deemed false and dehberately misleading and have no basis in the
law ofthe U.S. or California, Therefore they place the entire litigation in a real that is outside the law.
6) July 23, 2007 Protective/Gag Order by Judge JACQUELINE CONNOR [6]. Such purported order
led to two judgment of quasi-criminal nature being entered by Judge Terry Friedman against me, both at the
request of CFC, The second one - in February 2009, at the requests of CFC/BOA. I have no valid court record of
that nature, and the court and CFC/ BOA so far have failed to produce this record either.
Below I attached a short review ofpart ofSamaan v Zemik that allows you to place the records above in their
context.
Exhibits
-104 -
113/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 44 of 46
[1]
http://inproperinla.com/04-10-26-eountIywide-fraudulent-underwriting-letter-s.pdf
http://inproperinla.com/04-1O-26-doc-44-eountIywide-fraud-underwriting-letter.pdf
http://inproperinla.com/o4-1o-26-opinion-letter-countIywide-underwriting-Ietter-oct-26-s.pdf
[2]
http://inproperinla.com/04-10-2S-doc-4S-countIywide-fraud-contract-record.pdf
[3]
http://inproperinla.com/o6-11-og-doc-38-1-countIywide-mclaurin-false-declarations.pdf
http://inproperinla.comjo6-11-og-doc-38-2-countIywide-mclaurin-false-declarations.pdf
[4]
http://inproperinla.com/oz-02-o8-countIywide-fraudulent-subpoena-production-c-s.pdf
[5]
http://inproperinla.com/og-0l-13-cw-motion-sanctions-osc-contempt-S.pdf
http://inproperinla.com/og-0l-13-moldawsky-notice-of-motion-sanctions-contempt.pdf
http://inproperinla.com/og-0l-13-document-1.pdf
http://inproperinla.com/og-02-1z-document-l.pdf
http://inproperinla.com/og-02-1z-document-2.pdf
http://inproperinla.com/og-02-17-document-3.pdf
[6]
I have no such record. I expect CFCjBOA to produce the record.
Exhibits
-105 -
114/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 45 of 46
05-903-74
I, the undersigned, certify and declare that I am over the age of 18 years, employed in the County of
Los Angeles , State of California, and not a
party to the above-entitled cause. On March 31 , 20 09 , I served a true copy of
Verified Notice to Hon Jeff Hohrn, Pursuant to Memorandum Opinion Doc #248, March 5, 2008...
by personally delivering it to the person (s) indicated below in the manner as provided in FRCivP 5(b); by
depositing it in the United States Mail in a sealed envelope with the postage thereon fully prepaid to the following:
(list names and addresses for person(s) served. Attach additional pages if necessary.)
o I hereby certify that I am a member of the Bar of the United States District Court, Central District of
California.
o I hereby certify that I am employed in the office of a member of the Bar of this Court at whose direction the
service was made.
i;I I hereby certify under the penalty of perjury that, the foregoing is true and correct.
\. . 'r {O.; I .
~f'/-"<t:~.. t..\\;';:1,'. J
~t Vi C j,'._-
Signature of Person Making Service
ACKNOWLEDGEMENT OF SERVICE
Exhibits
-106 -
115/116
Case 05-90374 Document 257-2 Filed in TXSB on 04/15/09 Page 46 of 46
Service List
1) Jenna Moldawsky & John Amberg
Bryan Cave, LLP
120 Broadway, Suite 300
Santa Monica, CA 90401-2386
Tel: 310 576-2100
Fax: 310 576-2200
Exhibits
-107 -
116/116