Discover 2011 Annual Report Download - page 174

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162
Exhibit Index
Exhibit
Number Description
10.5
10.6
10.7
10.8†
10.9†
10.10†
10.11†
10.12†
10.13†
10.14†
10.15
Trust Agreement, dated as of July 2, 2007, between Discover Bank, as Beneficiary, and Wilmington Trust
Company, as Owner Trustee (filed as Exhibit 4.1 to Discover Bank's Current Report on Form 8-K filed on July 2,
2007 and incorporated herein by reference thereto), as amended by the First Amendment to Trust Agreement,
between Discover Bank, as Beneficiary and Wilmington Trust Company, as Owner Trustee, dated as of June 4,
2010 (filed as Exhibit 4.3 to Discover Bank's Current Report on Form 8-K filed on June 4, 2010 and incorporated
herein by reference thereto).
Second Amended and Restated Pooling and Servicing Agreement, between Discover Bank, as Master Servicer,
Servicer and Seller and U.S. Bank National Association, as Trustee, dated as of June 4, 2010 (filed as Exhibit 4.1
to Discover Bank's Current Report on Form 8-K filed on June 4, 2010 and incorporated herein by reference
thereto), as amended by the First Amendment to Second Amended and Restated Pooling and Servicing
Agreement, betweeen Discover Bank, as Master Servicer, Servicer and Seller and U.S. Bank National
Association, as Trustee, dated as of October 18, 2011 (filed as Exhibit 4.1 to Discover Bank's Current Report on
Form 8-K filed on October 19, 2011 and incorporated herein by reference thereto).
Series Supplement for Series 2007-CC, dated as of July 26, 2007, between Discover Bank, as Master Servicer,
Servicer and Seller and U.S. Bank National Association, as Trustee (filed as Exhibit 4.3 to Discover Bank's
Current Report on Form 8-K filed on July 27, 2007 and incorporated herein by reference thereto), as amended by
the Amendment to Specified Series Supplements, between Discover Bank, as Master Servicer, Servicer and Seller
and U.S. Bank National Association, as Trustee, dated as of June 4, 2010 (filed as Exhibit 4.2 to Discover Bank's
Current Report on Form 8-K filed on June 4, 2010 and incorporated herein by reference thereto).
Discover Financial Services Omnibus Incentive Plan (filed as an attachment to Discover Financial Services' Proxy
Statement on Schedule 14A filed on February 27, 2009 and incorporated herein by reference thereto).
Amended Form of Restricted Stock Unit Award Under Discover Financial Services Omnibus Incentive Plan (filed
as Exhibit 10.6 to Discover Financial Services' Quarterly Report on Form 10-Q filed on July 12, 2007 and
incorporated herein by reference thereto).
Directors' Compensation Plan of Discover Financial Services (filed as Exhibit 10.3 to Discover Financial
Services' Current Report on Form 8-K filed on June 19, 2007 and incorporated herein by reference thereto), as
amended and restated as of January 20, 2011 (filed as Exhibit A to the Discover Financial Services' definitive
proxy statement filed on February 18, 2011 and incorporated by reference thereto), as further amended by
Amendment No. 2, effective as of December 1, 2011.
Amended Form of Restricted Stock Unit Award Under Discover Financial Services Directors' Compensation Plan
(filed as Exhibit 10.7 to Discover Financial Services' Quarterly Report on Form 10-Q filed on July 12, 2007 and
incorporated herein by reference thereto).
Discover Financial Services Employee Stock Purchase Plan (filed as Exhibit 10.2 to Discover Financial Services'
Current Report on Form 8-K filed on June 19, 2007 and incorporated herein by reference thereto) as amended by
Amendment No. 1 to Discover Financial Services Employee Stock Purchase Plan effective as of May 1, 2008
(filed as Exhibit 10.12 to Discover Financial Services' Annual Report on Form 10-K filed on January 28, 2009
and incorporated herein by reference thereto); Amendment No. 2 to Discover Financial Services Employee Stock
Purchase Plan, effective as of December 1, 2009 (filed as Exhibit 10.2 to Discover Financial Services' Quarterly
Report on Form 10-Q filed on April 9, 2010 and incorporated herein by reference thereto); and Amendment No. 3
to Discover Financial Services Employee Stock Purchase Plan (filed as Exhibit 10.3 to Discover Financial
Services' Quarterly Report on Form 10-Q filed on September 28, 2011 and incorporated herein by reference
thereto).
Offer of Employment, dated as of January 8, 1999 (filed as Exhibit 10.2 to Discover Financial Services' Current
Report on Form 8-K filed on June 12, 2007 and incorporated herein by reference thereto).
Waiver of Change of Control Benefits, dated September 24, 2007 (filed as Exhibit 10.15 to Discover Financial
Services' Registration Statement on Form S-4 filed on November 27, 2007 and incorporated herein by reference
thereto).
Collateral Certificate Transfer Agreement, dated as of July 26, 2007 between Discover Bank, as Depositor and
Discover Card Execution Note Trust (filed as Exhibit 4.4 to Discover Bank's Current Report on Form 8-K filed on
July 27, 2007 and incorporated herein by reference thereto).
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