Discover 2011 Annual Report Download - page 175

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163
Exhibit Index
Exhibit
Number Description
10.16
10.17
10.18
10.19†
10.20
10.21†
10.22†
10.23
10.24
10.25†
10.26†
10.27
10.28
10.29
Indenture, dated as of July 26, 2007, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank
National Association, as Indenture Trustee (filed as Exhibit 4.5 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 First Amendment to
Indenture, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as
Indenture Trustee, dated as of June 4, 2010 (filed as Exhibit 4.4 to Discover Bank's Current Report on Form 8-K
filed on June 4, 2010 and incorporated herein by reference thereto).
Amended and Restated Indenture Supplement for the DiscoverSeries Notes, between Discover Card Execution
Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee, dated as of June 4, 2010 (filed as
Exhibit 4.5 to Discover Bank's Current Report on Form 8-K filed on June 4, 2010 and incorporated herein by
reference thereto).
Omnibus Amendment to Indenture Supplement and Terms Documents, dated as of July 2, 2009, between
Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee (filed as
Exhibit 4.1 to Discover Bank's Current Report on Form 8-K filed on July 6, 2009 and incorporated herein by
reference thereto).
Discover Financial Services Change-in-Control Severance Policy (filed as Exhibit 10.6 to Discover Financial
Services' Quarterly Report on Form 10-Q filed on October 12, 2007 and incorporated herein by reference thereto,
as amended by First Amendment, dated as of June 24, 2008 (filed as Exhibit 10.1 to Discover Financial Services'
Quarterly Report on Form 10-Q filed on October 9, 2008), Second Amendment, effective as of March 1, 2011
(filed as Exhibit 10.2 to Discover Financial Services' Quarterly Report on Form 10-Q filed on July 1, 2011) and
Third Amendment, effective as of August 1, 2011 (filed on July 1, 2011)
Release and Settlement Agreement, executed as of October 27, 2008, by and among Discover Financial Services,
DFS Services, LLC, Discover Bank, and their Subsidiaries and Affiliates; MasterCard Incorporated and
MasterCard International Incorporated and their Affiliates; and Visa Inc. and its Affiliates and Predecessors
including Visa U.S.A. Inc. and Visa International Service Association (filed as Exhibit 99.1 to Discover Financial
Services' Current Report on Form 8-K filed on October 28, 2008).
2008 Year End Form of Restricted Stock Unit Award Under Discover Financial Services Omnibus Incentive Plan
(filed as Exhibit 10.21 to Discover Financial Services' Annual Report on Form 10-K filed on January 28, 2009
and incorporated herein by reference thereto).
2008 Special Grant Form of Restricted Stock Unit Award Under Discover Financial Services Omnibus Incentive
Plan (filed as Exhibit 10.22 to Discover Financial Services' Annual Report on Form 10-K filed on January 28,
2009 and incorporated herein by reference thereto).
Form of Waiver, executed by each of Discover Financial Services' senior executive officers and certain other
employees (filed as Exhibit 10.3 to Discover Financial Services' Current Report on Form 8-K filed on March 13,
2009 and incorporated herein by reference thereto).
Form of Executive Compensation Agreement, dated March 13, 2009, executed by each of Discover Financial
Services' senior executive officers and certain other employees (filed as Exhibit 10.4 to Discover Financial
Services' Quarterly Report on Form 10-Q filed on April 8, 2009 and incorporated herein by reference thereto).
Form of Share Award Agreement Under Discover Financial Services Amended and Restated 2007 Omnibus
Incentive Plan (filed as Exhibit 10(a) to Discover Financial Services' Current Report on Form 8-K filed on
December 11, 2009 and incorporated herein by reference thereto).
Amendment to 2009 Year End Award Certificate for Restricted Stock Units Under Discover Financial Services
Amended and Restated 2007 Omnibus Incentive Plan, effective December 1, 2009 (filed as Exhibit 10.1 to
Discover Financial Services' Quarterly Report on Form 10-Q filed on April 9, 2010 and incorporated herein by
reference thereto).
Settlement Agreement and Mutual Release between Discover Financial Services and Morgan Stanley, dated
February 11, 2010 (filed as Exhibit 10.1 to Discover Financial Services' Current Report on Form 8-K filed on
February 12, 2010 and incorporated herein by reference thereto).
Purchase Price Adjustment Agreement by and among Citibank, N.A., The Student Loan Corporation and Discover
Bank, dated September 17, 2010 (filed as Exhibit 10.32 to Discover Financial Services' Annual Report on Form
10-K filed on January 26, 2011 and incorporated by reference thereto).
Amendment to Purchase Price Adjustment Agreement by and among Citibank, N.A., The Student Loan
Corporation and Discover Bank, dated December 30, 2010 (filed as Exhibit 10.33 to Discover Financial Services'
Annual Report on Form 10-K filed on January 26, 2011 and incorporated by reference thereto).
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