Discover 2010 Annual Report Download - page 173

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Exhibit Number Description
10.21 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).
10.22† 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).
10.23† 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).
10.24 Letter Agreement, dated March 13, 2009, between Discover Financial Services and United States
Department of the Treasury, with respect to the issuance and sale of the Series A Preferred Stock and the
Warrant (filed as Exhibit 10.1 to Discover Financial Services’ Current Report on Form 8-K filed on
March 13, 2009 and incorporated herein by reference thereto).
10.25 Side Letter, dated March 13, 2009, between Discover Financial Services and the United States
Department of the Treasury (filed as Exhibit 10.2 to Discover Financial Services’ Current Report on Form
8-K filed on March 13, 2009 and incorporated herein by reference thereto).
10.26† 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).
10.27† 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).
10.28† 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).
10.29† 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).
10.30† 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).
10.31 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).
10.32 Purchase Price Adjustment Agreement by and among Citibank, N.A., The Student Loan Corporation
and Discover Bank, dated September 17, 2010.
10.33 Amendment to Purchase Price Adjustment Agreement by and among Citibank, N.A., The Student Loan
Corporation and Discover Bank, dated December 30, 2010.
10.34 Indemnification Agreement by and between Citibank, N.A. and Discover Bank, dated September 17,
2010.
10.35* First Amendment to Indemnification Agreement by and between Citibank, N.A. and Discover Bank,
dated December 30, 2010.
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