0001144204-12-060962 Sample Contracts

Mr. John Havens Citigroup Inc. 399 Park Avenue New York, New York 10022 Dear John:
Letter Agreement • November 9th, 2012 • Citigroup Inc • National commercial banks • New York

This letter agreement, together with the attachments hereto (collectively, this “Agreement”), reflects our mutual understanding with respect to your separation from Citigroup Global Markets Inc. (the “Company”) and sets forth the payments and benefits that you will be eligible to receive in connection with your separation. For purposes of this Agreement, “Citigroup” shall mean Citigroup Inc., together with its subsidiaries and their affiliates, including, but not limited to, the Company.

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