RETENTION AND TRANSITION AGREEMENT
A. This AGREEMENT , which is effective on the EFFECTIVE DATE , is by and between Newmont USA
Limited and Brant Hinze (hereinafter “ EMPLOYEE ”).
B. WHEREAS, NEWMONT has requested that EMPLOYEE remain employed at NEWMONT to
facilitate the transfer of EMPLOYEE’S duties to EMPLOYEE’S successor.
C. WHEREAS, EMPLOYEE has agreed to remain employed at NEWMONT and EMPLOYEE has
forgone an alternative offer of employment to obtain the consideration contained in this AGREEMENT .
D. In consideration of the promises contained in this AGREEMENT , NEWMONT and EMPLOYEE
agree as follows:
The following definitions shall be applicable for the purposes of only this AGREEMENT :
A. “ AGREEMENT ” means this Retention and Transition Agreement.
B. " CAUSE ” means the material failure of EMPLOYEE to perform EMPLOYEE’S work duties or the
material failure to follow NEWMONT policies or procedures. CAUSE shall also mean the EMPLOYEE
engaged in illegal, dishonest or fraudulent conduct.
C. " EFFECTIVE DATE ” means the first date upon which all of the following have occurred: (1)
EMPLOYEE has executed this AGREEMENT ; and (2) the executed AGREEMENT has been timely
returned to Director of Executive Compensation, Newmont, 6363 South Fiddler’s Green Circle, Greenwood
Village, Colorado 80111.
D. “ EMPLOYEE ” means Brant Hinze .
E. “NEWMONT ” means Newmont USA Limited and any predecessor or current or former subsidiary,
parent, affiliated company, or successor of any of them, or benefit plan maintained or participated in by any of
them, and the current and former directors, officers, employees, shareholders and agents of any or all of them,
unless otherwise specifically stated in this AGREEMENT .
A. Retention Period . EMPLOYEE agrees to remain in his position of Regional Senior Vice President, North
America, or any other position that NEWMONT deems appropriate, in its reasonable discretion, until
December 31, 2009 (“Re