Abbey National PLC Sample Contracts

AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of March 2, 1995
Deposit Agreement • April 30th, 2004 • Abbey National PLC • Mortgage bankers & loan correspondents • New York

DEPOSIT AGREEMENT dated as of March 2, 1995 among ABBEY NATIONAL PLC, incorporated under the laws of England (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners and Holders from time to time of American Depositary Receipts issued hereunder.

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FORM OF FIXED RATE NOTE
Santander UK PLC • November 15th, 2018 • Commercial banks, nec • New York

This Security is in global form within the meaning of the Senior Debt Securities Indenture hereinafter referred to and is registered in the name of The Depository Trust Company, a New York corporation (“DTC”), or a nominee of DTC, which may be treated by the Issuer, the Trustee and any agent thereof as owner and holder of this Security for all purposes.

Contract
Santander UK PLC • September 10th, 2014 • Commercial banks, nec • New York

This Security is in global form within the meaning of the Senior Debt Securities Indenture hereinafter referred to and is registered in the name of The Depository Trust Company, a New York corporation (“DTC”), or a nominee of DTC, which may be treated by the Issuer, the Guarantor, the Trustee and any agent thereof as owner and holder of this Security for all purposes.

FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONS
Underwriting Agreement • June 29th, 2022 • Santander UK PLC • Commercial banks, nec • New York

As set forth below in this letter agreement (the “Agreement”), from time to time, Santander UK plc (the “Issuer”) proposes to enter into one or more pricing agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine and, subject to the terms and conditions stated herein and therein, the Issuer proposes to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain debt securities specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Debt Securities”).

SLAUGHTER AND MAY One Bunhill Row London EC1Y 8YY T +44 (0)20 7600 1200 F +44 (0)20 7090 5000
Santander UK PLC • March 13th, 2014 • Commercial banks, nec

This opinion is delivered to you in connection with a registration statement on Form F-3 (the “Registration Statement”), which was filed on 9 August 2013 with the United States Securities and Exchange Commission (the “Commission”) by the Company under the United States Securities Act 1933, as amended (the “Securities Act”) and which relates, inter alia, to the offer and sale of Debt Securities by the Company and the guarantees to be endorsed on those Debt Securities (the “Guarantees”).

UNDERWRITING AGREEMENT STANDARD PROVISIONS
Underwriting Agreement • August 9th, 2013 • Santander UK PLC • Commercial banks, nec • New York

To the Representatives of the several Underwriters named in the respective Pricing Agreements hereinafter described

SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • January 5th, 2018 • Santander UK PLC • Commercial banks, nec • New York

SECOND SUPPLEMENTAL INDENTURE, dated as of January 5, 2018 (this “Supplemental Indenture”), by and between SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association incorporated in the United States (the “Trustee”), as trustee, having its Corporate Trust Office at 150 East 42nd Street, 40th Floor, New York, NY 10017.

AMENDMENT TO THE PARTNERSHIP PREFERRED SECURITIES SUBORDINATED GUARANTEE AGREEMENT
Securities Subordinated Guarantee Agreement • August 18th, 2014 • Santander UK PLC • Commercial banks, nec • New York

This AMENDMENT TO THE PARTNERSHIP PREFERRED SECURITIES SUBORDINATED GUARANTEE AGREEMENT (this “Amendment”) dated as of April 24, 2014, is executed and delivered by Santander UK plc (formerly known as Abbey National plc), a public limited company organized under the laws of England (the “Guarantor” or the “Bank”) and The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation, as trustee (the “Guarantee Trustee”). Capitalized terms used herein shall have the meanings ascribed to them in the Guarantee Agreement (as defined below), unless expressly defined herein.

FORM OF FLOATING RATE NOTE
Santander UK PLC • November 15th, 2018 • Commercial banks, nec • New York

This Security is in global form within the meaning of the Senior Debt Securities Indenture hereinafter referred to and is registered in the name of The Depository Trust Company, a New York corporation (“DTC”), or a nominee of DTC, which may be treated by the Issuer, the Trustee and any agent thereof as owner and holder of this Security for all purposes.

March 2, 1995
Abbey National PLC • April 30th, 2004 • Mortgage bankers & loan correspondents

Deposit Agreement (the “Deposit Agreement”) by and among Abbey National plc, The Bank of New York, as Depositary, and the Owners and Holders of American Depositary Receipts

CONTRACT OF EMPLOYMENT
Abbey National PLC • March 10th, 2004 • Mortgage bankers & loan correspondents
FORM OF UNDERWRITING AGREEMENT STANDARD PROVISIONS
Form of Pricing Agreement • July 30th, 2019 • Santander UK PLC • Commercial banks, nec • New York

To the Representatives of the several Underwriters named in the respective Pricing Agreements hereinafter described

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • March 13th, 2014 • Santander UK PLC • Commercial banks, nec • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of March 13, 2014 (this “Supplemental Indenture”), by and among ABBEY NATIONAL TREASURY SERVICES PLC, a public limited company incorporated in England and Wales (the “Issuer”), SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Guarantor”), and THE BANK OF NEW YORK MELLON, a banking corporation duly organized and existing under the laws of the State of New York, as Trustee (the “Trustee”), having its Corporate Trust Office at One Canada Square, London, E14 5AL.

SIXTH SUPPLEMENTAL INDENTURE
Sixth Supplemental Indenture • January 13th, 2020 • Santander UK PLC • Commercial banks, nec • New York

SIXTH SUPPLEMENTAL INDENTURE, dated as of January 13, 2020 (this “Supplemental Indenture”), by and between SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association incorporated in the United States (the “Trustee”), as trustee, having its Corporate Trust Office at 150 East 42nd Street, 40th Floor, New York, NY 10017.

CONTRACT OF EMPLOYMENT
Abbey National PLC • March 10th, 2004 • Mortgage bankers & loan correspondents
FIFTH SUPPLEMENTAL INDENTURE
Fifth Supplemental Indenture • June 18th, 2019 • Santander UK PLC • Commercial banks, nec • New York

FIFTH SUPPLEMENTAL INDENTURE, dated as of June 18, 2019 (this “Supplemental Indenture”), by and between SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association incorporated in the United States (the “Trustee”), as trustee, having its Corporate Trust Office at 150 East 42nd Street, 40th Floor, New York, NY 10017.

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • November 3rd, 2017 • Santander UK PLC • Commercial banks, nec • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of November 3, 2017 (this “Supplemental Indenture”), by and between SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association incorporated in the United States (the “Trustee”), as trustee, having its Corporate Trust Office at 150 East 42nd Street, 40th Floor, New York, NY 10017.

FOURTH SUPPLEMENTAL INDENTURE
Fourth Supplemental Indenture • November 15th, 2018 • Santander UK PLC • Commercial banks, nec • New York

FOURTH SUPPLEMENTAL INDENTURE, dated as of November 15, 2018 (this “Supplemental Indenture”), by and between SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association incorporated in the United States (the “Trustee”), as trustee, having its Corporate Trust Office at 150 East 42nd Street, 40th Floor, New York, NY 10017.

THIRD SUPPLEMENTAL INDENTURE
Third Supplemental Indenture • June 1st, 2018 • Santander UK PLC • Commercial banks, nec • New York

THIRD SUPPLEMENTAL INDENTURE, dated as of June 1, 2018 (this “Supplemental Indenture”), by and between SANTANDER UK PLC, a public limited company incorporated in England and Wales (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association incorporated in the United States (the “Trustee”), as trustee, having its Corporate Trust Office at 150 East 42nd Street, 40th Floor, New York, NY 10017.

DATED: 21st October 2002 ABBEY NATIONAL plc and LUQMAN ARNOLD
Abbey National PLC • March 10th, 2004 • Mortgage bankers & loan correspondents
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DATED this 8th day of January 2009 SHARE SUBSCRIPTION AGREEMENT Slaughter and May One Bunhill Row London EC1Y 8YY WSMR/WSW
Share Subscription Agreement • March 19th, 2009 • Abbey National PLC • Commercial banks, nec • England and Wales
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