Bank of Montreal /Can/ Sample Contracts

EMPLOYEES' SAVINGS AND PROFIT SHARING PLAN OF BANK OF MONTREAL/HARRIS
Bank of Montreal /Can/ • February 26th, 2004 • Commercial banks, nec
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AND
Bank of Montreal /Can/ • December 15th, 2005 • Commercial banks, nec • Quebec
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THE TRUST COMPANY OF BANK OF MONTREAL - SOCIETE DE FIDUCIE BANQUE DE MONTREAL TRUST INDENTURE TABLE OF CONTENTS
Bank of Montreal /Can/ • December 15th, 2005 • Commercial banks, nec • Ontario
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AND THE ROYAL TRUST COMPANY -- COMPAGNIE TRUST ROYAL TRUSTEE
Bank of Montreal /Can/ • December 16th, 2005 • Commercial banks, nec • Quebec
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AND
Bank of Montreal /Can/ • December 15th, 2005 • Commercial banks, nec • Quebec
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FIRST SUPPLEMENTAL INDENTURE
Conformed Copy • December 15th, 2005 • Bank of Montreal /Can/ • Commercial banks, nec
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Contract
Stock Option Agreement • December 20th, 2010 • Bank of Montreal /Can/ • Commercial banks, nec • Delaware

STOCK OPTION AGREEMENT, dated as of December 17, 2010, (this “Agreement”), between Marshall & Ilsley Corporation, a Wisconsin corporation (“Issuer”), and Bank of Montreal, a Schedule I Bank under the Bank Act (Canada) (“Grantee”).

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TRUSTEE SIXTH SUPPLEMENTAL INDENTURE
Bank of Montreal /Can/ • December 19th, 2005 • Commercial banks, nec • New York
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JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2018 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 13th, 2015 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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Distribution Agreement
Distribution Agreement • May 12th, 2017 • Bank of Montreal /Can/ • Commercial banks, nec • New York

Vaulted Gold Bullion Trust, a Delaware trust (the “Trust”), and Bank of Montreal, a Canadian chartered bank (the “Initial Depositor” and together with the Trust, the “Offerors”) and BMO Capital Markets Corp. are parties to that certain Distribution Agreement, dated June 29, 2016. Now the Offerors and BMO Capital Markets Corp. have agreed to amend and restate the Distribution Agreement in its entirety as follows:

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DEPOSITARY TRUST AGREEMENT AMONG BANK OF MONTREAL,
Depositary Trust Agreement • May 12th, 2017 • Bank of Montreal /Can/ • Commercial banks, nec • Delaware

This SECOND AMENDED AND RESTATED DEPOSITARY TRUST AGREEMENT is agreed to as of May 11, 2017 (the “Agreement”) by and among BANK OF MONTREAL, a Canadian chartered bank (the “Initial Depositor”), BMO CAPITAL MARKETS CORP., a broker-dealer affiliate of the Initial Depositor, THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee”), and BNY MELLON TRUST OF DELAWARE, a Delaware banking corporation, as Delaware trustee (with any successor Delaware banking corporation acting as a Delaware trustee, the “Delaware Trustee”).

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BANK OF MONTREAL US$25,000,000,000 SENIOR MEDIUM-TERM NOTES, SERIES G CALCULATION AGENCY AGREEMENT BETWEEN BANK OF MONTREAL AND BMO capital markets corp.
Calculation Agency Agreement • May 27th, 2021 • Bank of Montreal /Can/ • Commercial banks, nec • New York

Bank of Montreal (the “Bank”) proposes to issue and sell from time to time certain of its senior debt securities designated as Senior Medium-Term Notes, Series G (the “Notes”), pursuant to the terms of a Distribution Agreement, dated as of May 27, 2021, between the Bank and the Agents (as defined therein), as agents. The Notes are to be issued under a Senior Indenture, dated as of January 25, 2010, between the Bank and Wells Fargo Bank, National Association, as trustee, as supplemented by the First Supplemental Indenture thereto, dated as of September 23, 2018, between the Bank and Wells Fargo Bank, National Association, as trustee, and the Second Supplemental Indenture thereto, dated as of May 27, 2021, among the Bank, The Bank of New York Mellon, as trustee with respect to the Senior Medium-Term Notes, Series G (the “Trustee”), and Wells Fargo Bank, National Association, as the same may be amended and supplemented from time to time (collectively, the “Indenture”). Terms used but not

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BANK OF MONTREAL US$42,000,000,000 Senior Medium-Term Notes Series H Distribution Agreement
Terms Agreement • May 26th, 2022 • Bank of Montreal /Can/ • Commercial banks, nec • New York

This Administrative Procedure relates to the Securities defined in the Distribution Agreement, dated May 26, 2022 (the “Distribution Agreement”), between Bank of Montreal (the “Bank”) and the Agents listed in Annex VI thereto (individually, an “Agent” and, collectively, the “Agents”), to which this Administrative Procedure is attached as Attachment A. Defined terms used herein and not defined herein shall have the meanings given such terms in the Distribution Agreement, the Prospectus as amended or supplemented or the Indenture.

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BANK OF MONTREAL US$42,000,000,000 SENIOR MEDIUM-TERM NOTES, SERIES H SENIOR MEDIUM-TERM NOTES, SERIES I EXCHANGE RATE AGENCY AGREEMENT BETWEEN BANK OF MONTREAL AND BMO CAPITAL MARKETS CORP. May 26, 2022
Agreement • May 26th, 2022 • Bank of Montreal /Can/ • Commercial banks, nec • New York

WHEREAS, the Notes will be issued pursuant to the Senior Indenture, dated as of January 25, 2010, between the Bank and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee, as supplemented by the First Supplemental Indenture thereto, dated as of September 23, 2018, between the Bank and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee (the “Initial Trustee”), and the Third Supplemental Indenture thereto, dated as of May 26, 2022, among the Bank, The Bank of New York Mellon, as trustee with respect to the Senior Medium-Term Notes, Series I (the “Series Trustee”, and the Series Trustee together with the Initial Trustee, each a “Trustee”), and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as the same may be amended or supplemented from time to time (collectively, the “Indenture”);

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 13th, 2015 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2018 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2019 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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US$25,000,000,000 Senior Medium-Term Notes Series F Distribution Agreement
Distribution Agreement • April 21st, 2020 • Bank of Montreal /Can/ • Commercial banks, nec • New York

This Administrative Procedure relates to the Securities defined in the Distribution Agreement, dated April 20, 2020 (the “Distribution Agreement”), between Bank of Montreal (the “Bank”) and the Agents listed in Annex VI thereto (individually, an “Agent” and, collectively, the “Agents”), to which this Administrative Procedure is attached as Attachment A. Defined terms used herein and not defined herein shall have the meanings given such terms in the Distribution Agreement, the Prospectus as amended or supplemented or the Indenture.

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FORM OF GOLD CARRIER AGREEMENT
Carrier Agreement • June 5th, 2014 • Bank of Montreal /Can/ • Commercial banks, nec • New York

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

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BANK OF MONTREAL TO WELLS FARGO BANK, NATIONAL ASSOCIATION Trustee Senior Indenture Dated as of January 25, 2010 Senior Debt Securities
Bank of Montreal /Can/ • May 4th, 2011 • Commercial banks, nec • Ontario
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JOINT FILING AGREEMENT
Joint Filing Agreement • February 13th, 2015 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 13th, 2015 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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Trustee SECOND SUPPLEMENTAL INDENTURE
Bank of Montreal /Can/ • December 15th, 2005 • Commercial banks, nec
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EIGHTEENTH SUPPLEMENTAL INDENTURE
Bank of Montreal /Can/ • December 15th, 2005 • Commercial banks, nec
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BANK OF MONTREAL US$1,250,000,000 (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness) Underwriting Agreement
Bank of Montreal /Can/ • January 10th, 2022 • Commercial banks, nec • New York

The Securities will be issued under a subordinated debt securities indenture dated as of December 12, 2017 (the “Base Indenture”) between the Bank and Computershare Trust Company, N.A. as successor to Wells Fargo Bank, National Association, as trustee (the “Trustee”), as amended and supplemented by the fourth supplemental indenture to be dated as of January 10, 2022 (the “Fourth Supplemental Indenture” and together with the Base Indenture, the “Indenture”), between the Bank and the Trustee.

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AGREEMENT AND PLAN OF MERGER by and between BANK OF MONTREAL and MARSHALL & ILSLEY CORPORATION Dated as of December 17, 2010
Agreement and Plan of Merger • December 20th, 2010 • Bank of Montreal /Can/ • Commercial banks, nec • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of December 17, 2010 (this “Agreement”), by and between Bank of Montreal, a Schedule I Bank under the Bank Act (Canada) (“Purchaser”) and Marshall & Ilsley Corporation, a Wisconsin corporation (“Company”).

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BANK OF MONTREAL U.S. $750,000,000 Gold Deposit Receipts of Vaulted Gold Bullion Trust Second Amended and Restated Distribution Agreement
Bank of Montreal /Can/ • July 11th, 2018 • Commercial banks, nec • New York

Vaulted Gold Bullion Trust, a Delaware trust (the “Trust”), and Bank of Montreal, a Canadian chartered bank (the “Initial Depositor” and together with the Trust, the “Offerors”) and BMO Capital Markets Corp. are parties to that certain Amended and Restated Distribution Agreement, dated May 11, 2017 (the “Distribution Agreement”). Now the Offerors and BMO Capital Markets Corp. have agreed to amend and restate the Distribution Agreement in its entirety as follows:

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DEPOSITARY TRUST AGREEMENT AMONGBANK OF MONTREAL, AS INITIAL DEPOSITOR BMO CAPITAL MARKETS CORP., AS PLACEMENT AGENT AND INITIAL CALCULATION AGENT AND THE BANK OF NEW YORK MELLON, AS TRUSTEE AND BNY MELLON TRUST OF DELAWARE, AS DELAWARE TRUSTEE DATED...
Depositary Trust Agreement • December 12th, 2014 • Bank of Montreal /Can/ • Commercial banks, nec • Delaware

This DEPOSITARY TRUST AGREEMENT is agreed to as of December 1, 2014 (the “Agreement”) by and among BANK OF MONTREAL, a Canadian chartered bank (the “Initial Depositor”), BMO CAPITAL MARKETS CORP., a broker-dealer affiliate of the Initial Depositor, THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee”), and BNY MELLON TRUST OF DELAWARE, a Delaware banking corporation, as Delaware trustee (with any successor Delaware banking corporation acting as a Delaware trustee, the “Delaware Trustee”).

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PRECIOUS METALS STORAGE AGREEMENT entered into as of the 9th day of October, 2015.
Storage Agreement • June 6th, 2016 • Bank of Montreal /Can/ • Commercial banks, nec • Ontario
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JOINT FILING AGREEMENT
Joint Filing Agreement • March 21st, 2017 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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CONVERSION AND VOTING AGREEMENT
Conversion and Voting Agreement • November 15th, 2011 • Bank of Montreal /Can/ • Commercial banks, nec • New York

THIS CONVERSION AND VOTING AGREEMENT, dated as of October 27, 2011 (this “Agreement”), is entered into between BMO Bankcorp, Inc. (f/k/a Harris Bankcorp, Inc.), a Delaware corporation (the “Investor”), and Virtus Investment Partners, Inc., a Delaware corporation (the “Company”).

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2018 • Bank of Montreal /Can/ • Commercial banks, nec

This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

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BANK OF MONTREAL TO THE BANK OF NEW YORK MELLON Series Trustee and COMPUTERSHARE TRUST COMPANY, N.A. Original Trustee Third Supplemental Indenture Dated as of May 26, 2022 to Indenture Dated as of January 25, 2010 Senior Debt Securities
Bank of Montreal /Can/ • May 26th, 2022 • Commercial banks, nec • New York

THIRD SUPPLEMENTAL INDENTURE, dated as of May 26, 2022, among Bank of Montreal, a Canadian chartered bank (herein called the “Bank”), having its principal executive offices located at 100 King Street West, 1 First Canadian Place, Toronto, Ontario, Canada M5X 1A1 and its head office located at 129 rue Saint Jacques, Montreal, Quebec, Canada H2Y 1L6, The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York (herein called the “Series Trustee”), and Computershare Trust Company, N.A., a national banking association organized under the laws of the United States of America, as successor to Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States of America (herein called the “Original Trustee,” and, together with the Series Trustee, each a “Trustee”).

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BANK OF MONTREAL CALCULATION AGENCY AGREEMENT BETWEEN BANK OF MONTREAL AND BMO CAPITAL MARKETS CORP. January 25, 2010
Calculation Agency Agreement • January 26th, 2010 • Bank of Montreal /Can/ • Commercial banks, nec • New York

Bank of Montreal (the “Bank”) proposes to issue and sell from time to time certain of its senior debt securities designated as Senior Medium-Term Notes, Series A (the “Notes”), pursuant to the terms of a Distribution Agreement, dated as of January 25, 2010, between the Bank and the Agents (as defined therein), as agents. The Notes are to be issued under a Senior Indenture, dated as of January 25, 2010 (the “Indenture”) between the Bank and Wells Fargo Bank, National Association, as Trustee (the “Trustee”). Terms used but not defined herein shall have the meanings assigned to them in the form of floating rate Note delivered to you herewith or in the Prospectus, dated May 16, 2008, as supplemented by the Prospectus Supplement, dated January 25, 2010 (together, the “Prospectus”), relating to the Notes.

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