0001047469-06-002804 Sample Contracts

QUÉBEC TERMS AGREEMENT
Terms Agreement • March 3rd, 2006 • Quebec • Foreign governments

Québec Ministère des Finances Direction du financement des organismes publics et documentation financière 12 rue Saint-Louis Québec, Québec Canada G1R 5L3

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QUÉBEC DUE MARCH 1, 2016
Fiscal Agency Agreement • March 3rd, 2006 • Quebec • Foreign governments

WHEREAS pursuant to a terms agreement (the "Terms Agreement"), dated February 22, 2006, between the Issuer and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representative of the several Underwriters named therein, which incorporates by reference all of the provisions of the Québec Underwriting Agreement Standard Provisions (Debt Securities), dated February 22, 2006, the Issuer has agreed to create, issue and sell U.S.$1,250,000,000 aggregate principal amount of 5.00% Global Notes Series QD due March 1, 2016 (herein collectively called the "Notes" or, individually, a "Note");

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